TCR_Public/120821.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Tuesday, August 21, 2012, Vol. 16, No. 232

                            Headlines

1691 TANGIERS: Case Summary & 4 Largest Unsecured Creditors
829 REALTY: Chapter 11 Case Dismissed by Court
ACCREDITED MEMBERS: Reports $24,000 Net Income in Second Quarter
ADINO ENERGY: Reports $258,000 Net Income in Second Quarter
ALIMERA SCIENCES: Had $4.7 Million Net Loss in Second Quarter

AMARU INC: Incurs $243,000 Loss from Operations in 2nd Quarter
AMBAC FINANCIAL: OCI Files Rules on Payment of Policy Claims
AMBAC FINANCIAL: Wins OK to Buy D&O Policy From Wells Fargo
AMBAC FINANCIAL: Committee Has OK to Retain Tavakoli, et al.
AMBAC FINANCIAL: Has $811-Mil. Net Loss in Second Quarter

AMERICAN AIRLINES: Modifies Pilots' Pact to Satisfy Objections
AMERICAN DEFENSE: Delays Form 10-Q for Second Quarter
AMERICAN LUBEFAST: Case Summary & 20 Largest Unsecured Creditors
AMERICAN PATRIOT: Delays Form 10-Q for Second Quarter
AMERICAN PETRO-HUNTER: Incurs $41,000 Net Loss in Second Quarter

AMERICAN ORIENTAL: Pomerantz Notes of Lead Plaintiffs Deadline
APPLIED DNA: Incurs $1.4 Million Net Loss in June 30 Quarter
APPLIED MINERALS: Incurs $1.5 Million Net Loss in Second Quarter
ARKANOVA ENERGY: Posts $259,700 Net Loss in June 30 Quarter
ATP OIL & GAS: Files for Chapter 11 Reorganization

ATP OIL & GAS: Case Summary & 30 Largest Unsecured Creditors
AVANTAIR INC: Names Stephen Wagman President, Carla Stucky CFO
AXION INTERNATIONAL: Delays 2nd Qtr. Form 10-Q Due to Restatement
AXION INTERNATIONAL: To Restate 2011 and 2012 Periodic Reports
BALQON CORP: Delays Form 10-Q for Second Quarter

BEACON ENTERPRISE: Had $3.8 Million Net Loss in June 30 Quarter
BELFOR HOLDINGS: Moody's Corrects May 21 Rating Release
BERGEN DEVELOPMENT: Case Summary & 3 Unsecured Creditors
BERNARD L. MADOFF: Citigroup Seeks Dismissal of Swap-Linked Claims
BIOCORAL INC: Incurs $466,500 Net Loss in Second Quarter

BIOFUELS POWER: Delays Form 10-Q for Second Quarter
BON-TON STORES: Incurs $45 Million Net Loss in July 28 Quarter
BOOMERANG SYSTEMS: Incurs $7.2 Million Net Loss in June 30 Qtr.
BROADCAST INTERNATIONAL: Sells Additional $900,000 Senior Notes
BROADCAST INTERNATIONAL: Extends Contract with Largest Customer

BROWNIE'S MARINE: Delays Form 10-Q for Second Quarter
BUSHWICK BH: Voluntary Chapter 11 Case Summary
CAESARS ENTERTAINMENT: Prices $750 Million Senior Notes Offering
CAESARS ENTERTAINMENT: Bank Debt Trades at 12% Off
CAMBRIDGE HEART: Incurs $1.3 Million Net Loss in Second Quarter

CAPITOL CITY: Delays Form 10-Q for Second Quarter
CARONDELET MERAMEC: Case Summary & 8 Largest Unsecured Creditors
CATASYS INC: Incurs $2.2 Million Net Loss in Second Quarter
CCC INFORMATION: S&P Gives 'BB-' Rating on $40MM Incremental Loan
CENTRAL ENERGY: Had $275,000 Net Loss in Second Quarter

CENTRAL FEDERAL: Incurs $684,000 Net Loss in Second Quarter
CEREPLAST INC: Had $3.9 Million Net Loss in Second Quarter
CHILE MINING: Delays Second Quarter Form 10-Q for for Audit
CHINA 3C: Had $3.4 Million Net Loss in Second Quarter
CHINA GREEN: Delays Form 10-Q for Second Quarter

CHINA TELETECH: Reports $971,600 Net Income in Second Quarter
CHINA TEL GROUP: Delays Form 10-Q for Second Quarter
CHISEN ELECTRIC: Had $10.5 Million Net Loss in June 30 Quarter
CIRCUS AND ELDORADO: Files Second Plan Supplement
CLARION RIVERVIEW: Case Summary & 2 Largest Unsecured Creditors

COMMONWEALTH BIOTECH: Delays Form 10-Q for Second Quarter
COMMUNITY WEST: Posts $591,000 Net Loss in Second Quarter
COMMUNICATION INTELLIGENCE: Incurs $746,000 Net Loss in Q2
COMPETITIVE TECHNOLOGIES: Delays Form 10-Q for Second Quarter
CRYOPORT INC: Incurs $1.5 Million Net Loss in June 30 Quarter

CUI GLOBAL: Kjell Qvale Discloses 7.7% Equity Stake
CYCLONE POWER: Incurs $883,669 Net Loss in Second Quarter
DAIS ANALYTIC: Reports $299,500 Net Income in Second Quarter
DELTA OIL & GAS: Had $185,600 Net Loss in Second Quarter
DEWEY & LEBOEUF: Deal Serves as Bankruptcy Blueprint, Experts Say

DEWEY & LEBOEUF: Ex-Partners Commit $70MM to Clawback Deal
DEX MEDIA EAST: Bank Debt Trades at 45% Off in Secondary Market
DIRECT MARKETS: Posts $9 Million Net Loss in Second Quarter
DRINKS AMERICAS: Incurs $783,000 Net Loss in Fiscal 2012
DUTCH GOLD: Delays Form 10-Q for Second Quarter

DYNEGY INC: Has Stalking Horse; Aug. 31 Hearing on Sale Rules
EAST COAST: Incurs $1.5 Million Net Loss in Second Quarter
EASTBRIDGE INVESTMENT: Incurs $171,700 Net Loss in 2nd Quarter
EAT AT JOE'S: Incurs $44,000 Net Loss in Second Quarter
EDIETS.COM INC: Delays Form 10-Q for Second Quarter

EGPI FIRECREEK: Delays Form 10-Q for Second Quarter
EL PASO HOLDCO: Moody's Raises Sr. Secured Debt Ratings to 'Ba2'
ELITE PHARMACEUTICALS: Incurs $10.5-Mil. Net Loss in June 30 Qtr.
ELMIRA DOWNTOWN: Case Summary & 20 Largest Unsecured Creditors
EMERSON HOLDINGS: Case Summary & 20 Largest Unsecured Creditors

EON COMMUNICATIONS: Receives Deficiency NASDAQ Letter
EPAZZ INC: Delays Form 10-Q for Second Quarter for Review
ESP RESOURCES: Had $649,100 Net Loss in Second Quarter
FANNIE MAE: Treasury to Amend Terms of Bailout
FENTURA FINANCIAL: Reports $144,000 Net Income in Second Quarter

FIBERTOWER NETWORK: Taps Cole Schotz as Special Counsel
FILLPOINT, LLC: Voluntary Chapter 11 Case Summary
FIRSTBANK FINANCIAL: Files for Chapter 7 Liquidation
FOCUS BRANDS: S&P Keeps 'B' Corp. Credit Rating; Outlook Stable
FUEL DOCTOR: Delays Form 10-Q for Second Quarter

GATEHOUSE MEDIA: Bank Debt Trades at 68% Off in Secondary Market
GENELINK INC: Incurs $962,600 Net Loss in Second Quarter
GEOMET INC: Transitions Trading of Common Stock to OTC Markets
GEOMET INC: Incurs $53.9 Million Net Loss in Second Quarter
GEOPETRO RESOURCES: Has Accumulated Deficit of $47.7 Million

GETTY PETROLEUM: Committee Fine-Tunes First Amended Plan
GLOBAL ARENA: Incurs $462,000 Net Loss in Second Quarter
GRANDPARENTS.COM INC: Posts $1.8-Mil. Net Loss in Second Quarter
GRAYMARK HEALTHCARE: Had $5.3 Million Net Loss in Second Quarter
GREENMAN TECHNOLOGIES: Incurs $1.8-Mil. Net Loss in Fiscal Q3

GRYPHON GOLD: Had $379,100 Net Loss in June 30 Quarter
GUANGZHOU GLOBAL: Reports $972,000 Net Income in 2nd Quarter
GUIDED THERAPEUTICS: Incurs $1.2 Million Net Loss in 2nd Quarter
HAWKER BEECHCRAFT: Bank Debt Trades at 29% Off in Secondary Market
HAWKER BEECHCRAFT: Seeks Longer Exclusivity During Superior Talks

HIGH UP: Case Summary & 20 Largest Unsecured Creditors
HOMELAND SECURITY: Delays Form 10-Q for Second Quarter
ICEWEB INC: Had $4 Million Net Loss in June 30 Quarter
IDO SECURITY: Delays Form 10-Q for Second Quarter
IDO SECURITY: Delays Form 10-Q for Second Quarter

IDQ HOLDINGS: S&P Affirms 'B' Corp. Credit Rating; Outlook Neg
IMAGEWARE SYSTEMS: Posts $1 Million Net Income in Second Quarter
INFINITY ENERGY: Delays Form 10-Q for Second Quarter
INFUSION BRANDS: Signs Merger Agreement with Ronco
INKSURE TECHNOLOGIES: 10-Q Filing for 2nd Quarter Will be Delayed

INNOVATIVE FOOD: Delays Form 10-Q for Second Quarter
INTEGRATED ENVIRONMENTAL: Incurs $550,000 Net Loss in 2nd Quarter
INTELLICELL BIOSCIENCES: Common Stock Trading on OTCQB
INTERACTIVE DATA: S&P Reinstates 'B' Rating on $700MM Sr. Notes
INTERMETRO COMMUNICATIONS: Reports $191,000 Income in Q2

INTERNAL FIXATION: Delays 2nd Qtr. Form 10-Q for Ongoing Analysis
INTERNATIONAL COMMERCIAL: Posts $112,000 Net Income in Q2
INTERNATIONAL FUEL: Incurs $434,000 Net Loss in Second Quarter
INTRALINKS HOLDINGS: S&P Cuts CCR to 'B+' on Lower Profitability
IRVINE SENSORS: Reports $6.9 Million Net Income in July 1 Quarter

JEFFERSON COUNTY, AL: Birmingham to Have Own Suit on Sewers
JENNE HILL: Wells Fargo to be Paid in One Year, Not Five
JERRY'S NUGGET: U.S. Bank Objecting to Cash Use, Priming of Lien
JERRY'S NUGGET: Hiring Gordon Silver as Chapter 11 Counsel
JMS HOLDINGS: Case Summary & 4 Largest Unsecured Creditors

KRYSTAL INFINITY: Case Summary & 20 Largest Unsecured Creditors
KAMAS DEVELOPMENT: Case Summary & Unsecured Creditor
LEHIGH VALLEY: Voluntary Chapter 11 Case Summary
LOCAL TV: S&P Raise CCR to 'B+' on Solid Performance

LUCID INC: Incurs $2.3 Million Net Loss in Second Quarter
MARINA DISTRICT: S&P Lowers CCR to 'B'; Outlook is Stable
MARKETING WORLDWIDE: Delays Form 10-Q for Second Quarter
MEDICAL CONNECTIONS: Incurs $741,000 Net Loss in Second Quarter
MEDYTOX SOLUTIONS: Borrows Additional $525,000 from TCA Global

MERCATOR MINERALS: Reports $22.1-Mil. Net Income in Second Quarter
MDU COMMUNICATIONS: Had $1.7 Million Net Loss in June 30 Quarter
MIT HOLDING: Delays Form 10-Q for Second Quarter for Review
MERITAS SCHOOLS: Moody's Affirms 'B2' CFR; Outlook Negative
MF GLOBAL: Trustee to Work With Customers Suing Corzine

MF GLOBAL: Corzine, Execs Likely to Escape Criminal Charges
MMRGLOBAL INC: Robert Lorsch Discloses 20% Equity Stake
MMRGLOBAL INC: Incurs $1.4 Million Net Loss in Second Quarter
MORGANS HOTEL: Inks 20-Year Management Pact for Delano Moscow
MUNICIPAL CORRECTIONS: Inducted Into Chapter 11 in Las Vegas

NEDAK ETHANOL: Delays Q2 Form 10-Q Due to Financial Woes
NEPHROS INC: Had $754,000 Net Loss in Second Quarter
NETWORK CN: Reports $1.2 Million Net Income in Second Quarter
NEW INVESTMENTS: Case Summary & 7 Largest Unsecured Creditors
NEW PEOPLES: Tier 1 Leverage Ratio Below 4% Requirement

NORTHCORE TECHNOLOGIES: Incurs C$556,000 Loss in Second Quarter
NUTRACEA: Had $630,000 Net Loss in Second Quarter
NUVILEX INC: Incurs $1.8 Million Net Loss in Fiscal 2012
OCTAVIAR ADMINISTRATION: Sept. 6 Hearing on Chapter 15 Petition
ONCOVISTA INNOVATIVE: Had $250,500 Net Loss in Second Quarter

OPTIONS MEDIA: Delays Form 10-Q for Second Quarter
OSAGE EXPLORATION: Incurs $613,000 Net loss in Second Quarter
PACIFIC GOLD: Incurs $1.7 Million Net Loss in Second Quarter
PAYMENT DATA: Delays Form 10-Q for Second Quarter
PEREGRINE FINANCIAL: CEO Pleads Not Guilty in Fraud Case

PINNACLE FOODS: Moody's Rates $450 Million Term Loan F 'Ba3'
PMI GROUP: Seeks Extension of Exclusivity Period to Oct. 19
POINT BLANK: Court Approves Restructuring Services From Deloitte
POLY SHIELD: Had $221,500 Net Loss in Second Quarter
POSITIVEID CORPORATION: Delays Form 10-Q for Second Quarter

POTOMAC SUPPLY: Lumber Producer Sets Sept. 19 Auction
PRESSURE BIOSCIENCES: Incurs $1.1 Million Net Loss in Q2
PROBE MANUFACTURING: Reports $71,400 Net Income in Second Quarter
PURADYN FILTER: Posts $237,100 Net Loss in Second Quarter
QUAMTEL INC: Delays Form 10-Q for Second Quarter

RALPH BH: Voluntary Chapter 11 Case Summary
RESIDENTIAL CAPITAL: Court Approves Deloitte as Auditor
RESIDENTIAL CAPITAL: Wins OK for KPMG LLP as Tax Advisor
RESIDENTIAL CAPITAL: Wins OK for Bradley Arant as Special Counsel
RESIDENTIAL CAPITAL: Panel Can Hire AlixPartners as Fin'l Advisor

REVEL AC: S&P Downgrades CCR to 'CCC' on Weak Performance
REVEL ENTERTAINMENT: Bank Debt Trades at 25% Off
RGIS HOLDINGS: S&P Keeps 'B+' Rating on Tranche C Term Loan
ROCK POINTE: Elsaesser Named as Mediator for DMARC, Spokane Issues
ROTECH HEALTHCARE: S&P Lowers CCR to 'CCC-' on Weak Liquidity

ROYAL SEATING: Voluntarily Dismisses Chapter 11 Case
RUDEN MCCLOSKY: Plan to Pay 5% to Unsecured Creditors
SAINTS MEMORIAL: Moody's Raises Rating on 1993 Bonds From 'Caa1'
SEACOR HOLDINGS: Moody's Affirms 'Ba1' CFR; Outlook Negative
SEARS HOLDINGS: Incurs $133 Million Net Loss in Second Quarter

SEARS HOLDINGS: S&P Affirms 'CCC+' Corporate Credit Rating
SEDONA DEVELOPMENT: Sept. 4 Hearing on Amended Competing Plans
SMART ONLINE: Incurs $1 Million Net Loss in Second Quarter
SOUTHEAST BANKING: Ch. 11 Trustee Files Notice of Sale
SUMMERWIND PARTNERS: Case Summary & 20 Largest Unsec Creditors

SUNRISE REAL ESTATE: Delays Form 10-Q for Second Quarter
SYLVAIN ANALYTICS: Case Summary & 20 Largest Unsecured Creditors
SYMS CORP: Wins Approval to Sell Florida Property for $4.5 Million
T BANCSHARES: Reported $460,000 Net Income in Second Quarter
T3 MOTION: Incurs $1.52 Million Net Loss in Second Quarter

TCIM SERVICES: Call Centers Fetch $5.4 Million in Approved Sale
TELKONET INC: Reports $157,000 Net Income in Second Quarter
THERMOENERGY CORP: Issues $828,750 Shares and Warrants
THERMOENERGY CORP: Incurs $2.5 Million Net Loss in Second Quarter
TITANIUM GROUP: Delays Form 10-Q for June 30 Quarter

TRANSATLANTIC PETROLEUM: Reports $22.9-Mil. Net Income in 2nd Qtr.
TRANS ENERGY: Incurs $2.7 Million Net Loss in Second Quarter
TRANS-LUX CORP: Delays Form 10-Q for Second Quarter
TRIBUNE CO: Bank Debt Trades at 26% Off in Secondary Market
TRIDENT MICROSYSTEMS: Seeks Court OK of Settlement With Creditors

TUCSON & PIMA: Moody's Confirms 'Ba3' Rating on Mortgage Bonds
TXU CORP: Bank Debt Trades at 31% Off in Secondary Market
U.S. NATIONAL SLAVERY: Chapter 11 Case Dismissed by Judge
ULURU INC: Had $858,100 Net Loss in Second Quarter
UNI-PIXEL INC: Shareholders Elect Seven Directors to Board

UNI-PIXEL INC: Closes $12.1 Million Offering of Common Stock
UNI-PIXEL INC: James Pallotta Holds 399,021 Warrants
UNILAVA CORP: Delays Form 10-Q for Second Quarter
UNIQUE BROADBAND: Julian, McGoey Fail in Bid for Funds
UNIVERSAL BIOENERGY: Delays Form 10-Q for Second Quarter

U-SWIRL INC: Had $42,400 Net Loss in Second Quarter
VANITY EVENTS: Delays Form 10-Q for Second Quarter
VERTICAL COMPUTER: Incurs $209,000 Net Loss in Second Quarter
VHGI HOLDINGS: Delays Form 10-Q for Second Quarter
VIASPACE INC: Incurs $273,000 Net Loss in Second Quarter

VIEW SYSTEMS: Delays Form 10-Q for Second Quarter
VOICE ASSIST: Delays Form 10-Q for Second Quarter
VUZIX CORP: Delays Form 10-Q for Second Quarter
WESTINGHOUSE SOLAR: Had $2.2 Million Net Loss in Second Quarter
WEST CORP: Closes $970 Million Senior Secured Credit Facilities

WIZARD WORLD: Had $2.7 Million Net Loss in Second Quarter
WIZZARD SOFTWARE: Had $330,100 Net Loss in Second Quarter
WM SIX FORKS: Lenox Mortgage Objects to Cash Collateral Use
WM SIX FORKS: Wants to Hire Analytical Consultants as Appraiser
WM SIX FORKS: Sec. 341 Creditors' Meeting Set for Sept. 18

WORLD SURVEILLANCE: Reports $872,000 Net Income in 2nd Quarter
WOUND MANAGEMENT: Delays Form 10-Q for Second Quarter
Z TRIM HOLDINGS: Incurs $477,000 Net Loss in Second Quarter

* Committee Floats Bankruptcy Rule Changes in Light of Stern
* Calif. Cities at Greater Risk of Bankruptcy, Report Warns

* Moody's Examines Why Some California Cities Choose Bankruptcy

* Nobina Pushes 2012 Global Default Tally to 52 Issuers

* Large Companies With Insolvent Balance Sheet

                            *********

1691 TANGIERS: Case Summary & 4 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: 1691 Tangiers LLP
        3942 Octagon Rd
        North Las Vegas, NV 89030

Bankruptcy Case No.: 12-19542

Chapter 11 Petition Date: August 16, 2012

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Bruce A. Markell

Debtor's Counsel: Steven L. Yarmy, Esq.
                  520 S. Sixth Street
                  Las Vegas, NV 89101
                  Tel: (702) 586-3513
                  Fax: (702) 586-3690
                  E-mail: sly@stevenyarmylaw.com

Scheduled Assets: $1,000,000

Scheduled Liabilities: $2,532,679

A copy of the Company's list of its four largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/nvb12-19542.pdf

The petition was signed by Louis V. Carnesale, managing partner.


829 REALTY: Chapter 11 Case Dismissed by Court
----------------------------------------------
The U.S. Bankruptcy Court has entered an order dismissing the
Chapter 11 case of 829 Realty LLC.

The order notes the dismissal won't affect the Debtor's obligation
to pay quarterly fees to the Office of the U.S. Trustee for the
period Feb. 24 through July 25, the date the dismissal order was
entered.

As reported in the Troubled Company Reporter on June 15, 2012, PD
Family Credit Shelter Trust filed a motion asking the Court to (a)
dismiss the Chapter 11 case; or, in the alternative, (b) appoint
PD Trust as the responsible party for the Debtor; or, (c)
appointing a chapter 11 trustee.

PD Trust asserts the case was commenced in bad faith.

According to PD Trust, Reuven Finkelstein, along with his family
members and their associated entities, caused the involuntary
petition to be filed in bad faith.  To satisfy the requirement
under 11 U.S.C. Sec. 303 that at minimum three creditors join in
the involuntary filing, it appears that the Finkelstein Family
misrepresented some or all of the other Petitioning Creditors'
consent to filing the Involuntary Petition.

PD Trust also requested that sanctions be imposed against those
members of the Finkelstein Family who commenced the involuntary
proceeding in bad faith, including the attorney's fees incurred by
PD Trust in conjunction with the bad faith proceeding.

The judge held a hearing on the dismissal July 24.

                      About 829 Realty LLC

Brooklyn, New York-based 829 Realty LLC was placed in involuntary
Chapter 11 bankruptcy (Bankr. E.D.N.Y. Case No. 12-41415) on
Feb. 28, 2012.  Judge Jerome Feller presides over the case.   Four
creditors, allegedly owed $27,900 in the aggregate, filed the
petition.  The creditors are Arsh General Construction, Low
Voltage Solutions, Empire State Supply, and Full Line Hardware.
The petitioning creditors are represented by Gary F. Herbst, Esq.,
at LaMonica Herbst and Maniscalco.

The Bankruptcy Court entered an Order for Relief under Chapter 11
on March 30, 2012.  Pursuant to the Order, the Chapter 11 Plan and
Disclosure Statement are due by July 30, 2012.

The Debtor hired Marc L. Hamroff, Esq., and Theresa A. Driscoll,
Esq., at Moritt Hock & Hamroff LLP, as Chapter 11 counsel.  The
Debtor disclosed $19,564,699 in assets and $7,191,109 in
liabilities as of the Chapter 11 filing.


ACCREDITED MEMBERS: Reports $24,000 Net Income in Second Quarter
----------------------------------------------------------------
Hangover Joe's Holding Corporation, formerly known as Accredited
Members Holding Corporation, filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $24,005 on $467,172 of total net revenue for the
three months ended June 30, 2012, compared with a net loss of
$640,314 on $420,965 of total net revenue for the same period
during the prior year.

The Company reported a net loss of $132,253 on $913,102 of total
net revenue for the six months ended June 30, 2012, compared with
a net loss of $993,427 on $1.01 million of total net revenue for
the same period a year ago.

The Company's balance sheet at June 30, 2012, showed $1.62 million
in total assets, $1.90 million in total liabilities and a $275,527
total deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/w5GTIv

                     About Accredited Members

Colorado Springs, Colo.-based Accredited Members Holding
Corporation currently provides various services and products both
directly and through its subsidiary corporations Accredited
Members, Inc. ("AMI"), and AMHC Managed Services ("AMMS"), which
provides management services to third parties including services
typically provided by executive level personnel on a fix-contract
basis.  Through August 2011, the Company provided services through
its subsidiary World Wide Premium Packers, Inc. ("WWPP").

As reported in the TCR on April 9, 2012, GHP Horwath, P.C., in
Denver, Colorado, expressed substantial doubt about Accredited
Members' ability to continue as a going concern, following the
Company's results for the fiscal year ended Dec. 31, 2011.  The
independent auditors noted that the Company reported a net loss of
approximately $3,461,000 and used net cash in operating activities
of approximately $2,125,000 in 2011, and has an accumulated
deficit of approximately $7,570,000 at Dec. 31, 2011.


ADINO ENERGY: Reports $258,000 Net Income in Second Quarter
-----------------------------------------------------------
Adino Energy Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $257,935 on $112,216 of total revenues for the three
months ended June 30, 2012, compared with net income of $43,191 on
$146,705 of total revenues for the same period a year ago.

The Company reported a net loss of $263,381 on $210,949 of total
revenues for the six months ended June 30, 2012, compared with a
net loss of $450,281 on $171,458 of total revenues for the same
period during the prior year.

The Company previously reported a net loss of $1.31 million in
2011, compared with a net loss of $277,802 in 2010.

The Company's balance sheet at June 30, 2012, showed $2.13 million
in total assets, $4.95 million in total liabilities, and a
$2.82 million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                         http://is.gd/klOg59

                         About Adino Energy

Based in Houston, Texas, Adino Energy Corporation (OTC BB: ADNY)
-- http://www.adinoenergycorp.com/-- through its wholly owned
subsidiary Intercontinental Fuels, LLC, specializes in fuel
terminal operations for retail, wholesale, and governmental
suppliers.

In its audit report for the 2011 results, M&K CPAS, PLLC, in
Houston, Texas, expressed substantial doubt about the Company's
ability to continue as a going concern.  The independent auditors
noted that the Company has suffered recurring losses from
operations and maintains a working capital deficit.


ALIMERA SCIENCES: Had $4.7 Million Net Loss in Second Quarter
-------------------------------------------------------------
Alimera Sciences, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $4.7 million for the three months ended
June 30, 2012, compared with a net loss of $5.2 million for the
same period last year.

For the six months ended June 30, 2012, the Company had a net loss
of $9.1 million, compared with a net loss of $9.9 million for the
same period of 2011.

The Company does not expect the generation of revenue until 2013.

The Company's balance sheet at June 30, 2012, showed $23.7 million
in total assets, $6.9 million in total liabilities, and
stockholders' equity of $16.8 million.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/BhYylb

Alpharetta, Ga.-based Alimera Sciences, Inc., is a
biopharmaceutical company that specializes in the research,
development and commercialization of prescription ophthalmic
pharmaceuticals.  The Company is presently focused on diseases
affecting the back of the eye, or retina, because the Company
believes these diseases are not well treated with current
therapies and represent a significant market opportunity.

*     *     *

As reported in the TCR on April 5, 2012, Deloitte & Touche LLP, in
Atlanta, Georgia, expressed substantial doubt about Alimera
Sciences' ability to continue as a going concern, following the
Company's results for the fiscal year ended Dec. 31, 2011.  The
independent auditors noted that of the Company's recurring net
losses, negative cash flow from operations, accumulated deficit,
and current lack of a commercial product.


AMARU INC: Incurs $243,000 Loss from Operations in 2nd Quarter
--------------------------------------------------------------
Amaru, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing loss from
operations of $242,576 on $754 of total revenue for the three
months ended June 30, 2012, compared with a loss from operations
of $363,743 on $1,096 of total revenue for the same period a year
ago.

The Company reported loss from operations of $448,969 on $3,113 of
total revenue for the six months ended June 30, 2012, compared
with a loss from operations of $681,538 on $4,239 of total revenue
for the same period during the prior year.

Amaru reported a net loss from operations of $1.37 million in
2011, compared with a net loss from operations of $1.50 million in
2010.

The Company's balance sheet at June 30, 2012, showed $2.89 million
in total assets, $3.39 million in total liabilities and a $498,118
total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/0kcWn2

                          About Amaru Inc.

Singapore-based Amaru, Inc., a Nevada corporation, is in the
business of broadband entertainment-on-demand, streaming via
computers, television sets, PDAs (Personal Digital Assistant) and
the provision of broadband services.  The Company's business
includes channel and program sponsorship (advertising and
branding); online subscriptions, channel/portal development
(digital programming services); content aggregation and
syndication, broadband consulting services, broadband hosting and
streaming services and E-commerce.

After auditing the 2011 results, Wilson Morgan, LLP, in Irvine,
California, noted that the Company has sustained accumulated
losses from operations totalling $40.7 million at Dec. 31, 2011.
This condition and the Company's lack of significant revenue,
raise substantial doubt about the Company's ability to continue as
going concern, the auditors said.


AMBAC FINANCIAL: OCI Files Rules on Payment of Policy Claims
------------------------------------------------------------
Ambac Assurance Corporation related in an August 2, 2012 press
statement that the Wisconsin Commissioner of Insurance, acting as
the Rehabilitator of the Segregated Account of Ambac Assurance
(the Segregated Account) has promulgated and filed with the
Circuit Court for Dane County, Wisconsin (the Rehabilitation
Court) the Rules Governing the Submission, Processing and Partial
Payment of Policy Claims in accordance with the June 4, 2012
Interim Cash Payment Order (the Policy Claim Rules).  The Policy
Claim Rules provide guidance to all Segregated Account
policyholders regarding the process for submission, processing and
partial payment of policy claims of the Segregated Account (Policy
Claims).

On June 4, 2012, the Rehabilitation Court issued an order (the
Interim Cash Payment Order) approving a motion by the
Rehabilitator relating to the commencement of interim partial
distributions on Policy Claims.  The Rehabilitator has filed the
Policy Claim Rules in order to facilitate an efficient and
orderly process for the submission, evaluation, processing, and
partial payment of Policy Claims in accordance with the Interim
Cash Payment Order.  Policyholders may now commence submitting
Policy Claims in accordance with the Policy Claim Rules.
Policyholders that submit permitted Policy Claims in any calendar
month are eligible to receive 25% of the amount of the Policy
Claim from the Segregated Account on or around the 20th day of
the following calendar month.  Accordingly, policyholders that
submit permitted Policy Claims during the month of August 2012,
in accordance with the Policy Claim Rules, will receive 25% of
the amount of each permitted Policy Claim from the Segregated
Account on September 20, 2012.  A copy of the Policy Claim Rules
is available at http://www.ambacpolicyholders.com/

No decision has been announced with respect to effectuating or
amending the Segregated Account Rehabilitation Plan or whether
surplus notes will be issued with respect to the remaining
balance of unpaid Policy Claims.  The Rehabilitator has
previously announced that more specific information regarding the
status of the Segregated Account Rehabilitation Plan, including
possible modifications, will be provided as soon as appropriate.

Ambac Assurance is a guarantor of public finance and structured
finance obligations, and is the principal operating subsidiary of
Ambac Financial Group, Inc. (Ambac).

                       About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel.  The Blackstone Group LP is the Debtor's
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and notice agent.  KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.

Bankruptcy Judge Shelley C. Chapman entered an order confirming
the Fifth Amended Plan of Reorganization of Ambac Financial Group,
Inc. on March 14, 2012.  The Plan provides for the full payment of
secured claims and 8.5% to 13.2% recovery for general unsecured
claims.

Upon consummation of the plan of reorganization, Ambac's existing
common stock will be cancelled and extinguished and the equity
holders will not be entitled to receive, and will not retain, any
property or interest on account of the common stock.

Ambac has said it is not currently able to estimate when it will
be able to consummate such plan.  Until the plan is consummated
and Ambac emerges from bankruptcy, Ambac will continue to operate
in the ordinary course of business as "debtor-in-possession" in
accordance with the applicable provisions of the Bankruptcy Code
and the orders of the Bankruptcy Court. Ambac's common stock
trades in the over-the-counter market under ticker symbol ABKFQ.

Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY
NEWS.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


AMBAC FINANCIAL: Wins OK to Buy D&O Policy From Wells Fargo
-----------------------------------------------------------
Judge Shelley Chapman granted Ambac Financial Group, Inc.,
authority to purchase a run-off director and officer tail
insurance policy from Wells Fargo Insurance Services and to pay
all amounts related to it.

The Tail Coverage will cover claims asserted against the Directors
and Officers, including the legal costs associated with defending
against such claims, for six years following the effective date of
the Plan, for acts and omissions occurring prior to the expiration
of the D&O Insurance Policies.

In accordance with its Cost Allocation Agreement with principal
operating subsidiary Ambac Assurance Corporation, the Debtor will
be responsible for roughly $496,000 of the estimated Renewal
Premium and roughly $1,818,000 of the estimated Tail Premium.

                       About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel.  The Blackstone Group LP is the Debtor's
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and notice agent.  KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.

Bankruptcy Judge Shelley C. Chapman entered an order confirming
the Fifth Amended Plan of Reorganization of Ambac Financial Group,
Inc. on March 14, 2012.  The Plan provides for the full payment of
secured claims and 8.5% to 13.2% recovery for general unsecured
claims.

Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY
NEWS.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


AMBAC FINANCIAL: Committee Has OK to Retain Tavakoli, et al.
------------------------------------------------------------
The Official Committee of Unsecured Creditors in Ambac Financial's
bankruptcy case won Bankruptcy Court permission to retain Nader
Tavakoli, Victor Mandel and Jeffrey S. Stein as consultants.

The Consultants will help out Ambac Financial Group, Inc. and the
Committee in ensuring an efficient transition of the Debtor's
current management to its new management.  In line with this, the
Consultants will be provided with certain company information and
will be allowed to conduct discussions with members of the
Current Board.  The Consultants will also advise the Committee on
information they get from interaction with the Current Board.

The Consultants will be paid a $22,500 fee per calendar quarter,
and will be reimbursed of all reasonable, out-of-pocket expenses.
All amount due and obligations owed to the Consultants under the
Consulting Agreement will constitute expenses of administration
of the Chapter 11 case entitled to a first priority under Section
503(b) of the Bankruptcy Code, and will not be discharged by any
order confirming the Plan or otherwise.

The U.S. Trustee retains all rights to object to the Consultants'
interim and final fee applications.

                       About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel.  The Blackstone Group LP is the Debtor's
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and notice agent.  KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.

Bankruptcy Judge Shelley C. Chapman entered an order confirming
the Fifth Amended Plan of Reorganization of Ambac Financial Group,
Inc. on March 14, 2012.  The Plan provides for the full payment of
secured claims and 8.5% to 13.2% recovery for general unsecured
claims.

Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY
NEWS.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


AMBAC FINANCIAL: Has $811-Mil. Net Loss in Second Quarter
---------------------------------------------------------
Ambac Financial Group, Inc. announced on August 9, 2012, a second
quarter 2012 net loss of $811.1 million, or a net loss of $2.68
per share.  This compares to a second quarter 2011 net loss of
$102.4 million, or a net loss of $0.34 per share.  Relative to
second quarter 2011, second quarter 2012 results were primarily
driven by higher net loss and loss expenses, a net loss relating
to the extinguishment of Ambac Assurance surplus notes, and
higher derivative product losses, partially offset by higher net
realized investment gains.

Second Quarter 2012 Summary

Relative to the second quarter of 2011:

* Net premiums earned increased $3.8 million to $103.0 million

* Net investment income declined $1.8 million to $93.8 million

* Net realized investment gains (losses) increased $69.6 million
   to a gain of $67.1 million

* Net realized gains (losses) on the extinguishment of debt
   declined $180.9 million to a loss of $177.7 million

* Derivative product losses increased $58.5 million to $124.1
   million

* Financial guarantee net loss and loss expenses increased
   $545.0 million to $741.4 million

As of June 30, 2012, unrestricted cash, short-term securities and
bonds at Ambac, the holding company, totaled $33.9 million, a
decline of $0.1 million from March 31, 2012.

                       Financial Results

                      Net Premiums Earned

Net premiums earned for the second quarter of 2012 were $103.0
million, up 4% from $99.3 million earned in the second quarter of
2011. Net premiums earned include accelerated premiums, resulting
from refundings, calls, and other policy accelerations recognized
during the quarter. Accelerated premiums were $35.9 million in
the second quarter of 2012, up 217% from $11.3 million in the
second quarter of 2011. The increase in accelerated premiums was
primarily driven by an increase in the overall volume of calls of
Ambac insured debt within the public finance market due to low
interest rates. Normal net premiums earned, which exclude
accelerated premiums, were $67.1 million in the second quarter of
2012, down 24% from $88.0 million in the second quarter of 2011.
The decline in normal net premiums earned was primarily due to
the continued run-off of the insured portfolio as a result of
transaction terminations, refundings, and scheduled maturities.

                    Net Investment Income

For the combined financial guarantee, financial services, and
corporate investment portfolios, net investment income for the
second quarter of 2012 was $93.8 million, a decrease of 2% from
$95.6 million earned in the second quarter of 2011. Financial
Guarantee net investment income rose 2% from $88.0 million to
$90.0 million, benefiting from a higher average invested asset
base and higher yielding assets in the portfolio for the three
months ended June 30, 2012. Compared to the second quarter of
2011, the 2012 Financial Guarantee invested asset base has
benefited from the reinvestment of interest and principal
receipts, and premiums collected, as well as the impact of the
moratorium on segregated account claims payments, partially
offset by payments made to commute certain financial guarantee
exposures and to repurchase surplus notes. Higher average yields
on the portfolio resulted from the ongoing shift in the portfolio
mix away from tax-exempt municipals toward taxable securities,
including Ambac-insured securities. Financial Services investment
income for the three months ended June 30, 2012 was $3.8 million,
a decline of 50% from $7.6 million for the second quarter of
2011. The decline in Financial Services investment income was
driven primarily by the effects of a smaller portfolio of
investments as Ambac's investment agreement obligations continue
to run off.

             Net Realized Investment Gains (Losses)

Net realized investment gains for the second quarter of 2012 were
$67.1 million, an increase of $69.6 million over net realized
investment losses of $2.5 million during the second quarter of
2011. The realized investment gains in the second quarter of 2012
were largely the result of portfolio repositioning and relative
value trades executed in response to market conditions.

        Net Realized Gains (Losses) on Extinguishment of Debt

Net realized losses on the extinguishment of debt were $177.7
million for the second quarter of 2012 as compared to gains of
$3.1 million during the second quarter of 2011. During June 2012,
Ambac Assurance exercised options to repurchase surplus notes
having an aggregate par value of $789.2 million for a cash
payment of $188.4 million. Certain of these options were free-
standing derivatives for accounting purposes and were carried at
fair value as assets on the Company's balance sheet. The $177.7
million net realized loss on extinguishment of debt represents
the difference between the consideration paid and the net
carrying value of the stand-alone derivative assets and the
repurchased surplus notes and accrued interest liabilities. The
remaining options to acquire surplus notes have expired.

                           Other Income

Other income for the three months ended June 30, 2012 was $36.1
million, as compared to $9.2 million for the three months ending
June 30, 2011. The increase was primarily driven by mark-to-
market gains of $39.0 million relating to Ambac's option to call
certain bank surplus notes that were free-standing derivatives
for accounting purposes, as discussed above. As these options
were exercised in June 2012, only changes in fair value of these
options through the date of exercise are included in other
income.

                      Derivative Products

For the second quarter of 2012, the derivatives product business
produced a net loss of $124.1 million compared to net loss of
$65.6 million for the second quarter of 2011. The derivative
products portfolio has been positioned to record gains in a
rising interest rate environment in order to provide a hedge
against the impact of rising rates on certain exposures within
the financial guarantee insurance portfolio. As a result of
declining interest rates, mark-to-market movements on these
hedges contributed losses of $96.8 million during the second
quarter of 2012, compared to losses of $63.2 million during the
second quarter of 2011. Additionally, customer related swaps
contributed $27.3 million of losses in the second quarter of 2012
versus $2.4 million of losses for the second quarter of 2011.
These losses primarily resulted from adverse changes in interest
rates, projected inflation rates and foreign exchange rates,
which influence the fair value of certain customer swaps, net of
the impact of changes to Ambac's own credit risk. The results
include positive valuation adjustments pertaining to Ambac's own
credit risk of $28.9 million for the second quarter of 2012 and
$4.6 million for the second quarter of 2011.

                Financial Guarantee Loss Reserves

Loss and loss expenses for the second quarter of 2012 was $741.4
million as compared to $196.4 million for the second quarter of
2011. The net loss for the three months ended June 30, 2012, was
driven by higher estimated losses in the first-lien and second-
lien RMBS portfolio, as well as on certain structured insurance,
asset backed and municipal credits.

Loss and loss expenses paid, including commutations, net of
recoveries from all policies, amounted to a net recovery of $18.4
million during the second quarter of 2012 versus a $23.4 million
net recovery for the same period in 2011. The amount of actual
claims paid during each period was impacted by the payment
moratorium imposed on March 24, 2010, by the court overseeing the
rehabilitation of the Segregated Account. Claims presented to
Ambac Assurance and unpaid during the second quarter of 2012
amounted to $491.2 million versus $345.0 million during the same
period in 2011. Since the establishment of the Segregated Account
in March 2010, a total of $3,653.6 million of claims have been
presented and remain unpaid.

Loss reserves (gross of reinsurance and net of subrogation
recoveries) for all RMBS insurance exposures as of June 30, 2012,
were $4,769.8 million, including claims on RMBS exposures that
have been presented since March 24, 2010, and unpaid as a result
of the claims moratorium. RMBS reserves as of June 30, 2012, are
net of $2,770.2 million of estimated representation and warranty
breach remediation recoveries. The estimate of remediation
recoveries related to material representation and warranty
breaches is up 4% from $2,655.4 million reported as of March 31,
2012. Ambac has initiated and will continue to initiate lawsuits
and other methods to achieve compliance with the repurchase
obligations in the securitization documents with respect to
sponsors who disregard their obligations to repurchase loans.

                             Expenses

Underwriting and operating expenses rose in the second quarter of
2012 to $33.6 million from $15.5 million during the second
quarter of 2011. The increase in underwriting and operating
expenses is primarily related to higher compensation, premises,
premium taxes and legal fees. The increase in premises related
expense is attributable to the benefit realized in the second
quarter of 2011 from the termination and settlement of the
Company's lease on its headquarters. The increase in compensation
expense is due to stock compensation forfeitures in the second
quarter of 2011. Interest expense for the combined Financial
Guarantee and Financial Services sectors was largely unchanged
during the period.

                   Reorganization Items, Net

For purposes of presenting an entity's financial evolution during
a Chapter 11 reorganization, the financial statements for periods
including and after filing the Chapter 11 petition distinguish
transactions and events that are directly associated with the
reorganization from the ongoing operations of the business.
Reorganization items in three months ended June 30, 2012 were
$0.8 million, down from $6.5 million for the three months ended
June 30, 2011, primarily due to lower professional fees incurred
following the confirmation of the bankruptcy plan of
reorganization.

                  Balance Sheet and Liquidity

Total assets declined during the second quarter of 2012 to
$26.6 billion from $27.4 billion at March 31, 2012. The decrease
in total assets was primarily due to declines in (i) the
consolidated non-VIE investment portfolio to $6.7 billion
from $6.9 billion, (ii) VIE assets to $16.6 billion from
$16.9 billion, (iii) insurance premium receivables to $1.8 billion
from $1.9 billion, and (iv) derivative assets to $133 million from
$273 million.

During the second quarter of 2012, the fair value of the financial
guarantee non-VIE investment portfolio fell by $80.6 million to
$6.1 billion (amortized cost of $5.6 billion) as of June 30, 2012.
The portfolio consists primarily of high quality municipal and
corporate bonds, asset backed securities, U.S. Treasuries, Agency
RMBS, as well as non-agency RMBS, including Ambac Assurance
guaranteed RMBS. The fair value of the financial services
investment portfolio declined $176.6 million to $587.1 million
during the second quarter.

Liabilities subject to compromise totaled roughly $1.7 billion at
June 30, 2012. The amount of liabilities subject to compromise
represents Ambac's estimate at June 30, 2012, of known or
potential pre-petition claims to be addressed in connection with
the Chapter 11 reorganization. As of June 30, 2012, liabilities
subject to compromise consist of the following (in thousands):

  Debt obligations and accrued interest payable   $1,690,312
  Other                                               17,099
  Consolidated liabilities subject to compromise  $1,707,411

       Overview of Ambac Assurance Statutory Results

As of June 30, 2012, Ambac Assurance reported policyholder
surplus of $100.0 million, down from $232.9 million as of March
31, 2012. The Segregated Account reported statutory policyholder
surplus of $(333.2) million as of June 30, 2012, down from $105.1
million as of March 31, 2012. The decline in Ambac Assurance's
policyholder surplus was due to (i) contributions to contingency
reserves of $233.2 million as a result of adverse development of
non-defaulted policies that remain in the general account of
Ambac Assurance; (ii) insurance losses of $222.2 million; (iii)
net intercompany loan impairments of $131.0 million, primarily
from the interest rate swap business; and (iv) the extinguishment
of $789.2 million of surplus notes for a cash payment of $188.4
million. These declines were partially offset by (a) net
investment income, (b) earned premiums, and (c) a $463.3 million
reduction in the liabilities assumed by Ambac Assurance from the
Segregated Account for losses on policies allocated to the
Segregated Account. The reduction of these liabilities is pursuant
to a prescribed accounting practice issued by the Wisconsin Office
of the Commissioner of Insurance, which maintains Ambac
Assurance's policyholder surplus at a minimum level of $100
million.

Ambac Assurance's claims-paying resources amounted to roughly $6.2
billion as of June 30, 2012, down $215.5 million from $6.4 billion
at March 31, 2012.  This excludes Ambac Assurance UK Limited's
claims-paying resources of roughly $1.1 billion. The decrease in
claims paying resources was primarily attributable to the
repurchase of surplus notes and a lower present value of future
installment premiums as of June 30, 2012.

                           *     *     *

Ambac Financial filed on August 15, 2012, statutory financial
statements as of the quarter ended June 30, 2012, for its
subsidiary, Ambac Assurance, a full-text copy of which is
available for free at :

     http://bankrupt.com/misc/AAC_2ndQtr2012Rpt.pdf

AFG filed with the U.S. Securities and Exchange Commission on
August 9, 2012, a quarterly report on Form 10-Q for the period
ended June 30, 2012, a copy of which is available for free
at http://is.gd/7FOIUt

            Ambac Financial Group Inc. and Subsidiaries
                   Consolidated Balance Sheets
                       As of June 30, 2012

ASSETS
Investments:
Fixed income securities, at fair value          $5,390,290,000
Fixed income securities pledged as collateral,
  at fair value                                     287,660,000
Short-term investments                           1,010,059,000
Other                                                  100,000
                                              -----------------
Total investments                                6,687,109,000

Cash                                                 49,012,000
Restricted cash                                       2,500,000
Receivable for securities sold                      112,013,000
Investment income due and accrued                    42,651,000
Premium receivables                               1,829,874,000
Reinsurance recoverable on paid and unpaid losses   169,961,000
Deferred ceded premium                              197,437,000
Subrogation recoverable                             442,097,000
Deferred acquisition costs                          211,907,000
Loans                                                10,153,000
Derivative assets                                   132,914,000
Other assets                                        103,804,000
Variable interest entity assets
Fixed income securities, at fair value           2,162,062,000
Restricted cash                                      2,276,000
Investment income due and accrued                    4,034,000
Loans                                           14,446,047,000
Derivative assets                                            -
Other assets                                         5,940,000
                                              -----------------
Total assets                                   $26,611,791,000
                                              =================

LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Liabilities subject to compromise               $1,707,411,000
Unearned premiums                                3,138,275,000
Losses and loss expense reserve                  7,607,663,000
Ceded premiums payable                              98,279,000
Obligations under investment agreements            424,840,000
Obligations under investment repurchase agreements  18,276,000
Current taxes                                       96,752,000
Long-term debt                                     144,036,000
Accrued interest payable                           192,984,000
Derivative liabilities                             394,040,000
Other liabilities                                   94,678,000
Payable for securities purchased                     5,328,000
Variable interest entity liabilities:
Accrued interest payable                             3,645,000
Long-term debt                                  14,376,872,000
Derivative liabilities                           2,063,809,000
Other liabilities                                      282,000
                                              -----------------
Total liabilities                               30,367,170,000

Stockholders' deficit:
Ambac Financial Group, Inc.
Preferred stock                                              -
Common stock                                         3,080,000
Additional paid-in capital                       2,172,027,000
Accumulated other comprehensive income (loss)      415,593,000
Accumulated deficit                             (6,598,384,000)
Common stock held in treasury at cost             (410,755,000)
                                              -----------------
Total Ambac Financial Group, Inc.
  stockholders' deficit                          (4,416,439,000)

Non-controlling interest                            661,060,000
                                              -----------------
Total stockholders' deficit                     (3,755,379,000)
                                              -----------------
Total liabilities and stockholders' deficit    $26,611,791,000
                                              =================

              Ambac Financial Group, Inc. and Subsidiaries
                  Consolidated Statements of Operations
                  For Three Months Ended June 30, 2012

Revenues:
Net premiums earned                               $103,042,000
Net investment income                               93,836,000
Other-than-temporary impairment losses
Total other-than-temporary impairment losses        (7,492,000)
Portion of loss recognized in other comprehensive
  income                                              5,164,000
                                              -----------------
Net other-than-temporary impairment losses
  recognized in earnings                             (2,328,000)

Net realized investment gains                       67,067,000

Change in fair value of credit derivatives:
  Realized (losses) and gains and other settlements   3,074,000
  Unrealized gains (losses)                         (10,488,000)
                                              -----------------
Net change in fair value of credit derivatives      (7,415,000)
Derivative products                               (124,091,000)
Net mark-to-market(losses) gains on non-
  trading derivative contracts                                -
Net realized (losses) gains on extinguishment
  of debt                                          (177,745,000)
Other income                                        36,137,000
Income (loss) on variable interest entities          5,536,000
                                              -----------------
    Total revenues before expenses and
     reorganization items                            (5,961,000)
                                              -----------------
Expenses:
Financial Guarantee:
Losses and loss expenses                           741,411,000
Underwriting and operating expenses                 33,567,000
Interest expense on surplus notes                   31,855,000
                                              -----------------
   Total expenses before reorganization items       806,833,000
                                              -----------------
Pre-tax loss from continuing operations before
reorganization items                              (812,794,000)
Reorganization items                                    767,000
                                              -----------------
Pre-tax loss from continuing operations            (813,561,000)
Provision (benefit) for income taxes                   (211,000)
                                              -----------------
   Net loss                                        (813,350,000)
   Less: net gain attributable to the
    noncontrolling interest                          (2,232,000)
                                              -----------------
   Net loss attributable to common shareholders   ($811,118,000)
                                              =================

          Ambac Financial Group Inc. and Subsidiaries
             Consolidated Statements of Cash Flow
             For the Six Months Ended June 30, 2012
                          (Unaudited)

Cash flows from operating activities:
  Net loss attributable to common shareholders    ($557,798,000)
  Noncontrolling interest in subsidiaries' earnings  (2,230,000)
                                              -----------------
  Net loss                                        ($560,028,000)

  Adjustments to reconcile net loss to net cash
   used in operating activities:
   Depreciation and amortization                      1,546,000
   Amortization of bond premium and discount       (121,602,000)
   Reorganization items                               3,228,000
   Share-based compensation                                   -
   Current income taxes                               1,043,000
   Deferred acquisition costs                        11,603,000
   Unearned premiums, net                         (295,106,000)
   Loss and loss expense, net                       771,247,000
   Ceded premiums payable                           (17,276,000)
   Investments income due and accrued                 2,677,000
   Premium receivables                              198,605,000
   Accrued interest payable                          53,425,000
   Net mark-to-market (gains) losses                 20,964,000
   Net realized investment gains                    (67,459,000)
   Losses (gains) on extinguishment of debt         177,745,000
   Other-than-temporary impairment charges            5,399,000
   Variable interest entity activities              (20,756,000)
   Other, net                                      (129,916,000)
                                              -----------------
     Net cash provided by (used in) operating
      activities                                     35,429,000
                                              -----------------
Cash flows from investing activities:
  Proceeds from sales of bonds                      427,281,000
  Proceeds from matured bonds                       521,807,000
  Purchases of bonds                               (448,691,000)
  Change in short-term investments                 (226,988,000)
  Loans, net                                          8,843,000
  Change in swap collateral receivable               26,391,000
  Other, net                                         (7,343,000)
                                              -----------------
    Net cash provided by investing activities       301,300,000
                                              -----------------
Cash flows from financing activities:
  Paydown of variable interest entity
   secured borrowing                                (10,636,000)
  Proceeds from issuance of investment and
   payment agreements                                         -
  Payments for investment and repurchase
   agreement draws                                 (104,634,000)
  Payment of extinguishment of longterm debt       (188,446,000)
  Net cash collateral paid/received                           -
                                              -----------------
    Net cash used in financing activities          (303,716,000)
                                              -----------------
    Net cash flow                                    33,013,000
                                              -----------------
Cash and cash equivalents at January 1               49,012,000
                                              -----------------
Cash and cash equivalents at June 30                $15,999,000
                                              =================

                       About Ambac Financial

Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.  Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.

Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy.  AAC is being restructured by state regulators in
Wisconsin.  AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.

Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.

On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.

Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.

Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel.  The Blackstone Group LP is the Debtor's
financial advisor.  Kurtzman Carson Consultants LLC is the claims
and notice agent.  KPMG LLP is tax consultant to the Debtor.

Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors.  Lazard Freres
& Co. LLC is the Committee's financial advisor.

Bankruptcy Judge Shelley C. Chapman entered an order confirming
the Fifth Amended Plan of Reorganization of Ambac Financial Group,
Inc. on March 14, 2012.  The Plan provides for the full payment of
secured claims and 8.5% to 13.2% recovery for general unsecured
claims.

Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY
NEWS.  The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).


AMERICAN AIRLINES: Modifies Pilots' Pact to Satisfy Objections
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that AMR Corp., the parent of American Airlines Inc.,
modified the proposal for altering the pilots' union contract and
scheduled a hearing on Sept. 4 where it will ask the bankruptcy
judge to impose a new collective bargaining agreement on the
Allied Pilots Association.

The report recounts that last week, Bankruptcy Judge Sean H. Lane
declined to allow AMR's proposed changes to the contract because
it contained two provisions beyond what he saw the airline as
needing.  Judge Lane ruled that unlimited pilot furloughs and
code-sharing were beyond AMR's business plan and more than the
company demonstrably needed to reorganize successfully.

AMR, according to the report, responded on Aug. 17 by filing a
revised union contract where new provisions on pilot furloughs
were withdrawn "entirely."  The airline also trimmed back the
proposal on code-sharing, where AMR would sell seats on flights
flown by other airlines, and vice versa.  In his opinion last
week, Judge Lane said AMR could return to court when it made
changes in the contract to comply with his ruling.

The report notes that on code-sharing, AMR's new proposal would
allow selling tickets on flights operated by other airlines so
long as the other airlines' flights have no more than 50% of the
available seat miles on AMR's own schedule.  It would also allow
an expansion of existing code-sharing with Alaska Airlines and
Hawaiian Airlines.

The report also discloses that last week the official creditors'
committee filed papers for authority to intervene in the lawsuit
between AMR and the official committee representing the company's
retirees.  In the suit, AMR claims it has the unilateral right to
terminate retiree health benefits because they aren't vested.
Given that retiree health benefits represent a $1.4 billion
liability, the creditors' panel contends it has a right to
participate in view of the "gravity of the issue presented."
according to the report

The report relates that the retirees' committee and AMR already
filed their first set of papers asking the judge to rule one way
or the other.  The dispute is scheduled for hearing in bankruptcy
court in December after more papers are filed.

                      About American Airlines

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

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

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

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

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

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

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

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


AMERICAN DEFENSE: Delays Form 10-Q for Second Quarter
-----------------------------------------------------
American Defense Systems, Inc., informed the U.S. Securities and
Exchange Commission that it will be delayed in filing its
quarterly report on Form 10-Q for the period ended June 30, 2012.
The Company said the information necessary to submit the Quarterly
Report could not be completed on a timely basis without
unreasonable effort or expense to the Company in its ordinary
course of business.

                       About American Defense

Hicksville, N.Y.-based American Defense Systems, Inc., is a
defense and security products company engaged in three business
areas: customized transparent and opaque armor solutions for
construction equipment and tactical and non-tactical transport
vehicles used by the military; architectural hardening and
perimeter defense, such as bullet and blast resistant transparent
armor, walls and doors.  The Company also operates the American
Institute for Defense and Tactical Studies.  The Company is in the
process of negotiating a sale or disposal of the portion of its
business related to the operation of a live-fire interactive
tactical training range location in Hicksville, N.Y.  The portion
of the Company's business related to vehicle anti-ram barriers
such as bollards, steel gates and steel wedges that deploy out of
the ground was sold as of March 22, 2011.

After auditing the 2011 financial statements, Marcum LLP, in
Melville, New York, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company had a working capital deficiency
of $867,000, an accumulated deficit of $17.0 million,
shareholders' deficiency of $235,000 and cash on hand of $132,000.
The Company had operating losses of $3.30 million and
$3.69 million for the years ended Dec. 31, 2011 and 2010,
respectively.  The Company had income from continuing operations
for the year ended Dec. 31, 2011, of $6.83 million, including a
gain of $12.8 million on the redemption of mandatorily redeemable
preferred stock, and a loss from continuing operations for the
year ended Dec. 31, 2010, of $8.17 million.  The Company had net
income (losses) of $9.37 million and $(9.38 million) for the years
ended Dec. 31, 2011 and 2010, respectively.

The Company's balance sheet at March 31, 2012, showed $2.10
million in total assets, $2.70 million in total liabilities, all
current, and a $604,504 total shareholders' deficiency.


AMERICAN LUBEFAST: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: American Lubefast, LLC
        1550 N. Brown Road, Suite 140
        Lawrenceville, GA 30043

Bankruptcy Case No.: 12-70554

Chapter 11 Petition Date: August 16, 2012

Court: United States Bankruptcy Court
       Northern District of Georgia (Atlanta)

Judge: C. Ray Mullins

Debtor's Counsel: Anna Mari Humnicky, Esq.
                  Karen Fagin White, Esq.
                  COHEN POLLOCK MERLIN & SMALL
                  3350 Riverwood Parkway, Suite 1600
                  Atlanta, GA 30339
                  Tel: (770) 857-4770
                  Tel: (770) 858-1288
                  E-mail: ahumnicky@cpmas.com
                          kfwhite@cpmas.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $10,000,001 to $50,000,000

Affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
American Lubefast Franchising, Inc.    12-70555   08/16/12
Lubefast Remote, LLC                   12-70557   08/16/12
  Assets: $1,000,001 to $10,000,000
  Debts: $1,000,001 to $10,000,000

A copy of American Lubefast's list of its 20 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/ganb12-70554.pdf

A copy of Lubefast Remote's list of its three largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/ganb12-70557.pdf

The petitions were signed by Tim Embry, president of Am Lubefast
Franchising Inc., Debtor's sole member.


AMERICAN PATRIOT: Delays Form 10-Q for Second Quarter
-----------------------------------------------------
American Patriot Financial Group, Inc., was unable, without
unreasonable effort and expense, to file its quarterly report on
Form 10-Q for the quarter ended June 30, 2012, on a timely basis
because the Company could not complete the preparation of the
required information without unreasonable effort and expense
because of the Company's limited staff and other resources.  As a
result, the Company's senior management has not been able to
prepare the necessary information to be included in the Company's
Quarterly Report on Form 10-Q for the quarter ended June 30, 2012.

                       About American Patriot

Based in Greenville, Tenn., American Patriot Financial Group, Inc.
is a one-bank holding company formed as a Tennessee corporation to
own the shares of American Patriot Bank.  The Bank is the only
subsidiary of the Corporation.

American Patriot Bank commenced operations as a state chartered
bank on July 9, 2001.  The Bank had total assets of roughly
$118 million at Dec. 31, 2009.  The Bank is not a member of
the Federal Reserve System.

The Bank's customer base consists primarily of small to medium-
sized business retailers, manufacturers, distributors, land
developers, contractors, professionals, service businesses and
local residents.

On Aug. 18, 2010, the Company received from the Federal Deposit
Insurance Corporation, a Supervisory Prompt Corrective Action
Directive, dated August 17, 2010, due to American Patriot Bank's
"significantly undercapitalized" status.  The Directive requires
that the Bank submit an acceptable capital restoration plan on or
before August 31, 2010, providing that, among other things, at a
minimum, the Bank will  restore and maintain its capital to the
level of "adequately capitalized."

In its audit report for the 2011 results, Hazlett, Lewis & Bieter,
PLLC, in Chattanooga, Tennessee, expressed substantial doubt about
the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has incurred
significant losses for the past five years resulting in a retained
deficit of $7.15 million at Dec. 31, 2011.  At Dec. 31, 2011 and
2010, the Company and its subsidiary were significantly
undercapitalized based on regulatory standards and has consented
to an Order to Cease and Desist with its primary federal regulator
that requires, among other provisions, that it achieve regulatory
capital thresholds that are significantly in excess of its current
actual capital levels.  The Company's nonperforming assets have
increased significantly during 2011 and 2010 related primarily to
deterioration in the credit quality of its loans collateralized by
real estate.  The Company, at the holding company level, has a
note payable that was due Feb. 28, 2011, which is now in default.
This note is securitized by 100 percent of the stock of the
subsidiary.

The Company reported a net loss of $1.18 million in 2011, compared
with a net loss of $2.29 million in 2010.

The Company's balance sheet at March 31, 2012, showed $92.82
million in total assets, $91.75 million in total liabilities and
$1.06 million in total stockholders' equity.


AMERICAN PETRO-HUNTER: Incurs $41,000 Net Loss in Second Quarter
----------------------------------------------------------------
American Petro-Hunter Inc. filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $41,048 on $72,954 of revenue for the three months
ended June 30, 2012, compared with a net loss of $915,492 on
$74,533 of revenue for the same period a year ago.

The Company reported a net loss of $945,349 on $187,677 of revenue
for the six months ended June 30, 2012, compared with a net loss
of $1.47 million on $120,202 of revenue for the same period during
the prior year.

The Company's balance sheet at June 30, 2012, showed $1.81 million
in total assets, $1.08 million in total liabilities, all current,
and $730,938 in total stockholders' equity.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/PQu6na

                    About American Petro-Hunter

Scottsdale, Ariz.-based American Petro-Hunter, Inc., is an oil and
natural gas exploration and production (E&P) company with current
projects in Kansas and Oklahoma.  As of March 15, 2012, the
Company has two producing wells in Kansas and six producing wells
in Oklahoma.  It also has rights for the exploration and
production of oil and gas on an aggregate of approximately 6,230
acres in those states.  This includes the Company's core assets
with rights to explore on 2,000 acres in Oklahoma, near the town
of Ripley on the North Oklahoma Mississippi Project and a forty
percent (40%) working interest in 3,000 acres in south-central
Oklahoma (the "South Oklahoma Lease").

In the auditors' report accompanying the consolidated financial
statements for the year ended Dec. 31, 2011, Weaver Martin &
Samyn, LLC, in Kansas City, Missouri, expressed substantial doubt
about American Petro-Hunter's ability to continue as a going
concern.  The independent auditors noted that the Company has
suffered recurring losses from operations and is dependent upon
the continued sale of its securities or obtaining debt financing
for funds to meet its cash requirements.

The Company reported a net loss of $2.7 million on $317,900 of
revenue for the year 2011, compared with a net loss of
$2.5 million on $92,800 of revenue for 2010.


AMERICAN ORIENTAL: Pomerantz Notes of Lead Plaintiffs Deadline
--------------------------------------------------------------
The Pomerantz Firm says shareholders of American Oriental
Bioengineering, Inc. are reminded of the federal securities class
action filed against AOBI and certain of its officers.  The
securities class action (12-cv-05789), filed in United States
District Court, Central District of California, is on behalf of
all persons who purchased or otherwise acquired securities between
Nov. 9, 2009 and June 15, 2012, inclusive.  This securities class
action seeks to recover damages caused by the Company's violations
of the federal securities laws and to pursue remedies under
Sections 10(b) and 20(a) of the Securities Exchange Act of 1934
and Rule 10b-5 promulgated thereunder.

If you are a shareholder who purchased AOBI securities during the
Class Period, you have until, Aug. 22, 2012 to ask the Court to
appoint you as lead plaintiff for the class.

AOBI is a pharmaceutical company dedicated to improving health
through the development, manufacture and commercialization of a
broad range of pharmaceutical and healthcare products.

The Complaint alleges that, throughout the Class Period,
defendants made false and/or misleading statements, as well as
failed to disclose that: (1) certain of the Company's capsule
products maintained chrome levels far exceeding humanly tolerable
limits; (2) the Company's financial statements contained material
inconsistencies; (3) the Company's internal controls over
financial reporting were deficient; and (4) as a result of the
foregoing, the Company's statements were materially false and
misleading at all relevant times.

On March 16, 2012, the Company's independent registered public
accounting firm, Ernst & Young Hua Ming informed the Company's
Audit Committee of certain inconsistencies in the Company's
financial statements during its audit for the fiscal year 2011.

On April 19, 2012, the Company disclosed that four of its five
manufacturing subsidiaries were undergoing 'onsite short notice
inspections' by the Chinese State Food and Drug Administration
after discovering thirteen types of capsule products with chrome
levels far exceeding humanly tolerable limits.

After being delisted by the New York Stock Exchange on May 25,
2012, the Company's common stock plummeted $0.94 or nearly 62%, to
close at $0.58 when it resumed trading over the counter on May 29,
2012.

On June 15, 2012, the Company disclosed that it had dismissed E&Y
as its independent registered public accounting firm.

In addition, the Company announced that E&Y had withdrawn its
audit reports for the Company's financial statements for the years
ended 2009 and 2010, after E&Y concluded that it could no longer
rely on management's representations in connection with (a) its
audits of the financial statements for years ended December 2009
and 2010; (b) its audit of the effectiveness of the Company's
internal control over financial reporting as of Dec. 31, 2009 and
2010; and (c) its review of the Company's unaudited interim
financial statements for the quarters from Sep. 30, 2009 through
Sep. 30, 2011.

The Pomerantz Firm -- http://www.pomerantzlaw.com/-- with offices
in New York and Chicago, is acknowledged as one of the premier
firms in the areas of corporate, securities, and antitrust class
litigation.  Founded by the late Abraham L. Pomerantz, known as
the dean of the class action bar, the Pomerantz Firm pioneered the
field of securities class actions.

                      About American Oriental

AOBI is a pharmaceutical company dedicated to improving health
through the development, manufacture and commercialization of a
broad range of pharmaceutical and healthcare products.

After being delisted by the New York Stock Exchange on May 25,
2012, the Company's common stock plummeted $0.94 or nearly 62%, to
close at $0.58 when it resumed trading over the counter on May 29,
2012.

On June 15, 2012, the Company disclosed that it had dismissed E&Y
as its independent registered public accounting firm.  In
addition, the Company announced that E&Y had withdrawn its audit
reports for the Company's financial statements for the years ended
2009 and 2010, after E&Y concluded that it could no longer rely on
management's representations in connection with (a) its audits of
the financial statements for years ended December 2009 and 2010;
(b) its audit of the effectiveness of the Company's internal
control over financial reporting as of Dec. 31, 2009 and 2010; and
(c) its review of the Company's unaudited interim financial
statements for the quarters from Sept. 30, 2009 through Sept. 30,
2011.


APPLIED DNA: Incurs $1.4 Million Net Loss in June 30 Quarter
------------------------------------------------------------
Applied DNA Sciences, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $1.42 million on $528,574 of revenue for the three
months ended June 30, 2012, compared with a net loss of
$2.15 million on $229,710 of revenue for the same period a year
ago.

The Company reported a net loss of $5.38 million on $1.56 million
of revenue for the nine months ended June 30, 2012, compared with
a net loss of $6.09 million on $687,970 of revenue for the same
period during the prior year.

The Company's balance sheet at June 30, 2012, showed $1.97 million
in total assets, $653,910 in total liabilities, all current, and
$1.31 million in total stockholders' equity.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/eLsnaz

                         About Applied DNA

Stony Brook, N.Y.-based Applied DNA Sciences, Inc., is principally
devoted to developing DNA embedded biotechnology security
solutions in the United States.

RBSM LLP, in New York, noted in its report on Applied DNA's fiscal
2011 financial results that the Company has suffered recurring
losses and does not have significant cash or other material
assets, nor does it have an established source of revenues
sufficient to cover its operations, which raises substantial doubt
about its ability to continue as a going concern.

The Company reported a net loss of $10.51 million for the fiscal
year ended Sept. 30, 2011, compared with a net loss of $7.91
million during the prior year.


APPLIED MINERALS: Incurs $1.5 Million Net Loss in Second Quarter
----------------------------------------------------------------
Applied Minerals, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $1.56 million on $96,228 of revenue for the three
months ended June 30, 2012, compared with a net loss of $1.97
million on $18,699 of revenue for the same period during the prior
year.

The Company reported a net loss of $3.67 million on $151,630 of
revenue for the six months ended June 30, 2012, compared with a
net loss of $3.67 million on $63,167 of revenue for the same
period a year ago.

The Company's balance sheet at June 30, 2012, showed $9.20 million
in total assets, $1.68 million in total liabilities and $7.52
million in total stockholders' equity.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/5alkoe

                   First Quarter Form 10-Q Amended

Applied Minerals amended its quarterly report on Form 10-Q for the
period ended March 31, 2012.

During the second quarter of 2012, in valuing its warrant
derivative, the Company utilized a binomial lattice model after
previously utilizing a Black-Scholes model for its warrants issued
on Dec. 22, 2011.  This more complex, lattice model valuation,
resulted in a restatement of the Company's first quarter 2012
condensed consolidated financial statements for the following
adjustments: a $2,249,500 adjustment to Gain/Loss on revaluation
of warrants and the Warrant derivative and a $780,000
reclassification between the Warrant derivative and Additional
Paid-In-Capital.  This resulted in a $2,249,500 decrease to net
loss and $0.03 increase of earnings per share for the first
quarter of 2012.  The aforementioned adjustments are non-cash and
do not affect the Company's operating income, but the Company
revised its valuation methodology to conform to SEC guidance
concerning equity valuations with down-round provisions and call
options.

In addition, the Company has reclassified certain accounts, such
as Land and Mining Property, Property & Equipment, Cost of Sales
and Other Income, to conform to the Company's current presentation
on its second quarter 2012 condensed consolidated financial
statements.

A copy of the amended Quarterly Report on Form 10-Q/A is available
for free at http://is.gd/wPQXdN

                       About Applied Minerals

New York City-based Applied Minerals, Inc. (OTC BB: AMNL) is a
leading global producer of halloysite clay used in the development
of advanced polymer, catalytic, environmental remediation, and
controlled release applications.  The Company operates the Dragon
Mine located in Juab County, Utah, the only commercial source of
halloysite clay in the western hemisphere.  Halloysite is an
aluminosilicate clay that forms naturally occurring nanotubes.

The Company reported a net loss attributable to the Company of
$7.48 million in 2011, a net loss attributable to the Company of
$4.76 million in 2010, and a net loss attributable to the Company
of $6.76 million in 2009.

                           Going Concern

The Company has incurred material recurring losses from
operations.  At March 31, 2012, the Company had a total
accumulated deficit of approximately $43,084,500.  For the three
months ended March 31, 2012, and 2011, the Company sustained net
losses from exploration stage before discontinued operations of
approximately $4,056,700 and $1,695,100, respectively.  The
Company said that these factors indicate that it may be unable to
continue as a going concern for a reasonable period of time.  The
Company's continuation as a going concern is contingent upon its
ability to generate revenue and cash flow to meet its obligations
on a timely basis and management's ability to raise financing or
dispose of certain non-core assets as required.  If successful,
this will mitigate the factors that raise substantial doubt about
the Company's ability to continue as a going concern.

                         Bankruptcy Warning

At Dec. 31, 2011, and 2010, the Company had accumulated deficits
of $39,183,632 and $31,543,411, respectively, in addition to
limited cash and unprofitable operations.  For the year ended
Dec. 31, 2011, and 2010, the Company sustained net losses before
discontinued operations of $7,476,864 and $4,891,525,
respectively.  As of March 15, 2012, the Company has not
commercialized the Dragon Mine and has had to rely on cash flow
generated from the sale of stock and convertible debt to fund its
operations.  If the Company is unable to fund its operations
through the commercialization of the Dragon Mine, the sale of
equity or debt or a combination of both, it may have to file
bankruptcy.


ARKANOVA ENERGY: Posts $259,700 Net Loss in June 30 Quarter
-----------------------------------------------------------
Arkanova Energy Corporation filed its quarterly report on Form
10-Q, reporting a net loss of $259,760 on $213,634 of revenue for
the three months ended June 30, 2012, compared with net income of
$405,049 on $362,831 of revenue for the three months ended
June 30, 2011.

For the nine months ended June 30, 2012, the Company had net
income of $4.5 million on $747,079 of revenue, compared with a net
loss of $1.8 million on $1.0 million of revenue for the nine
months ended June 30, 2011.

Gain on settlement of debt increased to $5.6 million for the nine
months ended June 30, 2012, compared to $nil for the nine months
ended June 30, 2011, due to the partial settlement of debt by
transferring oil and gas properties.

The Company's balance sheet at June 30, 2012, showed $2.8 million
in total assets, $8.9 million in total liabilities, and a
stockholders' deficit of $6.1 million.

Arkanova has incurred losses of $24.6 million since inception and
has a negative working capital of $8.3 million at June 30, 2012.

As reported in the TCR on Jan. 3, 2012, MaloneBailey, LLP, in
their report on Arkanova's financial statements for the year ended
Sept. 30, 2011, said that the Company has incurred losses since
inception, which raises substantial doubt about the Company's
ability to continue as a going concern.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/HqZ0ye

Austin, Tex.-based Arkanova Energy Corporation is primarily
engaged in the acquisition, exploration and development of oil and
gas resource properties.  Arkanova is currently participating in
oil and gas exploration activities in Arkansas, Colorado and
Montana.  All of Arkanova's oil and gas properties are located in
the United States.


ATP OIL & GAS: Files for Chapter 11 Reorganization
--------------------------------------------------
ATP Oil & Gas Corporation disclosed that it has filed a voluntary
petition for reorganization under Chapter 11 of the Bankruptcy
Code in the United States Bankruptcy Court for the Southern
District of Texas.  ATP has taken this action in order to
undertake a comprehensive financial restructuring.  ATP expects
its oil and gas operations to continue in the ordinary course
throughout the reorganization process and sees the reorganization
as a helpful step towards deleveraging the company to position it
for future development of its assets.

ATP believes that the rights and protections afforded it by a
court-supervised reorganization process, including the ability to
access new financing, will provide ATP with the time and
flexibility it needs to fully address its financial challenges and
position ATP for long-term viability.

The primary reason for the reorganization began with the Macondo
well blowout in April 2010 and the imposition beginning in May
2010 of the moratoria on drilling and related activities in the
Gulf of Mexico.  These events prevented ATP from bringing to
production in 2010 and in early 2011 six development wells that
would have added significant production to ATP.  As of the date of
this filing, three of these wells are yet to be drilled. Had ATP
been allowed to drill and complete these wells, ATP believes it
would have provided a material production change in 2010
continuing to today.  This projected increase in production should
have substantially increased cash flows, shareholder value and
allowed the company the ability to withstand normal operational
issues experienced by owners of oil and gas properties in the Gulf
of Mexico.  In addition, these incremental cash flows would have
mitigated or prevented the need to enter into many of the
financings ATP has closed since the imposition of the moratoria--
financings that require relatively high rates of return and
monthly payments.

ATP has obtained a commitment for $617.6 million of debtor-in-
possession (DIP) financing from members of its existing senior
lender group, which will provide $250 million of additional funds
and refinance into the DIP facility the amounts owed to those
existing first lien lenders that participate in providing
additional funds.  Upon approval by the Bankruptcy Court, the new
financing and cash generated from ATP's ongoing operations will be
used to support the business and ATP's efforts to negotiate and
implement a reorganization plan acceptable to its stakeholders.

ATP has filed various 'first-day' motions with the Bankruptcy
Court to obtain the relief needed to ensure that the filing does
not adversely affect day-to-day operations for its employees or
suppliers, including requesting authorization to continue paying
employee wages and providing health care and other benefits.  As a
result of their receipt of the DIP financing, ATP has the capacity
and intends to pay its suppliers in full under normal terms for
any goods and services provided after the filing date of Aug. 17,
2012.

                           About ATP Oil

Houston, Tex.-based ATP Oil & Gas Corporation is an international
offshore oil and gas development and production company focused in
the Gulf of Mexico, Mediterranean Sea and North Sea.  The Company
trades publicly as ATPG on the NASDAQ Global Select Market.

The Company's balance sheet at March 31, 2012, showed
$3.63 billion in total assets, $3.48 billion in total liabilities,
$115.81 million in redeemable noncontrolling interest,
$71.18 million in 8% convertible perpetual preferred stock, and a
$34.44 million total shareholders' deficit.


ATP OIL & GAS: Case Summary & 30 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: ATP Oil & Gas Corporation
        4600 Post Oak Place, Suite 100
        Houston, TX 77027

Bankruptcy Case No.: 12-36187

Chapter 11 Petition Date: Aug. 17, 2012

Court: U.S. Bankruptcy Court
       Southern District of Texas

Type of Business: ATP Oil & Gas Corporation is an international
                  offshore oil and gas development and production
                  company focused in the Gulf of Mexico,
                  Mediterranean Sea and North Sea.  The Company
                  trades publicly as ATPG on the NASDAQ Global
                  Select Market.

Debtors'
Bankruptcy
Counsel:     Charles S. Kelley, Esq.
             MAYER BROWN LLP
             700 Louisiana Street, Suite 3400
             Houston, TX 77002-2730
             Tel: (713) 238-3000
             Fax: (713) 238-4888
             http://www.mayerbrown.com

                    - and -

             Stuart M. Rozen, Esq.
             Craig E. Reimer, Esq.
             Rue K. Toland, Esq.
             MAYER BROWN LLP
             71 South Wacker Drive
             Chicago, IL 60606
             Tel: (312) 782-0600
             Fax: (312) 701-7711
             http://www.mayerbrown.com

Debtors'
Investment
Bank:        JEFFERIES & COMPANY


Debtors'
Claims and
Noticing
Agent:       KURTZMAN CARSON CONSULTANTS LLC

Total Assets: $3,638,399,000 as of March 31, 2012

Total Debts : $3,485,838,000 as of March 31, 2012

The petition was signed by Albert L. Reese, Jr., chief financial
officer.

ATP Oil & Gas Corporation's List of Its 30 Largest Unsecured
Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Bluewater Industries, LP           Trade Debt         $53,813,614
5300 Memorial Drive, Suite 550
Houston, TX 77007

Nabors Offshore Corporation        Trade Debt         $15,425,820
P.O. Box 973531
Dallas, TX 75397

Schlumberger Technology            Trade Debt         $11,993,843
Corporation
P.O. Box 201193
Houston, TX 77216-1193

Greystar Corporation Dept. 132     Trade Debt          $4,883,568
P.O. Box 4346
Houston, TX 77210-4346

Seacor Marine, Inc.                Trade Debt          $4,584,169
P.O. Box 8500-6315
Philadelphia, PA 19178-6315

Hornbeck Offshore Services,        Trade Debt          $3,792,224
LLC
P.O. Box 54863
New Orleans, LA 70154-4863

Harvey Gulf International          Trade Debt          $2,885,134
Marine, Inc.
701 Poydras St. Ste 3700
New Orleans, LA 70139

Bison Capital Corporation          Lawsuit Judgment    $2,766,527
Attn: Jeffrey W. Gutchess, Esq.
111 Brickell Avenue;
Miami, FL 33139

Bristow U.S. LLC                   Trade Debt          $2,742,359
Dept 890149
P.O. Box 120149
Dallas, TX 75312-0149

M-I Swaco, LLC                     Trade Debt          $2,659,471
P.O. Box 200132
Dallas, TX 75320-0132

Era Helicopters LLC                Trade Debt          $1,740,621
Lock Box #3156
P.O. Box 8500-3156
Philadelphia, PA 19178-3156

Seamar Divers, Inc.                Trade Debt          $1,701,430
P.O. Box 740976
Houston, TX 77274

C-Port/Stone LLC                   Trade Debt          $1,469,053
Dept. 211
P.O. Box 4869
Houston, TX 77210-4869

Omega Natchiq                      Trade Debt          $1,270,235
P.O. Box 203320
Dallas, TX 75320-3320

Warrior Energy Services Corp.      Trade Debt          $1,255,717
Dept. 2114
P.O. Box 122114
Dallas, TX 75312-2114

Dril-Quip, Inc.                    Trade Debt          $1,170,422
P.O. Box 973669
Dallas, TX 75397-3669

Apache Corporation                 Contract            $1,118,927
P. O. Box 840094
Dallas, TX 75284-0094

Oceaneering International, Inc.    Trade Debt          $1,065,711
C/O Citibank, N.A.
P.O. Box 7247-8051
Philadelphia, PA 19170-8051

Smith International, Inc.          Trade Debt          $1,012,059
P.O. Box 200760
Dallas, TX 75320-0760

Frank's Casing Crew                Trade Debt          $1,007,852
P.O. Box 51729
Lafayette, LA 70505-1729

Offshore Energy Services Inc.      Trade Debt            $949,898
P.O. Box 53508
Lafayette, LA 70505

Quail Tools, L.L.P.                Trade Debt            $940,672
P.O. Box 10739
New Iberia, LA 70562-0739

Martin Energy Services LLC         Trade Debt            $925,823
Dept. 30616
P.O. Box 11407
Birmingham, AL 35246-3061

PricewaterhouseCoopers LLP         Trade Debt            $900,277
P.O. Box 952282
Dallas, TX 75395-2282

Supreme Service & Specialty        Trade Debt            $886,434
Co., Inc.
204 Industrial Ave. C
Houma, LA 70363

Patton Boggs LLP                   Trade Debt           $831,100
Attn: Mr. Robert P. Thibault
1801 California Street
Suite 4900
Denver, CO 80202

Superior Energy Services, L.L.C.   Trade Debt           $819,895
Dept 2203
P.O. Box 122203
Dallas, TX 75312-2203

Gulf Coast Chemical, LLC           Trade Debt           $784,690
220 Jacqulyn Street
Abbeville, LA 70510

Burnham                            Contract             $700,000
c/o Edward Kovalik (KLR
Group)
510 Madison 10th Floor
New York, NY 10022

Champion Technologies              Trade Debt           $697,277
P.O. Box 2243
Houston, TX 77252-2243


AVANTAIR INC: Names Stephen Wagman President, Carla Stucky CFO
--------------------------------------------------------------
Stephen Wagman has been appointed as president of Avantair, Inc.
In the role of President, Mr. Wagman will have primary
responsibility for the day to day operation of the Company.  Kevin
Beitzel will continue with his responsibilities as Chief Operating
Officer.  During this past year, Mr. Wagman has served as the
Company's Chief Financial Officer.  Mr. Wagman came to Avantair
with over 20 years of financial and operational leadership
experience.

Concurrent with this, Carla Stucky will become the Company's Chief
Financial Officer.  Prior to joining Avantair in October 2011, Ms.
Stucky was the Vice President, Corporate Controller and Chief
Accounting Officer at Sterling Chemicals, Inc., from August 2008
through September 2011 and Corporate Controller from December 2007
to August 2008.  Earlier in her career, Ms. Stucky held
increasingly responsible financial management and control
positions at several large and diverse corporations.  Ms. Stucky
also held various positions in the audit practice during five
years at PricewaterhouseCoopers.

Mr. Steven Santo said, "These appointments will allow me the
opportunity to devote more of my time to the Company's overall
strategic planning and achievement of our goals, as well as to
devote more time to the sales and marketing programs of the
Company.  I am pleased with the performance that both Steve and
Carla have demonstrated.  With Steve's focus on improving the
efficiencies of the operational aspects of the business, I am
confident that our results will be positively impacted.  Further,
I am confident that Carla's transition into the Chief Financial
Officer role will be beneficial for the organization and our key
stakeholders."

Stephen Wagman said "I greatly appreciate the opportunity that
Steven Santo has provided me and I look forward to my new role
which will enable me to focus on the operations of the Company and
maximize efficiencies within the organization.  Avantair is a
leader within its category and we look forward to taking the next
steps to allow us to achieve greater heights."

                        About Avantair Inc.

Headquartered in Clearwater, Fla., Avantair, Inc. (OTC BB: AAIR)
-- http://www.avantair.com/-- sells fractional ownership
interests in, and flight hour card usage of, professionally
piloted aircraft for personal and business use, and the management
of its aircraft fleet.  According to AvData, Avantair is the fifth
largest company in the North American fractional aircraft
industry.

Avantair also operates fixed flight based operations (FBO) in
Camarillo, California and in Caldwell, New Jersey.  Through these
FBOs and its headquarters in Clearwater, Florida, Avantair
provides aircraft maintenance, concierge and other services to its
customers as well as to the Avantair fleet.

The Company's balance sheet at March 31, 2012, showed $98.86
million in total assets, $132 million in total liabilities, $14.77
million in series A convertible preferred stock, and a $47.91
million total stockholders' deficit.


AXION INTERNATIONAL: Delays 2nd Qtr. Form 10-Q Due to Restatement
-----------------------------------------------------------------
Axion International Holdings, Inc., determined that it will need
to restate its previously issued financial statements for the
interim periods ended March 31, June 30, and Sept. 30, 2011, for
the fiscal year ended Dec. 31, 2011, and for the interim period
ended March 31, 2012.

The restatement process has resulted in delays in obtaining and
compiling the financial data necessary to complete the restatement
and prepare the Company's financial statements for the period
ended June 30, 2012.  As a result, the Company has been unable to
complete the preparation and review of its quarterly report on
Form 10-Q for the period ended June 30, 2012, in time to file it
by the prescribed deadline without unreasonable effort and
expense.  However, the Company expects to file such Form 10-Q
within the five-day extension provided by Rule 12b-25.

                      About Axion International

New Providence, N.J.-based Axion International Holdings, Inc. (OTC
BB: AXIH) - http://www.axionintl.com/-- is the exclusive licensee
of patented and patent-pending technologies developed for the
production of structural plastic products such as railroad
crossties, pilings, I-beams, T-Beams, and various size boards
including a tongue and groove design that are utilized in multiple
engineered design solutions such as rail track, rail and tank
bridges (heavy load), pedestrian/park and recreation bridges,
marinas, boardwalks and bulk heading to name a few.

RBSM LLP, in New York, the auditor, issued a going concern
qualification each in the Company's financial statements for the
years ended Dec. 31, 2010 and 2011.  RBSM LLP noted that the
Company has incurred significant operating losses in current year
and also in the past.  These factors, among others, raise
substantial doubt about the Company's ability to continue as a
going concern, it said.

Axion International reported a net loss of $9.93 for the 12 months
ended Dec. 31, 2011, compared with a net loss of $7.10 million for
the 12 months ended Sept. 30, 2010.

The Company's balance sheet at March 31, 2012, showed $5.10
million in total assets, $3.54 million in total liabilities, $5.69
million in 10% convertible preferred stock, $242,500 in redeemable
common stock, and a $4.37 million total stockholders' deficit.


AXION INTERNATIONAL: To Restate 2011 and 2012 Periodic Reports
--------------------------------------------------------------
Axion International Holdings, Inc., filed its Form 8-K with the
U.S. Securities and Exchange Commission concerning the restatement
of the Company's financial statements for the interim periods
ended March 31, June 30, and Sept. 30, 2011, for the fiscal year
ended Dec. 31, 2011, and for the interim period ended March 31,
2012.

It came to the Company's attention that notwithstanding its prior
audit and reviews, upon further analysis, the Company failed to
properly account for certain changes to the terms of its 10%
Convertible Debentures which were offered to the holders of those
debentures in consideration for the holders' agreement to extend
the maturity date and eliminate the debentures' prohibition on
paying dividends or distributions on any of the Company's equity
securities.  The Company repaid the debentures on June 29, 2012.

According to Steven L. Silverman, Axion's CEO and president, "We,
at Axion, find the need to restate our financial statements
frustrating and disappointing.  Small companies, such as Axion,
are often required to negotiate amendments with their investors in
connection with the securities they hold.  Although these
amendments are simple in concept, we are learning that they
sometimes create complex financial instruments for which
sophisticated analysis is required under GAAP since these changes
can result in adjustments to the company's financial statements.
The frustrating aspect is that these adjustments have no impact on
our cash position or our operations and require us to divert our
attention away from our business.  As we mature as a company and
begin to expand our resources, we hope that we avoid the need to
restate our financial statements in the future, especially as we
continue to expand our business and improve our performance."

                      About Axion International

New Providence, N.J.-based Axion International Holdings, Inc. (OTC
BB: AXIH) - http://www.axionintl.com/-- is the exclusive licensee
of patented and patent-pending technologies developed for the
production of structural plastic products such as railroad
crossties, pilings, I-beams, T-Beams, and various size boards
including a tongue and groove design that are utilized in multiple
engineered design solutions such as rail track, rail and tank
bridges (heavy load), pedestrian/park and recreation bridges,
marinas, boardwalks and bulk heading to name a few.

RBSM LLP, in New York, the auditor, issued a going concern
qualification each in the Company's financial statements for the
years ended Dec. 31, 2010 and 2011.  RBSM LLP noted that the
Company has incurred significant operating losses in current year
and also in the past.  These factors, among others, raise
substantial doubt about the Company's ability to continue as a
going concern, it said.

Axion International reported a net loss of $9.93 for the 12 months
ended Dec. 31, 2011, compared with a net loss of $7.10 million for
the 12 months ended Sept. 30, 2010.

The Company's balance sheet at March 31, 2012, showed $5.10
million in total assets, $3.54 million in total liabilities, $5.69
million in 10% convertible preferred stock, $242,500 in redeemable
common stock, and a $4.37 million total stockholders' deficit.


BALQON CORP: Delays Form 10-Q for Second Quarter
------------------------------------------------
Balqon Corporation was unable to file its quarterly report on Form
10-Q for the period ended June 30, 2012, in a timely manner
because the Company has not completed the integration of a
recently received third party valuation of certain derivative
liabilities of the Company into its financial statements for the
period ended June 30, 2012.  Because of a delay in obtaining the
valuation report, the Company could not finalize and close its
accounting for the second quarter of 2012 with sufficient time to
prepare and file the subject report in a timely manner.

The Company plans to file the Quarterly Report on or before
Aug. 20, 2012, in compliance with Rule 12b-25.

                     About Balqon Corporation

Harbor City, California-based Balqon Corporation is a developer
and manufacturer of electric drive systems, charging systems and
battery systems for trucks, tractors, buses, industrial equipment
and renewable energy storage devices.  The Company also designs
and assembles electric powered yard tractors, short haul drayage
tractors and inner city trucks utilizing our proprietary drive
systems, battery systems and charging systems.

Following the Company's 2011 results, Weinberg & Company, P.A., in
Los Angeles, California, expressed substantial doubt about
Balqon's ability to continue as a going concern.  The independent
auditors noted that the Company has a shareholders' deficiency and
has experienced recurring operating losses and negative operating
cash flows since inception.

The Company reported a net loss of $7.05 million on $2.13 million
of revenues for 2011, compared with a net loss of $4.30 million on
$677,745 of revenues for 2010.

The Company's balance sheet at March 31, 2012, showed $2.22
million in total assets, $6.80 million in total liabilities, all
current, and a $4.57 million total shareholders' deficiency.


BEACON ENTERPRISE: Had $3.8 Million Net Loss in June 30 Quarter
---------------------------------------------------------------
Beacon Enterprise Solutions Group, Inc., filed its quarterly
report on Form 10-Q, reporting a net loss of $3.8 million on
$3.4 million of sales for the three months ended June 30, 2012,
compared with a net loss of $396,000 on $4.5 million of sales for
the three months ended June 30, 2011.

For the nine months ended June 30, 2012, the Company had a net
loss of $5.9 million on $12.8 million of sales, compared with net
income of $4.0 million on $13.5 million of sales for the nine
months ended June 30, 2011, which includes a gain on the
deconsolidation of discontinued operations of $7.9 million.

Overall net sales from the Company's North American operations for
the nine months ended June 30, 2012, decreased by 12% from the
same period a year ago resulting from significant decrease in
Professional Services business.

Net sales from International operations for the nine months ended
June 30, 2012, increased 6% over the same period a year ago due to
growth in the Project Services segment resulting from several
assessment/remediation projects stemming from an acquisition
completed by the Company's largest customer.

The Company's balance sheet at June 30, 2012, showed $7.3 million
in total assets, $8.8 million in total liabilities, and a
stockholders' deficit of $1.5 million.

According to the regulatory filing, for the nine months ended
June 30, 2012, the Company generated a net loss of $5.9 million,
which included a non-cash impairment of intangible assets of
$2.1 million and other non-cash expenses aggregating $1.9 million.
Cash used in operations amounted to $1.0 million for the nine
months ended June 30, 2012.  As of June 30, 2012, the Company's
accumulated deficit amounted to $42.6 million, with cash and cash
equivalents of $75,000 and a working capital deficit of
$4.9 million.  "These conditions raise substantial doubt about the
Company's ability to continue as a going concern."

A copy of the Form 10-Q is available for free at:

                       http://is.gd/TENbCl

Beacon Enterprise Solutions Group, Inc., headquartered in
Louisville, Ky., provides international telecommunications and
information technology systems (ITS) infrastructure services,
encompassing a comprehensive suite of consulting, design,
installation, and infrastructure management offerings.  Beacon's
portfolio of infrastructure services spans all professional and
construction requirements for design, build and management of
telecommunications, network and technology systems infrastructure.
Professional services offered include consulting, engineering,
program management, project management, construction services and
infrastructure management services.  Beacon offers these services
under either a comprehensive contract option or unbundled to the
Company's global and regional clients.


BELFOR HOLDINGS: Moody's Corrects May 21 Rating Release
-------------------------------------------------------
Moody's Investors Service corrected its May 21, 2012 ratings
release on Belfor Holdings Inc.  The prior LGD assessment for the
last three ratings on the rating list is corrected to LGD-2 23%
from LGD-2 24%.

The corrected release is as follows:

Moody's Investors Service has lowered ratings of Belfor Holdings,
Inc., including the corporate family rating to B1 from Ba3.
Concurrently, Belfor's first lien bank debt ratings have been
lowered to Ba3 from Ba2. The downgrades follow credit metrics that
have grown too weak for the Ba3 CFR level because debt has risen
and earnings have remained flat since 2009. The B1 CFR better
suits the degree of financial leverage that Moody's thinks Belfor
will maintain over the intermediate term and anticipates modest
credit metric improvement into early 2013. The rating outlook is
stable.

Ratings are:

  Corporate family, to B1 from Ba3

  Probability of default, affirmed at B1

  $125 million first-lien revolver due 2016, to Ba3, LGD-3 39%
  from Ba2, LGD-2 23%

  $145 million first-lien term loan A due 2016, to Ba3, LGD-3 39%
  from Ba2, LGD-2 23%

  $250 million first-lien term loan B due 2017, to Ba3, LGD-3 39%
  from Ba2, LGD-2 23%

Outlook is Stable.

Ratings Rationale

The CFR downgrade to B1 considers Moody's expectation of credit
metrics in line with the B1 rating level-debt to EBITDA to the 4x
to 5x range and EBIT to interest to just below 2x, Moody's
adjusted basis. Unless a large weather related recovery event
develops that drives earnings, Moody's anticipates slightly more
debt reduction over late 2012-early 2013 than is required under
the company's debt maturity schedule.

The B1 CFR reflects a good business position stemming from
operational strength and a clear leadership position in the highly
fragmented disaster recovery services niche. Few companies possess
the ability to efficiently mobilize and manage large recovery
projects as does Belfor. A strong market reputation and geographic
breadth should sustain the company's position as a capable
supplier to insurance companies, who value Belfor's ability to
restore damaged property quickly and thereby minimize business
interruption and other claim exposures.

Several financial considerations temper these qualitative credit
attributes. Belfor's operating earnings can vary heavily because
its highest margin projects, recovery work on large-scale
disasters (such as those from hurricanes), occur with irregular
frequency yet the company maintains a fairly steady debt to
revenue ratio. Considerable swings of interest coverage and
income/cash flow leverage metrics result over time. Moody's thinks
that the meaningful decline in Belfor's operating margin since
2009 reflects a diminishing degree of large-scale recovery
projects in the revenue mix, rather than evidence of lesser
efficiency accompanying the company's growth, which has followed
its acquisition activities. Clearly, the revenue mix could again
shift toward large-scale disaster recovery work, raising margin
and quickly improving credit metrics for a period of time. In
Moody's view, dividends or acquisition spending, however, could
subsequently limit the degree of credit metric improvement. The B1
encompasses recognition that the unpredictable frequency of
disaster projects coupled with varying operating margins and the
company's financial policy makes internal cash flow prospects and
debt repayment capacity less steady.

Concurrent with the lower CFR, Moody's has revisited the family
recovery rate assumption that was used in deriving instrument
ratings, pursuant to Moody's Loss Given Default Methodology.
Moody's lowered the family recovery rate assumption to 50% of
estimated liability claims in a stress scenario-- Moody's
customary family recovery assumption-from 65%, as operating lease
and trade payables have grown with Belfor's operational growth.
The changed assumption caused a revision of the bank credit
facility's loss given default assessment rate, to 39% (LGD-3) from
23% (LGD-2), but did not affect the one notch difference between
the instrument rating and the CFR. The probability of default
rating was affirmed, and brought in line with the CFR, from the
changed recovery rate assumption.

The rating outlook is stable. Because Moody's envisions leverage
modestly declining into early 2013, Moody's thinks the company
should maintain compliance with financial ratio compliance tests
under its bank credit facility. Since the headroom level presently
is low and test levels tighten in 2013, headroom could remain low.
Belfor's long track record of net profitability should continue
and debt should remain about 80% of book capitalization.

Upward rating momentum would depend on expectation of a more
moderate financial policy, one whereby peak debt to EBITDA would
remain consistently below 4x on a Moody's adjusted basis with free
cash flow (after dividends) to debt consistently in the high
single digit percentage range. Downward rating pressure would
mount with debt to EBITDA approaching 6x or a weakening liquidity
profile.

The principal methodology used in rating Belfor Holdings, Inc. was
the Global Business & Consumer Service Industry Methodology
published in October 2010. Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.

Through its subsidiaries, Belfor Holdings, Inc. is a global damage
recovery and restoration provider, offering its services to
insurance companies, insurance intermediaries, industrial,
commercial and residential customers. Revenues over the last
twelve months ended March 31, 2012 were about $1.3 billion.


BERGEN DEVELOPMENT: Case Summary & 3 Unsecured Creditors
--------------------------------------------------------
Debtor: Bergen Development LLC
        1461 1st Avenue, Suite 234
        New York, NY 10075

Bankruptcy Case No.: 12-45900

Chapter 11 Petition Date: August 14, 2012

Court: U.S. Bankruptcy Court
       Eastern District of New York (Brooklyn)

Judge: Jerome Feller

Debtor's Counsel: J. Ted Donovan, Esq.
                  GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP
                  1501 Broadway, 22nd Floor
                  New York, NY 10036
                  Tel: (212) 301-6943
                  Fax: (212) 422-6836
                  E-mail: Tdonovan@Finkgold.com

Scheduled Assets: $2,070,000

Scheduled Liabilities: $911,410

A copy of the Company's list of its three largest unsecured
creditors filed with the petition is available for free at:
http://bankrupt.com/misc/nyeb12-45900.pdf

The petition was signed by Mylene Liggett, managing member.


BERNARD L. MADOFF: Citigroup Seeks Dismissal of Swap-Linked Claims
------------------------------------------------------------------
American Bankruptcy Institute reports that Citigroup Inc. asked a
judge to dismiss $130 million of claims by the liquidator of
Bernard Madoff's brokerage, saying that the funds were received as
part of a swap transaction.

                      About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.  On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the
customers of BLMIS are in need of the protection afforded by the
Securities Investor Protection Act of 1970.  The District Court's
Protective Order (i) appointed Irving H. Picard, Esq., as trustee
for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP
as his counsel, and (iii) removed the SIPA Liquidation proceeding
to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789)
(Lifland, J.).  Mr. Picard has retained AlixPartners LLP as claims
agent.

On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893).  The case is before Hon. Burton Lifland.  The
petitioning creditors -- Blumenthal & Associates Florida General
Partnership, Martin Rappaport Charitable Remainder Unitrust,
Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert
US$64 million in claims against Mr. Madoff based on the balances
contained in the last statements they got from BLMIS.

On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).

The Chapter 15 case was later transferred to Manhattan.  In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.

Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.)

The SIPA Trustee has said that as of March 31, 2012, through
prepetition litigation and other settlements, he has successfully
recovered, or reached agreements to recover, more than $9 billion
-- over 50% of the principal lost in the Ponzi scheme by those who
filed claims -- for the benefit of all customers of BLMIS.
The liquidation has so far has cost the Securities Investor
Protection Corp. $1.3 billion, including $791 million to pay a
portion of customers' claims.

Mr. Picard has so far made only one distribution in October of
$325 million for 1,232 customer accounts.  Uncertainty created by
the appeals has limited Mr. Picard's ability to distribute
recovered funds.  Outstanding appeals include the $5 billion
Picower settlement and the $1.025 billion settlement.


BIOCORAL INC: Incurs $466,500 Net Loss in Second Quarter
--------------------------------------------------------
Biocoral, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $466,500 on $32,501 of net sales for the three months ended
June  30, 2012, compared with a net loss of $261,518 on $97,439 of
net sales for the same period during the prior year.

The Company reported a net loss of $831,208 on $111,497 of net
sales for the six months ended June 30, 2012, compared with a net
loss of $462,125 on $159,935 of net sales for the same period a
year ago.

The Company's balance sheet at June 30, 2012, showed $1.21 million
in total assets, $5.11 million in total liabilities and a $3.89
million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/VNfZvb

                         About Biocoral, Inc.

Headquartered in La Garenne Colombes, France, Biocoral, Inc.
-- http://www.biocoral.com/-- was incorporated under the laws of
the State of Delaware on May 4, 1992.  Biocoral is a holding
company that conducts its operations primarily through its wholly-
owned European subsidiaries.  The Company's operations consist
primarily of research and development and manufacturing and
marketing of patented high technology biomaterials, bone
substitute materials made from coral, and other orthopedic, oral
and maxillo-facial products, including products marketed under the
trade name of Biocoral.  Most of the Company's operations are
conducted from Europe.  The Company has obtained regulatory
approvals to market its products throughout Europe, Canada and
certain other countries.  The Company owns various patents for its
products which have been registered and issued in the United
States, Canada, Japan, Australia and various countries throughout
Europe.  However, the Company has not applied for the regulatory
approvals needed to market its products in the United States.

Michael T. Studer CPA P.C., in Freeport, New York, noted that the
Company's present financial condition raises substantial doubt
about its ability to continue as a going concern.  The independent
auditors added that the Company had net losses for the years ended
Dec. 31, 2011, and 2010, respectively.  Management believes that
it is likely that the Company will continue to incur net losses
through at least 2012.  The Company had a working capital
deficiency of approximately $1,570,000 and $2,125,000, at Dec. 31,
2011 and 2010, respectively.  The Company also had a stockholders'
deficit at Dec. 31, 2011, and 2010, respectively.

Biocoral reported a net loss of $920,103 in 2011, compared with a
net loss of $703,272 in 2010.


BIOFUELS POWER: Delays Form 10-Q for Second Quarter
---------------------------------------------------
Biofuels Power Corp.'s financial statements for the quarter ended
June 30, 2012, are not yet ready for distribution as a result of
recent measures the Company has taken with regard to efforts to
sign operating agreements which will effect subsequent events at
the balance sheet date.

                          Biofuels Power

Humble, Tex.-based Biofuels Power Corporation is a distributed
energy company that is pioneering the use of biodiesel to fuel
small electric generating facilities that are located in close
proximity to end-users.  BPC's first power plant is currently
located near Houston, Texas in the city of Oak Ridge North.

The Company reported a net loss of $1.28 million on $0 of sales in
2011, compared with a net loss of $2.05 million on $0 of sales in
2010.

The Company's balance sheet at March 31, 2012, showed $1.72
million in total assets, $6.57 million in total liabilities and a
$4.85 million total stockholders' deficit.

Following the 2011 results, Clay Thomas, P.C., in Houston, Texas,
expressed substantial doubt about the Company's ability to
continue as a going concern.  The independent auditors noted that
the Company has suffered significant losses and will require
additional capital to develop its business until the Company
either (1) achieves a level of revenues adequate to generate
sufficient cash flows from operations; or (2) obtains additional
financing necessary to support its working capital requirements.


BON-TON STORES: Incurs $45 Million Net Loss in July 28 Quarter
--------------------------------------------------------------
The Bon-Ton Stores, Inc., reported a net loss of $45.04 million on
$594.85 million of net sales for the 13 weeks ended July 28, 2012,
compared with a net loss of $32.30 million on $595.48 million of
net sales for the 13 weeks ended July 30, 2011.

The Company reported a net loss of $85.82 million on $1.23 billion
of net sales for the 36 weeks ended July 28, 2012, compared with a
net loss of $68.28 million on $1.24 billion of net sales for the
36 weeks ended July 30, 2011.

The Company's balance sheet at July 28, 2012, showed $1.56 billion
in total assets, $1.51 billion in total liabilities and $48.33
million in total shareholders' equity.

Brendan Hoffman, president and chief executive officer, commented,
"In the second quarter, we continued to identify and implement
initiatives to improve our business.  While the financial results
were below last year, we are encouraged by the progress we have
made in several areas, including merchandising, eCommerce and
marketing.  We saw significant improvement in the Ladies Ready-to-
Wear businesses, particularly Moderate Traditional Sportswear, and
strong results in Cosmetics, Shoes and Home, including Furniture.
We were particularly pleased with favorable customer response to
new offerings, reflecting recent adjustments in our merchandise
assortments.  In addition, customers are responding extremely well
to new marketing messages that clearly communicate the value we
offer.  Our disciplined expense management efforts in the second
quarter have us on track to achieve the expense reductions that
were discussed in last quarter's earnings release."

A copy of the press release is available for free at:

                        http://is.gd/UCPIET

                        About Bon-Ton Stores

The Bon-Ton Stores, Inc., with corporate headquarters in York,
Pennsylvania and Milwaukee, Wisconsin, operates 276 department
stores, which includes 11 furniture galleries, in 23 states in the
Northeast, Midwest and upper Great Plains under the Bon-Ton,
Bergner's, Boston Store, Carson Pirie Scott, Elder-Beerman,
Herberger's and Younkers nameplates and, in the Detroit, Michigan
area, under the Parisian nameplate.

The Company incurred a net loss of $40.8 million on $640 million
of net sales for the 13 weeks ended April 28, 2012.

                           *     *     *

In the Jan. 12, 2012, edition of the TCR, Standard & Poor's
Ratings Services lowered its corporate credit rating on Bon-Ton
Stores Inc. to 'B-' from 'B'.

"The downgrade reflects the continued deterioration of the
company's performance, which has been below our expectations due
to merchandising that has not resonated with its customers," said
Standard & Poor's credit analyst David Kuntz.  He added, "It
incorporates our view that operations will remain weak in the near
term and that credit protection measures will erode further
over the next year."

As reported by the TCR on July 13, 2012, Moody's Investors Service
revised The Bon-Ton Stores, Inc.'s Probability of Default Rating
to Caa1/LD from Caa3.  The Caa1/LD rating reflects the company's
exchange of $330 million of new senior secured notes due 2017 for
$330 million of its unsecured notes due 2014.  The LD designation
indicates that a limited default on the company's 2014 notes has
occurred, as Moody's deem that this transaction is a distressed
exchange.  The LD designation will be removed in approximately 3
business days.

Moody's also affirmed the company's Corporate Family Rating at
Caa1 and affirmed the Caa3 rating assigned to the company's senior
unsecured notes due 2014.


BOOMERANG SYSTEMS: Incurs $7.2 Million Net Loss in June 30 Qtr.
---------------------------------------------------------------
Boomerang Systems, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $7.23 million on $96,512 of total revenues for the
three months ended June 30, 2012, compared with a net loss of
$3.35 million on $0 of total revenues for the same period during
the prior year.

The Company reported a net loss of $13.37 million on $477,290 of
total revenues for the nine months ended June 30, 2012, compared
with a net loss of $15.77 million on $1.31 million of total
revenues for the same period a year ago.

The Company's balance sheet at June 30, 2012, showed $7.77 million
in total assets, $20.58 million in total liabilities and a $12.81
million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                         http://is.gd/gNmHSI

                       About Boomerang Systems

Headquartered in Morristown, New Jersey, Boomerang Systems, Inc.
(Pink Sheets: BMER) through its wholly owned subsidiary, Boomerang
Utah, is engaged in the design, development, and marketing of
automated racking and retrieval systems for automobile parking and
automated racking and retrieval of containerized self-storage
units.

The Company reported a net loss of $19.10 million for 2011 and a
net loss of $15.78 million during the prior year.

                         Bankruptcy Warning

In the Form 10-K for the year ended Dec. 31 2011, the Company said
its operations may not generate sufficient cash to enable it to
service its debt.  If the Company were to fail to make any
required payment under the notes and agreements governing its
indebtedness or fail to comply with the covenants contained in the
notes and agreements, the Company would be in default.  The
Company's debt holders would have the ability to require that the
Company immediately pay all outstanding indebtedness.  If the debt
holders were to require immediate payment, the Company might not
have sufficient assets to satisfy its obligations under the notes
or the Company's other indebtedness.  In such event, the Company
could be forced to seek protection under bankruptcy laws, which
could have a material adverse effect on its existing contracts and
its ability to procure new contracts as well as its ability to
recruit or retain employees.  Accordingly, a default could have a
significant adverse effect on the market value and marketability
of the Company's common stock.


BROADCAST INTERNATIONAL: Sells Additional $900,000 Senior Notes
---------------------------------------------------------------
Broadcast International, Inc., completed the sale of additional
senior secured promissory notes that have a principal value of
$900,000 with various individuals and entities as holders, which
with the Notes previously sold now aggregates a total principal
amount of $2,900,000.  On July 31, 2012, the Board of Directors
increased the total amount that could be sold pursuant to a Note
and Warrant Purchase and Security Agreement to $5,000,000.  These
Notes contain the same terms and conditions as the Notes
previously sold pursuant to the Agreement, including:

     The principal balance of the Notes bear interest at the rate
     of 12% per annum with principal and all accrued interest
     payable on or before July 13, 2013.  The principal of the
     Notes is convertible into common stock of the Company at the
     conversion price of $.25 per share at the option of the
     Holders.

     The Company received net proceeds from the sale of
     approximately $851,600 in cash.

     As additional consideration for the Notes, the Company agreed
     to issue to the Holders warrants to acquire up to 200,000
     shares of common stock of the Company for each $100,000 of
     principal value of the Notes.  Those warrants have a five
     year life, are exercisable at $.25 per share, have reset
     provisions in the event the Company sells equity at less than
     $.25 per share and cashless exercise rights.

     The Company paid its investment banker $36,250 in
     compensation for arranging the Loan and paid $12,126 for
     certain legal expenses incurred for preparation of the
     Agreement.

On July 15, 2012, the Company entered into promissory notes with
individuals and entities as holders of the Notes in consideration
the payment of $900,000 in cash.  The Notes are convertible into
shares of common stock of the Company at an exercise price of $.25
per share.  In addition the Company issued warrants to the holders
of the notes to acquire up to 1,800,000 shares of common stock of
the Company.  Those warrants have a six year life and are
exercisable at $.25 per share.  All of the holders of the Note and
Warrants were accredited investors and were fully informed
regarding their investments.

                    About Broadcast International

Based in Salt Lake City, Broadcast International, Inc., installs,
manages and supports private communication networks for large
organizations that have widely-dispersed locations or operations.
The Company owns CodecSys, a video compression technology to
convert video content into a digital data stream for transmission
over satellite, cable, Internet, or wireless networks, as well as
offers audio and video production services.  The Company's
enterprise clients use its networks to deliver training programs,
product announcements, entertainment, and other communications to
their employees and customers.

The Company reported net income of $1.30 million in 2011, compared
with a net loss of $18.66 million in 2010.

The Company's balance sheet at June 30, 2012, showed $3.39 million
in total assets, $9.08 million in total liabilities, and a
$5.68 million total stockholders' deficit.


BROADCAST INTERNATIONAL: Extends Contract with Largest Customer
---------------------------------------------------------------
Broadcast International, Inc., extended until Jan. 31, 2013, its
Statement of Work contract with its largest customer to provide
its technology and digital signage services to approximately 2,500
of the client's more than 6,000 retail and administrative
locations throughout North America.

                   About Broadcast International

Based in Salt Lake City, Broadcast International, Inc., installs,
manages and supports private communication networks for large
organizations that have widely-dispersed locations or operations.
The Company owns CodecSys, a video compression technology to
convert video content into a digital data stream for transmission
over satellite, cable, Internet, or wireless networks, as well as
offers audio and video production services.  The Company's
enterprise clients use its networks to deliver training programs,
product announcements, entertainment, and other communications to
their employees and customers.

The Company reported net income of $1.30 million in 2011, compared
with a net loss of $18.66 million in 2010.

The Company's balance sheet at June 30, 2012, showed $3.39 million
in total assets, $9.08 million in total liabilities, and a
$5.68 million total stockholders' deficit.


BROWNIE'S MARINE: Delays Form 10-Q for Second Quarter
-----------------------------------------------------
Brownie's Marine Group, Inc., notified the U.S. Securities and
Exchange Commission that it will be delayed in filing its
quarterly report on Form 10-Q for the period ended June 30, 2012.
The Company said certain financial and other information necessary
for an accurate and full completion of the Report could not be
provided within the prescribed time period without unreasonable
effort or expense.

                       About Brownie's Marine

Brownie's Marine Group, Inc., does business through its wholly
owned subsidiary, Trebor Industries, Inc., d/b/a Brownie's Third
Lung, a Florida corporation.  The Company designs, tests,
manufactures and distributes recreational hookah diving, yacht
based scuba air compressor and nitrox generation systems, and
scuba and water safety products.  BWMG sells its products both on
a wholesale and retail basis, and does so from its headquarters
and manufacturing facility in Fort Lauderdale, Florida.  The
Company's common stock is quoted on the OTC BB under the symbol
"BWMG".  The Company's website is www.browniesmarinegroup.com.

The Company's balance sheet at March 31, 2012, showed
$1.94 million in total assets, $2.70 million in total liabilities,
and a stockholders' deficit of $757,489.

As reported in the TCR on April 2, 2012, L.L. Bradford & Company,
LLC, in Las Vegas, Nevada, expressed substantial doubt about
Brownie's Marine Group's ability to continue as a going concern,
following the Company's results for the fiscal year ended Dec. 31,
2011.  The independent auditors noted that the Company has a
working capital deficiency and recurring losses and will need to
secure new financing or additional capital in order to pay its
obligations.


BUSHWICK BH: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Bushwick BH LLC
        168 Walworth Street
        Brooklyn, NY 11205

Bankruptcy Case No.: 12-45979

Chapter 11 Petition Date: August 16, 2012

Court: United States Bankruptcy Court
       Eastern District of New York (Brooklyn)

Judge: Carla E. Craig

Debtor's Counsel: Solomon Rosengarten, Esq.
                  1704 Avenue M
                  Brooklyn, NY 11230-5423
                  Tel: (718) 627-4460
                  Fax: (718) 627-4456
                  E-mail: VOKMA@aol.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

The Debtor did not file a list of its largest unsecured creditors
together with its petition.

The petition was signed by Henry Grunbaum, managing member.


CAESARS ENTERTAINMENT: Prices $750 Million Senior Notes Offering
----------------------------------------------------------------
Caesars Entertainment Corporation's wholly owned subsidiaries,
Caesars Operating Escrow LLC and Caesars Escrow Corporation, on
Aug. 15, 2012, priced $750,000,000 aggregate principal amount of
9% senior secured notes due 2020 at an issue price of 100%, plus
accrued interest, if any.

The notes are being offered in a private offering that is exempt
from the registration requirements of the Securities Act of 1933,
as amended.  The closing of the offering is subject to a number of
conditions.  Upon the satisfaction of certain conditions, Caesars
Entertainment Operating Company, Inc., will assume the Escrow
Issuers' obligations under the notes.

                    About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.
--http://www.caesars.com/-- is one of the world's largest casino
companies, with annual revenue of $4.2 billion, 20 properties on
three continents, more than 25,000 hotel rooms, two million square
feet of casino space and 50,000 employees.  Caesars casino resorts
operate under the Caesars, Bally's, Flamingo, Grand Casinos,
Hilton and Paris brand names.  The Company has its corporate
headquarters in Las Vegas.

Harrah's announced its re-branding to Caesar's on mid-November
2010.

The Company reported a net loss of $666.70 million in 2011, and a
net loss of $823.30 million in 2010.

The Company's balance sheet at June 30, 2012, showed
$28.03 billion in total assets, $27.43 billion in total
liabilities, and $607.2 million in total equity.

                           *     *     *

As reported by the TCR on March 28, 2012, Moody's Investors
Service upgraded Caesars Entertainment Corp's Corporate Family
Rating (CFR) and Probability of Default Rating both to Caa1 from
Caa2.  The upgrade of Caesars' ratings reflects very good
liquidity, an improving operating outlook for gaming in a number
of the company's largest markets that is expected to drive
earnings growth, the completion of a bank amendment that resulted
in the extension of debt maturities to 2018 from 2015, and the
public listing of the company's equity that increases financial
flexibility by providing it with another potential source of
capital. The upgrade of the SGL rating reflects minimal debt
maturities over the next few years, significant cash balances
(approximately $900 million at December 31, 2011) and revolver
availability that will be more than sufficient to fund the
company's cash interest and capital spending needs.

In the Aug. 17, 2012, edition of the TCR, Standard & Poor's
Ratings Services revised its rating outlook on Las Vegas-based
Caesars Entertainment Corp. (CEC) and wholly owned
subsidiary Caesars Entertainment Operating Co. Inc. (CEOC) to
negative from stable.  "We affirmed all other ratings on the
companies, including our 'B-' corporate credit rating," S&P said.

As reported by the TCR on Aug. 17, 2012, Fitch Ratings affirmed
Caesars Entertainment Corp.'s Long-term Issuer Default Rating at
'CCC'.


CAESARS ENTERTAINMENT: Bank Debt Trades at 12% Off
--------------------------------------------------
Participations in a syndicated loan under which Caesars
Entertainment, Inc., is a borrower traded in the secondary market
at 87.53 cents-on-the-dollar during the week ended Friday, Aug.
17, a drop of 0.55 percentage points from the previous week
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal.  The Company pays 525 basis
points above LIBOR to borrow under the facility.  The bank loan
matures on Jan. 1, 2018, and carries Moody's B2 rating and
Standard & Poor's B rating.  The loan is one of the biggest
gainers and losers among 165 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

                    About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.
--http://www.caesars.com/-- is one of the world's largest casino
companies, with annual revenue of $4.2 billion, 20 properties on
three continents, more than 25,000 hotel rooms, two million square
feet of casino space and 50,000 employees.  Caesars casino resorts
operate under the Caesars, Bally's, Flamingo, Grand Casinos,
Hilton and Paris brand names.  The Company has its corporate
headquarters in Las Vegas.

Harrah's announced its re-branding to Caesar's on mid-November
2010.

Caesars reported a net loss of $281.10 million on $2.27 billion of
net revenues for the quarter ended March 31 2012.  The Company
incurred a net loss of $666.70 million in 2011, and a net loss of
$823.30 million in 2010.

The Company's balance sheet at March 31, 2012, showed
$28.40 billion in total assets, $27.56 billion in total
liabilities and $849.20 million in total equity.

                           *     *     *

As reported by the Troubled Company Reporter on Aug. 17, 2012:

Fitch Ratings rates Caesars Entertainment Operating Company,
Inc.'s (OpCo; CEOC) $750 million proposed add-on issuance to the
8.5% senior secured notes due 2020 'B-/RR2'.  Fitch has also
affirmed the Issuer Default Ratings (IDRs) of CEOC and related
issuers and has revised certain issue specific ratings per the
agency's updated rating definitions.

Effective Aug. 10, 2012 Fitch updated its Ratings Definitions,
expanding the application of '+/-' to corporate issue ratings at
the 'CCC' level.  These designations are limited to instrument
ratings and will not be used for IDRs, leaving 'CCC' as the sole
issuer rating within the 'CCC' category.

The rating revisions do not indicate any change of Fitch's opinion
regarding credit quality; rather they reflect the update to the
Rating Definitions and the resulting impact of issue-specific
notching relative to the IDR according to Fitch's Recovery Rating
criteria.  The Rating Outlook on Caesars' Issuer Default Rating
(IDR) is Stable, which continues to reflect the company's
available liquidity and considerable time until the 2015
maturities.

Moody's Investors Service commented that Caesars Entertainment
Corporation's announcement regarding a proposed add-on of $750
million to its $1.250 billion 8.5% senior secured notes due 2020
is considered a credit positive.  This proposed offering, along
with a Caesars' concurrent announcement that it is plans to amend
and extend a portion of its $1.987 billion outstanding term loans,
will contribute favorably to the company's liquidity profile which
Moody's already views as very good.  Caesars has an SGL-1
Speculative Grade Liquidity rating.

These proposed actions, however, do not have an impact on Caesars'
Caa1 Corporate Family Rating or stable rating outlook given that
they do not solve what Moody's characterizes as longer-term
capital structure issues related to very high leverage and lack of
full interest coverage.

Standard & Poor's Ratings Services revised its rating outlook on
Las Vegas-based Caesars Entertainment Corp. (CEC) and wholly owned
subsidiary Caesars Entertainment Operating Co. Inc. (CEOC) to
negative from stable.  "We affirmed all other ratings on the
companies, including our 'B-' corporate credit rating," S&P said.

"We assigned issue-level and recovery ratings to the proposed $750
million first-lien senior secured notes offering, to be issued
jointly by Caesars Operating Escrow LLC and Caesars Escrow Corp.
(the escrow issuers).  We assigned our 'B' issue-level rating (one
notch higher than our 'B-' corporate credit rating on the company)
and our recovery rating of '2' indicating our expectation for
substantial (70%-90%) recovery for lenders in the event of a
payment default," S&P said.


CAMBRIDGE HEART: Incurs $1.3 Million Net Loss in Second Quarter
---------------------------------------------------------------
Cambridge Heart, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.30 million on $461,481 of revenue for the three months ended
June 30, 2012, compared with a net loss of $1.39 million on
$541,705 of revenue for the same period during the prior year.

The Company reported a net loss of $3.15 million on $1.01 million
of revenue for the six months ended June 30, 2012, compared with a
net loss of $2.73 million on $1.17 million of revenue for the same
period a year ago.

The Company's balance sheet at June 30, 2012, showed $1.60 million
in total assets, $4.89 million in total liabilities, $12.74
million in convertible preferred stock and a $16.04 million total
stockholders' deficit.

Commenting on the results of the second quarter and recent events,
Cambridge Heart CEO Ali Haghighi-Mood said, "As previously
announced, in the second quarter revenue continued to be lower
than expected, prompting the company to initiate a significant
restructuring in order to reduce its cash burn.  Under the new
structure, we continue to support our customer base and
distribution partners while exploring our strategic alternatives."
Mr. Haghighi-Mood added, "We are in the early stages of these
exploratory activities, and look forward to providing an update in
coming months."

As of Aug. 14, 2012, 100,112,960 shares of the Company's common
stock were outstanding.  On an as-converted basis, the Company has
124,659,416 shares of common stock issued and outstanding,
including 100,112,960 shares of common stock issued, 4,180,602
shares issuable upon conversion of the Series C-1 Convertible
Preferred Stock and 20,365,854 shares issuable upon conversion of
the Series D Convertible Preferred Stock.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/glKloS

                       About Cambridge Heart

Tewksbury, Mass.-based Cambridge Heart, Inc., is engaged in the
research, development and commercialization of products for the
non-invasive diagnosis of cardiac disease.

In its report on the financial statements for the year ended
Dec. 31, 2011, McGladrey & Pullen, LLP, in Boston, Massachusetts,
expressed substantial doubt about Cambridge Heart's ability to
continue as a going concern.  The independent auditors noted that
of the Company's recurring losses, inability to generate positive
cash flows from operations, and liquidity uncertainties from
operations.

The Company reported a net loss of $5.40 million in 2011, compared
with a net loss of $5.17 million in 2010.


CAPITOL CITY: Delays Form 10-Q for Second Quarter
-------------------------------------------------
Capitol City Bancshares, Inc., requests an extension of time to
file its quarterly report on Form 10-Q for the period ended
June 30, 2012, as it could not complete the filing of its Form 10-
Q on or before the prescribed due date without unreasonable
effort.  The Company needs additional time to complete the
compilation, dissemination and review of the information required
to be presented in the Form 10-Q.  The Company expects to file its
Quarterly Report on Form 10-Q on or before the fifth day following
the prescribed due date.

                    About Capitol City Bancshares

Atlanta, Georgia-based Capitol City Bancshares, Inc., was
incorporated under the laws of the State of Georgia for the
purposes of serving as a bank holding company for Capitol City
Bank and Trust Company.  The Bank operates a full-service banking
business and engages in a broad range of commercial banking
activities, including accepting customary types of demand and
timed deposits, making individual, consumer, commercial, and
installment loans, money transfers, safe deposit services, and
making investments in U.S. government and municipal securities.

In the auditors' report accompanying the financial statements for
year ended Dec. 31, 2011, Nichols, Cauley and Associates, LLC, in
Atlanta, Georgia, expressed substantial doubt about Capital City
Bancshares' ability to continue as a going concern. The
independent auditors noted that the Company is operating under
regulatory orders to, among other items, increase capital and
maintain certain levels of minimum capital.  "As of Dec. 31, 2011,
the Company was not in compliance with these capital requirements.
In addition to its deteriorating capital position, the Company has
suffered significant losses related to nonperforming assets, has
experienced declining levels of liquid assets, and has significant
maturities of liabilities within the next twelve months."

The Company's balance sheet at March 31, 2012, showed
$298.37 million in total assets, $290.19 million in total
liabilities and $8.17 million in total stockholders' equity.


CARONDELET MERAMEC: Case Summary & 8 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Carondelet Meramec, LLC
        107 South Meramec
        Saint Louis, MO 63105

Bankruptcy Case No.: 12-47830

Chapter 11 Petition Date: August 14, 2012

Court: U.S. Bankruptcy Court
       Eastern District of Missouri (St. Louis)

Judge: Charles E. Rendlen III

Debtor's Counsel: Joel A. Kunin, Esq.
                  THE KUNIN LAW OFFICES
                  1606 Eastport Plaza Drive, Suite 110
                  Collinsville, IL 62234-6135
                  Tel: (618) 301-4875
                  Fax: (855) 235-5084
                  E-mail: jkunin@kuninlaw.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

A copy of the Company's list of its eight largest unsecured
creditors filed with the petition is available for free at:
http://bankrupt.com/misc/moeb12-47830.pdf

The petition was signed by Kerry Klarfeld.

Affiliates that simultaneously filed for Chapter 11:

        Debtor                        Case No.
        ------                        --------
Klarco, Inc.                          12-47829
Bridge Holding, LLC                   12-47831


CATASYS INC: Incurs $2.2 Million Net Loss in Second Quarter
-----------------------------------------------------------
Catasys, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $2.25 million on $129,000 of total revenues for the three
months ended June 30, 2012, compared with net income of $2.95
million on $63,000 of total revenues for the same period a year
ago.

The Company reported a net loss of $5.63 million on $222,000 of
total revenues for the six months ended June 30, 2012, compared
with net income of $1 million on $150,000 of total revenues for
the same period during the prior year.

The Company's balance sheet at June 30, 2012, showed $3.47 million
in total assets, $11.95 million in total liabilities and a $8.47
million total stockholders' deficit.

                         Bankruptcy Warning

As of Aug. 13, 2012, the Company had a balance of approximately
$500,000 cash on hand.  The Company had working capital deficit of
approximately $2.2 million at June 30, 2012.  The Company has
incurred significant net losses and negative operating cash flows
since its inception.  The Company could continue to incur negative
cash flows and net losses for the next twelve months.  The
Company's current cash burn rate is approximately $450,000 per
month, excluding non-current accrued liability payments.  The
Company expects its current cash resources to cover expenses into
September 2012, however delays in cash collections, revenue, or
unforeseen expenditures, could impact this estimate.  The Company
will need to immediately obtain additional capital and there is no
assurance that additional capital can be raised in an amount which
is sufficient for the Company or on terms favorable to its
stockholders, if at all.

"If we do not immediately obtain additional capital, there is a
significant doubt as to whether we can continue to operate as a
going concern and we will need to curtail or cease operations or
seek bankruptcy relief.  If we discontinue operations, we may not
have sufficient funds to pay any amounts to stockholders," the
Company said in its quarterly report for the period ended June 30,
2012.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/LwyD9M

                       About Hythiam, Inc.

Based in Los Angeles, California, Hythiam, Inc., n/k/a Catasys,
Inc., is a healthcare services management company, providing
through its Catasys(R) subsidiary specialized behavioral health
management services for substance abuse to health plans.

In its auditors' report accompanying the consolidated financial
statements for the year ended Dec. 31, 2011, Rose, Snyder & Jacobs
LLP, in Encino, California, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company has incurred significant operating
losses and negative cash flows from operations during the year
ended Dec. 31, 2011.

The Company reported a net loss of $8.12 million in 2011, compared
with a net loss of $19.99 million in 2010.


CCC INFORMATION: S&P Gives 'BB-' Rating on $40MM Incremental Loan
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned our 'BB-' issue-level
rating to Chicago-based CCC Information Services Inc.'s senior
secured debt due 2015 following the proposed $40 million
incremental term loan, which brings the total senior secured debt
amount to $374.2 million from $334.2 million. CCC intends to use
the proceeds to redeem a portion of the senior subordinated notes
and use balance-sheet cash to repurchase shares from a minority
partner; hence, there will be no effect on total leverage. We also
assigned a '2' recovery rating to the debt, indicating our
expectation for meaningful (70%-90%) recovery for lenders in the
event of a payment default," S&P said.

"The 'B+' corporate credit rating is unchanged. The outlook
remains stable. The refinancing transaction will not result in any
change in total adjusted leverage, which was temporarily high for
the rating, at 5.7x as of the latest 12 months ended June 30,
2012. We expect operating profitability levels for the past two
quarters to be sustained for the remainder of the year, which
should lead to leverage in the low-5x area by year-end," S&P said.

"The share repurchase will be funded with almost all of CCC's cash
balance, which was $32 million as of June 30, 2012. We still
consider CCC's liquidity profile 'adequate,' based on its modest
free cash flow generation and the full availability under its $50
million revolving facility," S&P said.

"The rating on CCC reflects its 'weak' business risk profile,
characterized by its narrow target market and 'aggressive'
financial profile. The company's entrenched customer base, solid
market position in the U.S. automotive insurance claims processing
industry, and moderate free cash flow generation partly offset
these factors. We could lower the rating if CCC experiences any
loss of significant customers, or engages in debt-financed
acquisitions leading to a sustained leverage ratio at the high-5x
area," S&P said.

RATINGS LIST

CCC Information Services Inc.
Corporate Credit Rating                       B+/Stable/--

New Ratings

CCC Information Services Inc.
Senior Secured
  $40 mil incremental term loan due 2015       BB-
   Recovery Rating                             2


CENTRAL ENERGY: Had $275,000 Net Loss in Second Quarter
-------------------------------------------------------
Central Energy Partners LP filed its quarterly report on Form
10-Q, reporting a net loss of $275,000 on $1.3 million of revenues
for the three months ended June 30, 2012, compared with a net loss
of $589,000 on $1.7 million of revenues for the comparable period
last year.

For the six months ended June 30, 2012, the Partnership had a net
loss of $722,000 on $2.6 million of revenues, compared with a net
loss of $836,000 on $3.5 million of revenues for the same period
of 2011.

The Partnership's balance sheet at June 30, 2012, showed
$8.7 million in total assets, $8.5 million in total liabilities,
and partners' capital of $199,000.

"Central had a loss from operations for the year ended Dec. 31,
2011, and the six months ended June 30, 2012, and has a deficit in
working capital of $3.8 million at June 30, 2012.  The RZB Note
and the accrued and unpaid estimated income taxes owed by Regional
totaled approximately $2.3 million at June 30, 2012.  The RZB Note
is collateralized by all Regional assets and a pledge of the
common stock of Regional to RZB by the Partnership.  In addition,
the Partnership is liable for the federal and state late filing
penalties related to the Partnership's failure to deliver timely
Schedules K-1 for the 2008 Tax Year and the 2009 Tax Year to its
Unitholders of up to $3.5 million.  Central is also responsible
for contingencies associated with the TransMontaigne dispute.

"Substantially all of Central's assets are pledged or committed to
be pledged as collateral on the RZB Note, and therefore, Central
is unable to obtain additional financing collateralized by those
assets.  Until such time as the Storage Tank is placed back into
service and the only remaining available storage tank at June 30,
2012, is leased, Regional does not expect to have sufficient
working capital from operations to cover ongoing monthly debt
service obligations on the RZB Note, and therefore, the amount
which can be provided to Central, if any, to fund general overhead
is limited.  Should Central need additional capital in excess of
cash generated from operations to make the RZB Note payments, for
payment of the contingent liabilities, for expansion, repair of
the Storage Tank, capital improvements to existing assets, for
working capital or otherwise, its ability to raise capital would
be hindered by the existing pledge.  In addition, the Partnership
has obligations under existing registrations rights agreements.
These rights may be a deterrent to any future equity financings.
If additional amounts cannot be raised and cash flow is
inadequate, Central and/or Regional would be required to seek
other alternatives which could include the sale of assets, closure
of operations and/or protection under the U.S. bankruptcy laws.

"In view of the matters described in the preceding paragraphs,
recoverability of the recorded asset amounts shown in the
accompanying unaudited consolidated balance sheet is dependent
upon the ability of Central to (1) pay the estimated income tax
liabilities owed by Regional as they become due, (2) resolve
favorably the exposure for late tax filing penalties for the tax
years ended Dec. 31, 2008, and 2009, and non-delivery of Schedules
K-1, (3) satisfactorily resolving the TransMontaigne dispute (4)
satisfactorily completing the repairs associated with the Asphalt
Loss, (5) continue to receive waiver of salaries and expenses by
the Partnership's executive officers until sufficient working
capital is received, (6) receive additional advances from the
General Partner or distributions from Regional resulting from a
refinancing of the RZB Note and (7) continue to receive consent
from RZB to utilize remaining proceeds from the Sold Tractors
towards working capital.  At the present time, neither the General
Partner nor Regional has the financial ability to make such
advances, pending the successful conclusion of discussions to
obtain a new loan secured by the Regional assets and pay-off the
RZB Loan.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/YK02yy

Dallas, Tex.-based Central Energy Partners LP is a publicly-traded
Delaware limited partnership.  It currently provides liquid bulk
storage, trans-loading and transportation services for hazardous
chemicals and petroleum products through its wholly-owned
subsidiary, Regional Enterprises, Inc. ("Regional").

                          *     *     *

As reported in the TCR on April 5, 2012, Burton McCumber & Cortez,
L.L.P., in Brownsville, Texas, expressed substantial doubt about
Central Energy's ability to continue as a going concern, following
the Partnership's results for the fiscal year ended Dec. 31, 2011.
The independent auditors noted that the Company has insufficient
cash flow to pay its current debt obligations and contingencies as
they become due.


CENTRAL FEDERAL: Incurs $684,000 Net Loss in Second Quarter
-----------------------------------------------------------
Central Federal Corporation reported a net loss of $684,000 on
$1.20 million of net interest income for the three months ended
June 30, 2012, compared with a net loss of $1.91 million on
$1.63 million of net interest income for the same period during
the prior year.

The Company reported a net loss of $1.42 million on $2.47 million
of net interest income for the six months ended June 30, 2012,
compared with a net loss of $3.63 million on $3.37 million of net
interest income for the same period a year ago.

The Company's balance sheet at June 30, 2012, showed $225.61
million in total assets, $217.33 million in total liabilities and
$8.28 million in stockholders' equity.

Eloise L. Mackus, CEO, commented, "Our progress continues at a
steady pace.  We began our workout efforts in June of 2010.  From
then until June of 2011, nonperforming loans and criticized and
classified loans decreased 52% and 33%, respectively.  Over the
past year, nonperforming loans and criticized and classified loans
decreased by another 38% and 21%, respectively.  We remain
committed to the continued improvement of our asset quality."

A copy of the press release is available for free at:

                        http://is.gd/LqApDZ

                       About Central Federal

Fairlawn, Ohio-based Central Federal Corporation (Nasdaq: CFBK) is
the holding company for CFBank, a federally chartered savings
association formed in Ohio in 1892.  CFBank has four full-service
banking offices in Fairlawn, Calcutta, Wellsville and Worthington,
Ohio.

Central Federal reported a net loss of $5.42 million in 2011, a
net loss of $6.87 million in 2010, and a net loss of $9.89 million
in 2009.

In the auditors' report accompanying the consolidated financial
statements for the year ended Dec. 31, 2011, Crowe Horwath LLP, in
Cleveland, Ohio, expressed substantial doubt about the Company's
ability to continue as a going concern.  The Company's auditors
noted that the Holding Company and its wholly owned subsidiary
(CFBank) are operating under regulatory orders that require among
other items, higher levels of regulatory capital at CFBank.  The
Company has suffered significant recurring net losses, primarily
from higher provisions for loan losses and expenses associated
with the administration and disposition of nonperforming assets at
CFBank.  These losses have adversely impacted capital at CFBank
and liquidity at the Holding Company.  At Dec. 31, 2011,
regulatory capital at CFBank was below the amount specified in the
regulatory order.  Failure to raise capital to the amount
specified in the regulatory order and otherwise comply with the
regulatory orders may result in additional enforcement actions or
receivership of CFBank.

                        Regulatory Matters

On May 25, 2011, Central Federal Corporation and CFBank each
consented to the issuance of an Order to Cease and Desist (the
Holding Company Order and the CFBank Order, respectively, and
collectively, the Orders) by the Office of Thrift Supervision
(OTS), the primary regulator of the Holding Company and CFBank at
the time the Orders were issued.

The Holding Company Order required it, among other things, to: (i)
submit by June 30, 2011, a capital plan to regulators that
establishes a minimum tangible capital ratio commensurate with the
Holding Company's consolidated risk profile, reduces the risk from
current debt levels and addresses the Holding Company's cash flow
needs; (ii) not pay cash dividends, redeem stock or make any other
capital distributions without prior regulatory approval; (iii) not
pay interest or principal on any debt or increase any Holding
Company debt or guarantee the debt of any entity without prior
regulatory approval; (iv) obtain prior regulatory approval for
changes in directors and senior executive officers; and (v) not
enter into any new contractual arrangement related to compensation
or benefits with any director or senior executive officer without
prior notification to regulators.

The CFBank Order required CFBank to have by Sept. 30, 2011, and
maintain thereafter, 8% Tier 1 (Core) Capital to adjusted total
assets and 12% Total Capital to risk weighted assets.  CFBank will
not be considered well-capitalized as long as it is subject to
individual minimum capital requirements.

CFBank did not comply with the higher capital ratio requirements
by the Sept. 30, 2011, required date.


CEREPLAST INC: Had $3.9 Million Net Loss in Second Quarter
----------------------------------------------------------
Cereplast, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $3.9 million on $190,000 of sales for the
three months ended June 30, 2012, compared with a net loss of
$2.4 million on $7.6 million of sales for the corresponding period
last year.

According to the regulatory filing, the decrease in sales was due
to transitioning significant resources and efforts toward recovery
of past due accounts receivables from customers and minimizing any
additional exposure to our accounts receivable credit risk.  The
Company's current period sales were primarily prepaid shipments of
sample materials and nominal shipments to established existing
customers with low risk credit limits.

For the six months ended June 30, 2012, the Company had a net loss
of $6.3 million on $293,000 of sales, compared with a net loss of
$4.1 million on $14.9 million of sales for the same period of
2011.

The Company's balance sheet at June 30, 2012, showed $31.2 million
in total assets, $21.1 million in total liabilities, and
stockholders' equity of $10.1 million.

                         Bankruptcy Warning

"We have incurred a net loss of $6.3 million for the six months
ended June 30, 2012, and $14.0 million for the year ended Dec. 31,
2011, and have an accumulated deficit of $63.2 million as of
June 30, 2012.  Based on our operating plan, our existing working
capital will not be sufficient to meet the cash requirements to
fund our planned operating expenses, capital expenditures and
working capital requirements through Dec. 31, 2012, without
additional sources of cash.

"Our plan to address the shortfall of working capital is to
generate additional financing through a combination of sale of our
equity securities, additional funding from our new short-term
convertible debt financings, incremental product sales into new
markets with advance payment terms and collection of outstanding
past due receivables.  We are confident that we will be able to
deliver on our plans, however, there are no assurances that we
will be able to obtain any sources of financing on acceptable
terms, or at all.

"If we cannot obtain sufficient additional financing in the short-
term, we may be forced to curtail or cease operations or file for
bankruptcy."

A copy of the Form 10-Q is available for free at:

                       http://is.gd/2OGPyr

El Segundo, Calif.-based Cereplast, Inc., has developed and is
commercializing proprietary bio-based resins through two
complementary product families: Cereplast Compostables(R) resins
which are compostable, renewable, ecologically sound substitutes
for petroleum-based plastics, and Cereplast Sustainables(TM)
resins (including the Cereplast Hybrid Resins product line), which
replaces up to 90% of the petroleum-based content of traditional
plastics with materials from renewable resources.


CHILE MINING: Delays Second Quarter Form 10-Q for for Audit
-----------------------------------------------------------
Chile Mining Technologies, Inc., was unable to file its Form 10-Q
within the prescribed time period without unreasonable effort or
expense due to the fact that the audit of the Company's financial
statements for the year ended June 30, 2012, has not been
completed.  The Company anticipates that it will file its Form
10-Q within the five-day grace period provided by Exchange Act
Rule 12b-25.

                        About Chile Mining

Chile Mining Technologies Inc. is a mineral extraction company
based in the Republic of Chile, with copper as its principal "pay
metal."  Its founders, Messrs. Jorge Osvaldo Orellana Orellana and
Jorge Fernando Pizarro Arriagada, have refined the electrowin
process in a way that permits the electrowin process to be used at
a relatively small mine and/or tailings sites.  Electrowinning is
a process in which positive and negative electrodes are placed in
an acidic solution containing copper ions, and an electric current
passed through the solution causes the copper to be deposited on
the negative electrodes so that it can be collected.

Schwartz Levitsky Feldman LLP, in Toronto, Ontario, Canada,
expressed substantial doubt about Chile Mining's ability to
continue as a going concern following the fiscal year ended March
31, 2012, annual report.  The independent auditors noted that
the continuance of the Company is dependent upon its ability to
obtain financing and upon future profitable operations from the
production of copper.

The Company reported a net loss of US$3.95 million on US$433,554
of sales in fiscal 2012, compared with a net loss of
US$7.25 million on US$188,227 of sales in fiscal 2011.

The Company's balance sheet at March 31, 2012, showed
US$5.92 million in total assets, US$7.37 million in total
liabilities, and a stockholders' deficit of US$1.45 million.


CHINA 3C: Had $3.4 Million Net Loss in Second Quarter
-----------------------------------------------------
China 3C Group filed its quarterly report on Form 10-Q, reporting
a net loss of $3.4 million on $6.9 million of sales for the
three months ended June 30, 2012, compared with a net loss of
$5.7 million on $15.7 million of sales for the same period last
year.

For the six months ended June 30, 2012, the Company had a net loss
of $8.1 million on $14.6 million of sales, compared with a net
loss of $10.2 million on $33.7 million of sales for the same
period of 2011.

The Company's balance sheet at June 30, 2012, showed $8.2 million
in total assets, $2.6 million in total liabilities, and
stockholders' equity of $5.6 million.

As reported in the TCR on April 20, 2012, Goldman Kurland and
Mohidin LLP, in Encino, California, expressed substantial doubt
about China 3C Group's ability to continue as a going concern,
following the Company's results for the fiscal year ended Dec. 31,
2011.  The independent auditors noted that the Company has
incurred significant losses from operations for the past three
years.  "In addition, the Company's cash position substantially
deteriorated from 2010."

A copy of the Form 10-Q is available for free at:

                       http://is.gd/I0qlBX

Located in HangZhou City, Zhejiang Province, China, China 3C Group
was incorporated on Aug. 20, 1998, under the laws of the State of
Nevada.  China 3C operated in three segments in 2012.  Hangzhou
Wang Da Electronics Company Limited mainly operates mobile phones,
Yiwu Yong Xin Communication Limited mainly operates office
communication products and Jinhua Baofa Logistic Ltd. provides
logistics to businesses in Eastern China.


CHINA GREEN: Delays Form 10-Q for Second Quarter
------------------------------------------------
China Green Creative, Inc., was not able to file its quarterly
report on Form 10-Q for the period ended June 30, 2012, by the
Aug. 14, 2012, filing deadline.  The Company is in the process of
preparing its consolidated financial statements as of and for the
three months ended June 30, 2012.  The Company undertakes the
responsibility to file that quarterly report no later than five
calendar days after its original due date.

                         About China Green

China Green Creative, Inc., located in Shenzhen, Guangdong
Province, People's Republic of China, is principally engaged in
the distribution of consumer goods and electronic products in the
PRC.

After auditing the 2011 results, Madsen & Associates CPA's, Inc.,
in Salt Lake City, Utah, expressed substantial doubt about China
Green Creative's ability to continue as a going concern.  The
independent auditor noted that the Company does not have the
necessary working capital to service its debt and for its planned
activity.

The Company reported a net loss of $344,901 on $1.93 million of
revenues for 2011, compared with a net loss of $3.35 million on
$2.78 million of revenues for 2010.

The Company's balance sheet at March 31, 2012, showed $5.52
million in total assets, $8.04 million in total liabilities and a
$2.52 million total stockholders' deficit.


CHINA TELETECH: Reports $971,600 Net Income in Second Quarter
-------------------------------------------------------------
China Teletech Holding, Inc., filed its quarterly report on Form
10-Q, reporting net income of $971,670 on $8.0 million of sales
for the three months ended June 30, 2012, compared with net income
of $1,167 on $3.5 million of sales for the comparable period a
year earlier.

The increase in net profits was mainly due to the increase in
gross profits, the gain from disposal of a subsidiary less the
increase in the general and administrative expenses.

For the six months ended June 30, 2012, the Company had net income
of $2.6 million on $11.1 million of sales, compared with net
income of $159,366 on $12.7 million of sales for the same period
of 2011.  The increase was mainly due to the gain from disposal of
a subsidiary and the gain on forgiveness of long term debt, less
the increase in the general and administrative expenses.

The Company's balance sheet at June 30, 2012, showed $4.2 million
in total assets, $2.4 million in total liabilities, and
stockholders' equity of $1.8 million.

"As of June 30, 2012, the Company has an accumulated loss of
$3,978,607 due to the fact that the Company incurred losses over
the past several years.  It affected the Company's ability to pay
PRC government tax and Debentures," the Company said in the
filing.

"However, as the Company fulfilled the required obligations of a
settlement agreement dated Nov. 28, 2011, with holders of the
Debentures, the principle amount was reduced from $2,866,323 to
$1,300,000 and it became a non-current liability.  In addition,
the Company disposed of a subsidiary, GGT, together with its
related VAT payable $1,221,729 on June 30, 2012.  As a result, the
Company turned to a net current asset financial position and
improved its ability to pay current and non-current liabilities."

A copy of the Form 10-Q is available for free at:

                       http://is.gd/2tBSsZ

Tallahassee, Fla.-based China Teletech Holding, Inc., formerly
Guangzhou Global Telecom, Inc., is a nationally distributor of
pre-paid calling card and integrated mobile phone handsets and a
provider of mobile handset value-added services.  The Company is
an independent qualified corporation that serves as one of
principal distributors of China Telecom, China Unicom, and China
Mobile products in Guangzhou City.

*     *     *

Samuel H. Wong & Co., LLP, in San Mateo, Calif., expressed
substantial doubt about Guangzhou Global's ability to continue as
a going concern, following the Company's results for the year
ended Dec. 31, 2011.  The independent auditors noted that the
Company has incurred substantial losses, and has difficulty to pay
the PRC government Value Added Tax and past due Debenture Holders
Settlement.


CHINA TEL GROUP: Delays Form 10-Q for Second Quarter
----------------------------------------------------
VelaTel Global Communications, Inc., formerly known as China Tel
Group Inc., informed the U.S. Securities and Exchange Commission
that it will be delayed in filing its quarterly report on Form
10-Q for the period ended June 30, 2012.  The Company requires
additional time to complete disclosure items and for review by
professional advisors.

                          About China Tel

Based in San Diego, California, and Shenzhen, China, China Tel
Group, Inc. (OTC BB: CHTL) -- http://www.ChinaTelGroup.com/--
provides high speed wireless broadband and telecommunications
infrastructure engineering and construction services.  Through its
controlled subsidiaries, the Company provides fixed telephony,
conventional long distance, high-speed wireless broadband and
telecommunications infrastructure engineering and construction
services.  ChinaTel is presently building, operating and deploying
networks in Asia and South America: a 3.5GHz wireless broadband
system in 29 cities across the People's Republic of China with and
for CECT-Chinacomm Communications Co., Ltd., a PRC company that
holds a license to build the high speed wireless broadband system;
and a 2.5GHz wireless broadband system in cities across Peru with
and for Perusat, S.A., a Peruvian company that holds a license to
build high speed wireless broadband systems.

After auditing the 2011 results, Kabani & Company, Inc., in Los
Angeles, California, expressed substantial doubt as to the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company has incurred a net loss for the
year ended Dec. 31, 2011, cumulative losses of $254 million since
inception, a negative working capital of $16.4 million and a
stockholders' deficiency of $9.93 million.

The Company reported a net loss of $21.79 million in 2011,
compared with a net loss of $66.62 million in 2010.

The Company's balance sheet at March 31, 2012, showed
$13.57 million in total assets, $19.53 million in total
liabilities and a $5.95 million total stockholders' deficiency.


CHISEN ELECTRIC: Had $10.5 Million Net Loss in June 30 Quarter
--------------------------------------------------------------
Chisen Electric Corporation filed its quarterly report on Form
10-Q, reporting a net loss of $10.5 million on $20.4 million of
revenues for the three months ended June 30, 2012, compared with
net income of $8.3 million on $35.4 million of revenues for the
three months ended June 30, 2011.

"Net loss including non-controlling interest was $10,487,000 for
three months ended June 30, 2012, as compared with a net income of
$8,304,000 for the corresponding period in 2011.  The decrease of
$18,791,000 was mainly attributable to an increase in sales,
marketing and distribution expenses, general and administrative
expenses, other expenses, net, and interest expenses of
$3,247,000, $724,000, $963,000, and $2,176,000, respectively as
well as decrease in net gain on extraordinary items of
$11,136,000."

The Company's balance sheet at June 30, 2012, showed
$263.9 million million in total assets, $247.5 million in total
liabilities, and stockholders' equity of $16.4 million.

"The Company had negative working capital of $50,883,000 as of
June 30, 2012, and incurred loss [attributable to CIEC common
stockholders] of US$10,408,000 for the three months ended June 30,
2012.  These conditions raised substantial doubt about the
Company's ability to continue as going concern."

A copy of the Form 10-Q is available for free at:

                       http://is.gd/erG7cf

Headquartered in Changxing, Zhejiang Province, The People's
Republic of China, Chisen Electric Corporation produces and sells
sealed lead-acid motive batteries, also known as valve regulated
lead-acid motive batteries (VRLA batteries) in China's personal
transportation device market.  The Company's motive battery
products, sold under the Company's own brand name "Chisen", are
predominantly used in electric bicycles and are distributed and
sold in China.

                           *     *     *

As reported in the TCR on July 5, 2012, Mazars CPA Limited, in
Hong Kong, expressed substantial doubt about Chisen Electric's
ability to continue as a going concern, following the Company's
results for the year ended March 31, 2012.  The independent
auditors noted that the Company had a negative working capital as
of March 31, 2012, and incurred loss for the year then ended.


CIRCUS AND ELDORADO: Files Second Plan Supplement
-------------------------------------------------
BankruptcyData.com reports that Circus and Eldorado Joint Venture
filed with the U.S. Bankruptcy Court a Second Plan Supplement for
its First Amended Joint Chapter 11 Plan of Reorganization. The
supplement contains the following documents: New Second Lien
Indenture, Cram-Down Indenture, Form of Intercreditor Agreement,
and New Subordinated Notes.

                     About Circus and Eldorado

Circus and Eldorado Joint Venture and Silver Legacy Capital Corp.
filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case Nos. 12-51156
and 12-51157) on May 17, 2012.

Circus and Eldorado Joint Venture owns and operates the Silver
Legacy Resort Casino, a 19th century silver mining themed hotel,
casino and entertainment complex located in downtown Reno, Nevada.
The casino and entertainment areas at Silver Legacy are connected
by skyway corridors to the neighboring Eldorado Hotel & Casino and
the Circus Circus Hotel and Casino, each of which are owned by
affiliates of the Debtors.  Together, the three properties
comprise the heart of the Reno market's prime gaming area and room
base.

Silver Legacy Capital is a wholly owned subsidiary of the Joint
Venture and was created and exists for the sole purpose of serving
as a co-issuer of the mortgage notes due 2012.  SLCC has no
operations, assets or revenues.

Eldorado Hotel & Casino and Circus Circus Hotel and Casino are not
debtors in the Chapter 11 cases.

The Company did not make the required principal payment of its
10.125% mortgage notes on the maturity date of March 1, 2012.  The
company also elected not to make the scheduled interest payment.

As a result, an aggregate of $142.8 million principal amount of
Notes were outstanding and accrued interest of $7.23 million on
the Notes, as of March 1, 2012, is due and payable.

The Debtors have entered into a Restructuring Support Agreement
with Capital Research and Management Company, a holder of a
substantial portion of the mortgage notes.  A copy of the RSA
dated March 15, 2012, is available for free at http://is.gd/diDPh3
The RSA contemplates a proposed plan will be filed no later than
June 1, 2012.   The plan will contain creditor treatments that
have already been negotiated with and agreed to by creditor
constituents.  The Debtors will seek approval of the explanatory
disclosure statement within 45 days after the Petition Date and
obtain confirmation of the Plan 60 days later.

Judge Bruce T. Beesley presides over the case.  Paul S. Aronzon,
Esq., and Thomas P. Kreller, Esq., at Milbank, Tweed, Hadley &
McCloy LLP; and Sallie B. Armstrong, Esq., at Downey Brand LLP,
serve as the Debtors' counsel.  The Debtors' financial advisor is
FTI Consulting Inc.  The claims agent is Kurtzman Carson
Consultants LLC.

The Bank of New York Mellon Trust Company, N.A., the trustee for
the Debtors' 10-1/8% Mortgage Notes due 2012, is represented by
Craig A. Barbarosh, Esq., and Karen B. Dine, Esq., at Pillsbury
Winthrop Shaw Pittman LLP.

Circus and Eldorado Joint Venture disclosed $264,649,800 in assets
and $158,753,490 in liabilities as of the Chapter 11 filing.
The petitions were signed by Stephanie D. Lepori, chief financial
officer.

The Plan dated June 1, 2012, pays much of its debt in cash and the
balance with new secured liens.

August B. Landis, Acting U.S. Trustee for Region 17, appointed
three creditors to serve in the Official Committee of Unsecured
Creditors in the Debtors' Chapter 11 cases.  Stutman, Treister &
Glatt Professional Corporation represents the Committee.


CLARION RIVERVIEW: Case Summary & 2 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Clarion Riverview Apartments, Inc.
        800 Greencrest Drive
        Shippenville, PA 16254

Bankruptcy Case No.: 12-11152

Chapter 11 Petition Date: August 14, 2012

Court: U.S. Bankruptcy Court
       Western District of Pennsylvania (Erie)

Judge: Thomas P. Agresti

Debtor's Counsel: Lawrence C. Bolla, Esq.
                  QUINN LAW FIRM
                  2222 West Grandview Boulevard
                  Erie, PA 16506-4508
                  Tel: (814) 833-2222
                  E-mail: lbolla@quinnfirm.com

                         - and ?

                  Michael P. Kruszewski, Esq.
                  QUINN LAW FIRM
                  2222 West Grandview Boulevard
                  Erie, PA 16506
                  Tel: (814) 833-2222
                  Fax: (814) 835-2076
                  E-mail: mkruszewski@quinnfirm.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

A copy of the Company's list of its two largest unsecured
creditors filed with the petition is available for free at:
http://bankrupt.com/misc/pawb12-11152.pdf

The petition was signed by Arthur E. Bushyeager, president.


COMMONWEALTH BIOTECH: Delays Form 10-Q for Second Quarter
---------------------------------------------------------
During the year ended Dec. 31, 2011, Commonwealth Biotechnologies,
Inc., disposed of two material assets.  The assets sold were a
foreign subsidiary and a building consisting of office and
laboratory space.  These sales occurred during the second and
fourth quarters of 2011.  In order to ensure that these
transactions are properly accounted for in accordance with GAAP
and to provide the time needed for the Company's auditors to
complete their review for the quarter ended June 30, 2012, the
Company needs an extension of the prescribed time period to file
its Form 10-Q for the quarter ended June 30, 2012.  The Company
will file its Form 10-Q within the time constraints provided by
Rule 12b-25 promulgated under the Securities Exchange Act of 1934,
as amended.

                 About Commonwealth Biotechnologies

Based in Midlothian, Virginia, Commonwealth Biotechnologies, Inc.,
was a specialized life sciences outsourcing business that offered
cutting-edge expertise and a complete array of Peptide-based
discovery chemistry and biology products and services through its
wholly owned subsidiary Mimotopes Pty Limited.

Commonwealth Biotechnologies Inc. filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Va. Case No. 11-30381) on Jan. 20, 2011.
Judge Kevin R. Huennekens presides over the case.  Paula S. Beran,
Esq., at Tavenner & Beran, PLC, represents the Debtor.  The Debtor
estimated both assets and debts of between $1 million and
$10 million.

On April 7, 2011, the Bankruptcy Court approved the private sale
of Mimotopes for a gross sales price of $850,000.  The sale closed
on April 29, 2011.  Mimotopes was deconsolidated during the second
quarter of 2011.

The Company reported a net loss of $227,888 on $0 of revenue in
2011, compared with a net loss of $1 million on $0 of revenue in
2010.

The Company's balance sheet at March 31, 2012, showed $1.30
million in total assets, $1.78 million in total liabilities and a
$478,727 total stockholders' deficit.

In the auditors' report accompanying the consolidated financial
statements for the year ended Dec. 31, 2011, Witt Mares, PLC, in
Richmond, Virginia, noted that the Company's recurring losses from
operations and inability to generate sufficient cash flow to meet
its obligations and sustain its operations raise substantial doubt
about its ability to continue as a going concern.


COMMUNITY WEST: Posts $591,000 Net Loss in Second Quarter
---------------------------------------------------------
Community West Bancshares filed its quarterly report on Form 10-Q,
reporting a net loss of $591,000 on net interest income of
$6.6 million for the three months ended June 30, 2012, compared
with a net loss of $221,000 on net interest income of $7.1 million
for the same period last year.

For the six months ended June 30, 2012, the Company had net income
of $228,000 on $13.1 million of net interest income, compared with
net income of $375,000 on $14.2 million of net interest income for
the same period of 2011.

The Company's balance sheet at June 30, 2012, showed
$573.0 million in total assets, $522.6 million in total
liabilities, and stockholders' equity of $50.4 million.

             Bank May Not Be Deemed "Well Capitalized

According to the regulatory filing, on Jan. 26, 2012, the Bank,
entered into a consent agreement with the Comptroller of the
Currency ("OCC"), the Bank's primary banking regulator, which
requires the Bank to take certain corrective actions to address
certain deficiencies in the operations of the Bank, as identified
by the OCC (the "OCC Agreement").

"Article III of the OCC Agreement requires a capital plan and
requires that the Bank achieve and maintain a Tier 1 Leverage
Capital ratio of 9% and Total Risk-Based Capital ratio of 12% on
or before May 25, 2012.  The Bank's Board of Directors has
incorporated a three-year capital plan into the Bank's strategic
plan.  The Bank successfully met the minimum capital requirements
as of May 25, 2012.  otwithstanding that the Bank has achieved the
required minimum capital ratios required by the OCC Agreement, the
existence of a requirement to maintain a specific capital level in
the OCC Agreement means that the Bank may not be deemed "well
capitalized" under applicable banking regulations."

A copy of the Form 10-Q is available for free at:

                       http://is.gd/qfb5CP

Goleta, Calif.-based Community West Bancshares ("CWBC") was
incorporated in the State of California on Nov. 26, 1996, for the
purpose of forming a bank holding company.  On Dec. 31, 1997, CWBC
acquired a 100% interest in Community West Bank, National
Association.  Effective that date, shareholders of CWB became
shareholders of CWBC in a one-for-one exchange.  The acquisition
was accounted at historical cost in a manner similar to pooling-
of-interests.

Community West Bancshares is a bank holding company.  CWB is the
sole bank subsidiary of CWBC.  CWBC provides management and
shareholder services to CWB.


COMMUNICATION INTELLIGENCE: Incurs $746,000 Net Loss in Q2
----------------------------------------------------------
Communication Intelligence Corporation filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $746,000 on $525,000 of total
revenue for the three months ended June 30, 2012, compared with a
net loss of $1.05 million on $326,000 of total revenue for the
same period during the prior year.

The Company reported a net loss of $1.56 million on $1.19 million
of total revenue for the six months ended June 30, 2012, compared
with a net loss of $2.38 million on $604,000 of total revenue for
the same period a year ago.

The Company reported a net loss of $4.50 million for 2011,
compared with a net loss of $4.16 million for 2010.

The Company's balance sheet at June 30, 2012, showed $2.76 million
in total assets, $4.09 million in total liabilities and a $1.33
million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/8T3Cup

                 About Communication Intelligence

Redwood Shores, California-based Communication Intelligence
Corporation is a supplier of electronic signature products and the
recognized leader in biometric signature verification.

In its audit report accompanying the financial statements for
2011, PMB Helin Donovan, LLP, in San Francisco, Calif.,
expressed substantial doubt about Communication Intelligence's
ability to continue as a going concern.  The independent auditors
noted that of the Company's significant recurring losses and
accumulated deficit.


COMPETITIVE TECHNOLOGIES: Delays Form 10-Q for Second Quarter
-------------------------------------------------------------
Competitive Technologies, Inc., has experienced delays in
completing its financial statements for the fiscal quarter ended
June 30, 2012.  As a result, the Company is delayed in filing its
Form 10-Q for the quarter then ended.

                  About Competitive Technologies

Fairfield, Conn.-based Competitive Technologies, Inc. (OTC QX:
CTTC) -- http://www.competitivetech.net/-- was established in
1968.  The Company provides distribution, patent and technology
transfer, sales and licensing services focused on the needs of its
customers and matching those requirements with commercially viable
product or technology solutions.  Sales of the Company's
Calmare(R) pain therapy medical device continue to be the major
source of revenue for the Company.

After auditing the 2011 results, Mayer Hoffman McCann CPAs, in New
York, expressed substantial doubt about the Company's ability to
continue as a going concern.  The independent auditors noted that
the Company has incurred operating losses since fiscal year 2006.

The Company reported a net loss of $3.59 million in 2011.  The
Company reported a net loss of $2.40 million on $163,993 of
product sales for the five months ended Dec. 31, 2010.

The Company's balance sheet at March 31, 2012, showed $4.66
million in total assets, $6.82  million in total liabilities, all
current, and a $2.15 million total shareholders' deficit.


CRYOPORT INC: Incurs $1.5 Million Net Loss in June 30 Quarter
-------------------------------------------------------------
CryoPort, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.54 million on $191,299 of net revenues for the three months
ended June 30, 2012, compared with a net loss of $2.05 million on
$123,751 of net revenues for the same period a year ago.

The Company's balance sheet at June 30, 2012, showed $4.23 million
in total assets, $1.96 million in total liabilities and $2.26
million in total stockholders' equity.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/MAtwXs

                         About CryoPort Inc.

Headquartered in Lake Forest, Calif., CryoPort, Inc. (OTC BB:
CYRXD) -- http://www.cryoport.com/-- provides innovative cold
chain frozen shipping system dedicated to providing superior,
affordable cryogenic shipping solutions that ensure the safety,
status and temperature of high value, temperature sensitive
materials.  The Company has developed a line of cost-effective
reusable cryogenic transport containers capable of transporting
biological, environmental and other temperature sensitive
materials at temperatures below 0-degree Celsius.

The Company reported a net loss of $7.83 million for the year
ended March 31, 2012, compared with a net loss of $6.15 million
during the prior fiscal year.

KMJ Corbin & Company LLP, in Costa Mesa, California, issued a
"going concern" qualification on the consolidated financial
statements for the fiscal year ended March 31, 2012.  The
independent auditors noted that the Company has incurred recurring
operating losses and has had negative cash flows from operations
since inception.  Although the Company has working capital of
$4,024,120 and cash & cash equivalents of $4,617,535 at March 31,
2012, management has estimated that cash on hand, which include
proceeds from the offering received in the fourth quarter of
fiscal 2012, will only be sufficient to allow the Company to
continue its operations only into the fourth quarter of fiscal
2013.  These matters raise substantial doubt about the Company's
ability to continue as a going concern.


CUI GLOBAL: Kjell Qvale Discloses 7.7% Equity Stake
---------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Kjell H. Qvale disclosed that, as of Aug. 10, 2012, he
beneficially owns 840,770 shares of common stock of CUI Global
Inc. representing 7.7% of the shares outstanding.  A copy of the
filing is available for free at http://is.gd/ObWOXD

                         About CUI Global

Tualatin, Ore.-based CUI Global, Inc., formerly known as Waytronx,
Inc., is a platform company dedicated to maximizing shareholder
value through the acquisition, development and commercialization
of new, innovative technologies.

CUI Global reported a net loss allocable to common stockholders of
$48,763 in 2011, compared with a net loss allocable to common
stockholders of $7.01 million in 2010.

As reported by the TCR on April 8, 2011, Webb & Company, in
Boynton Beach, Florida, expressed substantial doubt about CUI
Global's ability to continue as a going concern.  The independent
auditors noted that the Company has a net loss of $7,015,896, a
working capital deficiency of $675,936 and an accumulated deficit
of $73,596,738 at Dec. 31, 2010.  Webb & Company did not include a
"going cocern qualification" in its report on the Company's 2011
financial results.

The Company's balance sheet at June 30, 2012, showed
$35.42 million in total assets, $11.28 million in total
liabilities, and $24.13 million in total stockholders' equity.


CYCLONE POWER: Incurs $883,669 Net Loss in Second Quarter
---------------------------------------------------------
Cyclone Power Technologies, Inc., filed with the U.S. Securities
and Exchange and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $883,669 on $380,445 of revenue for
the three months ended June 30, 2012, compared with a net loss of
$2.68 million on $0 of revenue for the same period during the
prior year.

The Company reported a net loss of $1.66 million on $380,445 of
revenue for the six months ended June 30, 2012, compared with a
net loss of $22.43 million on $0 of revenue for the same period a
year ago.

The Company's balance sheet at June 30, 2012, showed $1.68 million
in total assets, $3.79 million in total liabilities and a $2.11
million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/fJI9QO

                       About Cyclone Power

Pompano Beach, Fla.-based Cyclone Power Technologies, Inc. (Pink
Sheets: CYPW) is a clean-tech engineering company, whose business
is to develop, commercialize and license its patented Rankine
cycle engine technology for applications ranging from renewable
power generation to transportation.  The Company is the successor
entity to the business of Cyclone Technologies LLLP, a limited
liability limited partnership formed in Florida in June 2004.
Cyclone Technologies LLLP was the original developer and
intellectual property holder of the Cyclone engine technology.

The Company reported a net loss of $23.70 million in 2011,
compared with a net loss of $2.02 million in 2010.

In its audit report for the year ended Dec. 31, 2011, results,
Mallah Furman, in Fort Lauderdale, FL, noted that the Company's
dependence on outside financing, lack of sufficient working
capital, and recurring losses raises substantial doubt about its
ability to continue as a going concern.


DAIS ANALYTIC: Reports $299,500 Net Income in Second Quarter
------------------------------------------------------------
Dais Analytic Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $299,497 on $649,015 of revenue for the three months
ended June 30, 2012, compared with net income of $791,585 on $1.12
million of revenue for the same period during the prior year.

The Company reported net income of $281,114 on $1.68 million of
revenue for the six months ended June 30, 2012, compared with a
net loss of $2.49 million on $1.98 million of revenue for the same
period a year ago.

The Company's balance sheet at June 30, 2012, showed $1.16 million
in total assets, $5.81 million in total liabilities and a $4.64
million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/IiMdua

                        About Dais Analytic

Odessa, Fla.-based Dais Analytic Corporation has developed and
patented a nano-structure polymer technology, which is being
commercialized in products based on the functionality of these
materials.  The initial product focus of the Company is ConsERV,
an energy recovery ventilator.  The Company also has new product
applications in various developmental stages.

In the auditors' report accompanying the financial statements for
year ended Dec. 31, 2011, Cross, Fernandez & Riley LLP, in
Orlando, Florida, expressed substantial doubt about the Company's
ability to continue as a going concern.  The independent auditors
noted that the Company has incurred significant losses since
inception and has a working capital deficit and stockholders'
deficit of $3.22 million and $4.90 million at Dec. 31, 2011.

The Company reported a net loss of $2.33 million in 2011,
compared with a net loss of $1.43 million in 2010.


DELTA OIL & GAS: Had $185,600 Net Loss in Second Quarter
--------------------------------------------------------
Delta Oil & Gas, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of US$185,668 on US$121,057 of revenue for
the three months ended June 30, 2012, compared with net income of
US$81,471 on US$405,068 of revenue for the same period last year.

For the six months ended June 30, 2012, the Company had a net loss
of US$289,921 on US$247,775 of revenue, compared with net income
of US$19,912 on US$815,592 of revenue for the corresponding period
in 2011.

The Company's balance sheet at June 30, 2012, showed
US$2.0 million in total assets, US$148,390 in total liabilities,
and stockholders' equity of US$1.8 million.

"The Company has incurred a net loss of $5,762,604 since
inception.  To achieve profitable operations, the Company requires
additional capital for obtaining producing oil and gas properties
through either the purchase of producing wells or successful
exploration activity.  Management believes that sufficient funding
will be available to meet its business objectives including
anticipated cash needs for working capital and is currently
evaluating several financing options.  However, there can be no
assurance that the Company will be able to obtain sufficient funds
to continue the development of its properties and, if successful,
to commence the sale of its projects under development.  As a
result of the foregoing, there exists substantial doubt {about]
the Company's ability to continue as a going concern.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/GHXQBq

As reported in the TCR on April 5, 2012, Mark Bailey & Company,
Ltd., in Reno, Nevada, expressed substantial doubt about Delta
Oil's ability to continue as a going concern, following the
Company's results for the fiscal year ended Dec. 31, 2011.  The
independent auditors noted that the Company has incurred recurring
losses from operations.

About Delta Oil & Gas

Vancouver, Canada-based Delta Oil & Gas, Inc., is engaged in the
acquisition, development and production of oil and natural gas
properties in North America.


DEWEY & LEBOEUF: Deal Serves as Bankruptcy Blueprint, Experts Say
-----------------------------------------------------------------
Megan Leonhardt at Bankruptcy Law360 reports that with former
Dewey & LeBoeuf LLP partners already agreeing to pay over
$70 million to settle proposed clawback claims, experts say that
the firm's early settlement approach will likely win approval and
could act as a road map in future law firm collapses.

Bankruptcy Law360 relates that more than half of former Dewey
partners have already agreed to pay $70 million in exchange for an
agreement that would block any future clawback litigation from the
firm and creditors, leaping over the $50 million the threshold.


                       About Dewey & LeBoeuf

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

Dewey & LeBoeuf was formed by the 2007 merger of Dewey Ballantine
LLP and LeBoeuf, Lamb, Greene & MacRae LLP.  At its peak, Dewey
employed about 2,000 people with 1,300 lawyers in 25 offices
across the globe.  When it filed for bankruptcy, only 150
employees were left to complete the wind-down of the business.

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

The firm's ownership interest in its practice in Warsaw, Poland,
was sold to the firm of Greenberg Traurig PA on May 11 for
US$6 million.  The Pension benefit Guaranty Corp. took US$2
million of the proceeds as part of a settlement.  The Debtor
disclosed $368,117,240 in assets and $348,817,408 in liabilities
as of the Chapter 11 filing.

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

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

The U.S. Trustee formed two committees -- one to represent
unsecured creditors and the second to represent former Dewey
partners.  The Former Partners hired lawyers at Kasowitz, Benson,
Torres & Friedman LLP, as counsel.  The Official Committee of
Unsecured Creditors tapped Deloitte Financial Advisory Services
LLP as its financial advisor.


DEWEY & LEBOEUF: Ex-Partners Commit $70MM to Clawback Deal
----------------------------------------------------------
Megan Leonhardt at Bankruptcy Law360 reports that Dewey & LeBoeuf
LLP's bankruptcy restructuring team has secured more than
$70 million from former partners in a proposed $90.4 million
settlement deal that would shield attorneys from potential
clawback litigation, according to an update sent to partners
Friday.

Bankruptcy Law360 relates that the firm's former partners had
until 5 p.m. on Thursday to sign a proposed settlement deal in
which they said they would pay the money in exchange for an
agreement that would block any future clawback litigation from the
firm and creditors.

                       About Dewey & LeBoeuf

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

Dewey & LeBoeuf was formed by the 2007 merger of Dewey Ballantine
LLP and LeBoeuf, Lamb, Greene & MacRae LLP.  At its peak, Dewey
employed about 2,000 people with 1,300 lawyers in 25 offices
across the globe.  When it filed for bankruptcy, only 150
employees were left to complete the wind-down of the business.

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

The firm's ownership interest in its practice in Warsaw, Poland,
was sold to the firm of Greenberg Traurig PA on May 11 for
US$6 million.  The Pension benefit Guaranty Corp. took US$2
million of the proceeds as part of a settlement.  The Debtor
disclosed $368,117,240 in assets and $348,817,408 in liabilities
as of the Chapter 11 filing.

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

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

The U.S. Trustee formed two committees -- one to represent
unsecured creditors and the second to represent former Dewey
partners.  The Former Partners hired lawyers at Kasowitz, Benson,
Torres & Friedman LLP, as counsel.  The Official Committee of
Unsecured Creditors tapped Deloitte Financial Advisory Services
LLP as its financial advisor.


DEX MEDIA EAST: Bank Debt Trades at 45% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Dex Media East LLC
is a borrower traded in the secondary market at 55.30 cents-on-
the-dollar during the week ended Friday, Aug. 17, an increase of
1.66 percentage points from the previous week according to data
compiled by LSTA/Thomson Reuters MTM Pricing and reported in The
Wall Street Journal.  The Company pays 250 basis points above
LIBOR to borrow under the facility.  The bank loan matures on Oct.
24, 2014.  The loan is one of the biggest gainers and losers among
165 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

                About R.H. Donnelley & Dex Media East

Dex One, headquartered in Cary, North Carolina, is a local
business marketing services company that includes print
directories and online voice and mobile search.

R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media
East LLC, Dex Media West LLC and Dex Media Inc., filed for Chapter
11 protection (Bank. D. Del. Case No. 09-11833 through 09-11852)
on May 28, 2009.  They emerged from bankruptcy on Jan. 29, 2010.
On the Effective Date and in connection with its emergence from
Chapter 11, RHD was renamed Dex One Corporation.

Dex One reported a net loss of $518.96 million in 2011 compared
with a net loss of $923.59 million for the eleven months ended
Dec. 31, 2010.

                           *     *     *

As reported in the April 2, 2012 edition of the TCR, Moody's
Investors Service has downgraded the corporate family rating (CFR)
for Dex One Corporation's to Caa3 from B3 based on Moody's view
that a debt restructuring is inevitable.  Moody's has also changed
Dex's Probability of Default Rating (PDR) to Ca/LD from B3
following the company's purchase of about $142 million of par
value bank debt for about $70 million in cash.  The Caa3 rating
also reflects Moody's view that additional exchanges at a discount
are likely in the future since the company amended its bank
covenants to make it possible to repurchase additional bank debt
on the open market through the end of 2013.

As reported by the TCR on April 4, 2012, Standard & Poor's Ratings
Services raised its corporate credit rating on Cary, N.C.-based
Dex One Corp. and related entities to 'CCC' from 'SD' (selective
default).  "The upgrade reflects our assessment of the company's
credit profile after the completion of the subpar repurchase
transaction in light of upcoming maturities, future subpar
repurchases, and our expectation of a continued week operating
outlook," explained Standard & Poor's credit analyst Chris
Valentine.


DIRECT MARKETS: Posts $9 Million Net Loss in Second Quarter
-----------------------------------------------------------
Direct Markets Holdings Corp., fka. Rodman & Renshaw Capital
Group, Inc., filed its quarterly report on Form 10-Q, reporting a
net loss of $9.0 million on $6.7 million of revenues for the three
months ended June 30, 2012, compared with a net loss of
$7.9 million on $15.9 million of revenues for the same period last
year.

For the six months ended June 30, 2012, the Company had a net loss
of $7.0 million on $32.2 million of revenues, compared with a net
loss of $8.1 million on $43.2 million of revenues for the same
period of 2011.

The Company's balance sheet at June 30, 2012, showed $28.2 million
in total assets, $13.1 million in total liabilities, and
stockholders' equity of $15.1 million.

According to the regulatory filing, the Company has experienced
recurring losses from operations, and such losses may continue for
the foreseeable future.

"As of Aug. 9, 2012, the Company had approximately $6.8 million in
liquid assets.  If the Company cannot generate revenue in the near
term, it will need to raise additional capital to continue to fund
its operating activities.  The Company is currently exploring
several financing and strategic options; however, there can be no
assurance that the Company will be able to complete any such
transaction in a timely manner, if at all, and cannot predict what
the terms of any such transaction will be.  Any financing or
strategic transaction may be dilutive to existing stockholders and
may include covenants restricting the Company's ability to operate
freely or make it more difficult for the Company to raise money in
the future.

"If the Company's capital raising and/or strategic initiative
efforts are unsuccessful, its inability to finance ongoing
operations could have a material adverse effect on the Company's
financial position, results of operations and business and the
Company may have to curtail its operations.  These factors raise
substantial doubt about the Company's ability to continue as a
going concern."

A copy of the Form 10-Q is available for free at:

                       http://is.gd/3ANSiI

New York City-based Direct Markets Holdings Corp. (NASDAQ: MKTS)
is a full-service investment bank dedicated to providing corporate
finance, strategic advisory and related services to public and
private companies across multiple sectors and regions.  Direct
Markets Holdings Corp. is a holding company with a number of
direct and indirect subsidiaries, including Direct Markets, Inc.,
and Rodman & Renshaw, LLC.


DRINKS AMERICAS: Incurs $783,000 Net Loss in Fiscal 2012
--------------------------------------------------------
Drinks Americas Holdings, Ltd., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing
a net loss of $783,088 on $4.39 million of net sales for the year
ended April 30, 2012, compared with a net loss of $4.58 million on
$497,453 of net sales during the prior year.

The Company's balance sheet at April 30, 2012, showed
$7.30 million in total assets, $5.19 million in total liabilities
and $2.10 million in total stockholders' equity.

Bernstein & Pinchuk LLP, in New York, issued a "going concern"
qualification on the consolidated financial statements for the
fiscal year ended April 30, 2012.  The independent auditors noted
that the Company has incurred significant losses from operations
since its inception and has a working capital deficiency which
raise substantial doubt about the Company's ability to continue as
a going concern.

A copy of the Form 10-K is available for free at:

                        http://is.gd/pDJRXK

                      About Drinks Americas

Headquartered in Wilton, Conn., Drinks Americas Holdings, Ltd. --
http://www.drinksamericas.com/-- through its majority-owned
subsidiaries, Drinks Americas, Inc., Drinks Global, LLC, D.T.
Drinks, LLC, and Olifant U.S.A Inc., imports, distributes and
markets unique premium wine and spirits and alcoholic beverages
associated with icon entertainers, celebrities and destinations,
to beverage wholesalers throughout the United States.


DUTCH GOLD: Delays Form 10-Q for Second Quarter
-----------------------------------------------
Dutch Gold Resources, Inc., was unable to compile the necessary
financial information required to prepare a complete filing of its
quarterly report on Form 10-Q for the period ended June 30, 2012.
Thus, the Company was unable to file the periodic report in a
timely manner without unreasonable effort or expense.  The Company
expects to file within the extension period.

                         About Dutch Gold

Based in Atlanta, Ga., Dutch Gold Resources, Inc. (OTC: DGRI)
-- http://www.dutchgoldresources.com/-- is a junior gold miner
focused on developing its existing mining properties in North
America and acquiring and developing new mines that can enter into
production in 12 to 24 months.

After auditing the 2011 results, Hancock Askew & Co., LLP, in
Norcross, Georgia, noted that the Company has limited liquidity
and has incurred recurring losses from operations and other
conditions exist which raise substantial doubt about the Company's
ability to continue as a going concern.

The Company reported a net loss of $4.58 million on $0 of sales in
2011, compared with a net loss of $3.69 million on $0 of revenue
in 2010.

The Company's balance sheet at March 31, 2012, showed $2.64
million in total assets, $7.52 million in total liabilities and a
$4.87 million total stockholders' deficit.


DYNEGY INC: Has Stalking Horse; Aug. 31 Hearing on Sale Rules
-------------------------------------------------------------
BankruptcyData.com reports that Dynegy Inc. filed with the U.S.
Bankruptcy Court a motion for approval of bid and notice
procedures for the sale, auction, and sale hearing related to the
Debtors' Roseton and Danskammer power generation facilities.
Dynegy stated, "Currently, the Operating Debtors have not selected
a "stalking horse" bidder for the Facilities, and believe that an
orderly auction process is in the best interests of the Operating
Debtors' estates."  The Court scheduled an Aug. 31, 2012 hearing
on the matter.

                           About Dynegy

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

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

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

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

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

The deadline for voting on and for objecting to the Joint Plan is
Aug. 24, 2012.  The Joint Plan is subject to confirmation by the
Bankruptcy Court and the confirmation hearing is scheduled for
Sept. 5, 2012.

The Plan provides for, among other things, that Dynegy Holdings
will be merged with and into Dynegy Inc., with Dynegy Inc. being
the Surviving Entity.  The Plan provides that each holder of an
Allowed General Unsecured Claim against the Surviving Entity will
receive its Pro Rata Share of (a) 99% of the Reorganized Dynegy
Common Stock, (b) the Plan Cash Payment (of $200,000,000), and (c)
the Allocated Facilities Sale Proceeds (the amount of which is to
be determined.

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

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

Dynegy Inc., Dynegy Holdings, LLC, the Consenting Senior
Noteholders, the Consenting Lease Certificate Holders and
Resources Capital Management Corporation entered into the First
Amendment to the Amended Plan Support Agreement.


EAST COAST: Incurs $1.5 Million Net Loss in Second Quarter
----------------------------------------------------------
East Coast Diversified Corporation filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $1.50 million on $451,200 of total
revenues for the three months ended June 30, 2012, compared with a
net loss of $247,098 on $206,014 of total revenues for the same
period a year ago.

The Company reported a net loss of $2.26 million on $901,694 of
total revenues for the six months ended June 30, 2012, compared
with a net loss of $495,522 on $370,092 of total revenues for the
same period during the prior year.

The Company's balance sheet at June 30, 2012, showed $2.49 million
in total assets, $3.15 million in total liabilities, $1.10 million
in contingent acquisition liabilities, $709,122 in amounts payable
in common stock, $381,835 in derivative liability, and a $2.85
million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/xucgxo

                   About East Coast Diversified

East Coast Diversified Corporation, headquartered in Marietta,
Georgia, through its majority owned subsidiary, EarthSearch
Communications International, Inc., offers a portfolio of GPS
devices, RFID interrogators, integrated GPS/RFID technologies and
Tag designs.

As reported in the TCR on April 20, 2012, Drake & Klein CPAs, in
Clearwater, Fla., expressed substantial doubt about East Coast
Diversified's ability to continue as a going concern, following
the Company's results for the fiscal year ended Dec. 31, 2011.
The independent auditors noted that the Company has not generated
revenue and has not established operations.


EASTBRIDGE INVESTMENT: Incurs $171,700 Net Loss in 2nd Quarter
--------------------------------------------------------------
EastBridge Investment Group Corporation filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $171,725 on $166,771 of revenue for
the three months ended June 30, 2012, compared with a net loss of
$341,182 on $28,000 of revenue for the same period a year ago.

The Company reported a net loss of $416,100 on $166,771 of revenue
for the six months ended June 30, 2012, compared with a net loss
of $669,463 on $28,000 of revenue for the same period during the
prior year.

The Company reported a net loss of $766,414 in 2011, compared with
a net loss of $174,955 in 2010.

The Company's balance sheet at June 30, 2012, showed $1.07 million
in total assets, $1.79 million in total liabilities and a $720,744
total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/xbpEzU

                    About EastBridge Investment

Scottsdale, Arizona-based EastBridge Investment Group Corporation
is one of a small group of United States companies solely
concentrated in marketing business consulting services to closely
held, small to mid-size Asian companies that require these
services for expansion.  EastBridge had fourteen clients as of the
date of this filing, that it is assisting in becoming public
companies, reporting pursuant to the Securities Exchange Act of
1934, as amended, in the United States and obtaining listings for
their stock on a U.S. stock exchange or over-the-counter market.
All clients are located in Asia-Pacifica.

In its audit report for the 2011 results, Tarvaran Askelson &
Company, LLP, in Laguna Niguel, California, expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company's viability is
dependent upon its ability to obtain future financing and the
success of its future operations.


EAT AT JOE'S: Incurs $44,000 Net Loss in Second Quarter
-------------------------------------------------------
Eat at Joe's Ltd. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $44,143 on $289,503 of revenue for the three months ended
June 30, 2012, compared with net income of $152,647 on $163,881 of
revenue for the same period during the prior year.

The Company reported a net loss of $21,782 on $602,472 of revenue
for the six months ended June 30, 2012, compared with net income
of $11,929 on $334,973 of revenue for the same period a year ago.

The Company reported a net loss of $152,900 in 2011, compared with
a net loss of $621,800 in 2010.

The Company's balance sheet at June 30, 2012, showed $1.65 million
in total assets, $4.96 million in total liabilities and a $3.30
million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/nMAko3

                        About Eat at Joe's

Scarsdale, N.Y.-based Eat at Joe's, Ltd., presently owns and
operates one theme restaurant located in Philadelphia,
Pennsylvania.

In its audit report for the 2011 results, Robison, Hill & Co., in
Salt Lake City, Utah, noted that the Company has suffered
recurring losses from operations and has a net capital deficiency
that raise substantial doubt about its ability to continue as a
going concern.


EDIETS.COM INC: Delays Form 10-Q for Second Quarter
---------------------------------------------------
eDiets.com, Inc., and the Company's wholly-owned subsidiary,
Nutrio.com, Inc., sold all of their right, title and interest in
and to the Company's corporate services business.  Thereafter, the
Company's independent registered public accounting firm was unable
to complete its review of the Company's financial statements to be
contained in its quarterly report on Form 10-Q for the period
ended June 30, 2012, on or prior to the prescribed filing date of
Aug. 14, 2012.  As a result, the Company was not able to finalize
its Quarterly Report on Form 10-Q within the prescribed time
period.

                           About eDiets

eDiets.com, Inc. is a leading provider of personalized nutrition,
fitness and weight-loss programs. eDiets currently features its
award-winning, fresh-prepared diet meal delivery service as one of
the more than 20 popular diet plans sold directly to members on
its flagship site, http://www.eDiets.com

Following the 2011 results, Ernst & Young LLP, in Boca Raton,
Florida, expressed substantial doubt about the Company's ability
to continue as a going concern.  The independent auditors noted
that the Company has incurred recurring operating losses, was not
able to meet its debt obligations in the current year and has a
working capital deficiency.

The Company's balance sheet at March 31, 2012, showed $2.29
million in total assets, $4.58 million in total liabilities, all
current, and a $2.28 million total stockholders' deficit.

                        Bankruptcy Warning

The Company said in its 2011 annual report that the continuation
of its business is dependent upon raising additional financial
support.  In light of the Company's results of operations,
management has and intends to continue to evaluate various
possibilities.  These possibilities include: raising additional
capital through the issuance of common or preferred stock,
securities convertible into common stock, or secured or unsecured
debt, selling one or more lines of business, or all or a portion
of the Company's assets, entering into a business combination,
reducing or eliminating operations, liquidating assets, or seeking
relief through a filing under the U.S. Bankruptcy Code.  These
possibilities, to the extent available, may be on terms that
result in significant dilution to the Company's existing
stockholders or that result in the Company"s existing stockholders
losing all of their investment in the Company.


EGPI FIRECREEK: Delays Form 10-Q for Second Quarter
---------------------------------------------------
EGPI Firecreek, Inc., is delayed in filing its quarterly report on
Form 10-Q for the quarter ended June 30, 2012, in order to enable
its independent registered public accounting firm to complete its
review of the Company's financial statements to be contained in
the Report and for XBRL processing requirements.

                       About EGPI Firecreek

Scottsdale, Ariz.-based EGPI Firecreek, Inc. (OTC BB: EFIR) was
formerly known as Energy Producers, Inc., an oil and gas
production company focusing on the recovery and development of oil
and natural gas.

The Company has been focused on oil and gas activities for
development of interests held that were acquired in Texas and
Wyoming for the production of oil and natural gas through Dec. 2,
2008.  Historically in its 2005 fiscal year, the Company initiated
a program to review domestic oil and gas prospects and targets.
As a result, EGPI acquired non-operating oil and gas interests in
a project titled Ten Mile Draw located in Sweetwater County,
Wyoming for the development and production of natural gas.  In
July 2007, the Company acquired and began production of oil at the
2,000 plus acre Fant Ranch Unit in Knox County, Texas.  This was
followed by the acquisition and commencement in March 2008 of oil
and gas production at the J.B. Tubb Leasehold Estate located in
the Amoco Crawar Field in Ward County, Texas.

The Company's balance sheet at March 31, 2012, showed
$2.63 million in total assets, $5.89 million in total liabilities,
all current, $1.86 million in series D preferred stock, and a
$5.12 million total shareholders' deficit.

The Company reported a net loss of $4.97 million in 2011, compared
with a net loss of $4.48 million in 2010.

In its audit report for the 2011 results, M&K CPAS, PLLC, in
Houston, Texas, noted that the Company has suffered recurring
losses and negative cash flows from operations that raise
substantial doubt about its ability to continue as a going
concern.


EL PASO HOLDCO: Moody's Raises Sr. Secured Debt Ratings to 'Ba2'
----------------------------------------------------------------
Moody's Investors Service upgraded the senior secured debt ratings
for El Paso Holdco (EPH) to Ba2 from Ba3, concluding the review
that was initiated on July 17, 2012 shortly after Kinder Morgan
Inc. (KMI) announced plans to guarantee the debt of EPH. Moody's
also upgraded the senior unsecured debt rating for Tennessee Gas
Pipeline Company (TGP) and El Paso Natural Gas Company (EPNG) to
Baa1 from Baa3 to reflect the change in ownership for these two
large natural gas pipeline companies. On August 13, 2012, EPH
completed the sale of TGP and 50% of EPNG to Kinder Morgan Energy
Partners, L.P. (KMP). The senior secured debt rating of KMI and
the senior unsecured debt rating for KMP remain Ba2 and Baa2,
respectively.

A complete list of Moody's rating actions is as follows:

Kinder Morgan, Inc. (f/k/a Kinder Morgan Kansas)

  Senior Secured Credit Facility -- changed to LGD3-44% from
  LGD3-49%

  Senior Secured Debt -- changed to LGD3-44% from LGD3-49%

  Junior Subordinated Debt -- changed to LGD6-93% from LGD6-97%

Kinder Morgan Finance Company

  Backed Senior Secured Debt -- assigned a LGD3-44%

KN Capital Trust I

  Backed Preferred Stock -- assigned a LGD6-93%

KN Capital Trust III

  Backed Preferred Stock -- assigned a LGD6-93%

El Paso Holdco LLC (f/k/a El Paso Corporation)

  Corporate Family Rating -- withdrawn

  Probability of Default -- withdrawn

  Senior Secured Debt -- Upgraded to Ba2 (LGD3-44%) from Ba3
  (LGD4-55%)

  Medium Term Note Program - withdrawn

  Convertible Subordinated Debt -- Upgraded to B1 (LGD6-96%) from
  B2 (LGD6-97%)

  Speculative Grade Liquidity Rating -- withdrawn

  Outlook is changed to negative from RUR-U.

El Paso Energy Capital Trust I

  Backed Preferred Stock -- Upgraded to B1 (LGD6-96%) from B2
  (LGD6-97%)

  Outlook is changed to negative from RUR-U

El Paso CGP

  Backed Senior Secured Debt -- Upgraded to Ba2 from Ba3;
  assigned a LGD3-44%

  Outlook is changed to negative from RUR-U.

Sonat Inc.

  Backed Senior Secured Debt -- Upgraded to Ba2 from Ba3;
  assigned a LGD3-44%

  Outlook is changed to negative from RUR-U.

El Paso Tennessee Pipeline Company

  Senior Unsecured Debt -- Upgraded to Baa2 from Ba3; LGD
  withdrawn

  Outlook is changed to stable from positive.

Tennessee Gas Pipeline Company

  Senior Unsecured Debt -- Upgraded to Baa1 from Baa3

  Outlook is changed to stable from positive.

El Paso Natural Gas Company

  Senior Unsecured Debt -- Upgraded to Baa1 from Baa3

  Outlook is changed to stable from positive.

"Kinder Morgan Inc. has a world-class portfolio of assets but
remains highly-leveraged after the acquisition of El Paso
Corporation earlier this year. Moody's continues to have a
negative outlook because of the significant execution risk
associated with Kinder's debt reduction plan. The upgrade of EPH
to Ba2 reflects the unconditional guarantee from KMI that became
effective on August 14, 2012," said Stuart Miller, Moody's Vice
President and Senior Credit Officer. "The upgrades of Tennessee
Gas Pipeline and El Paso Natural Gas Pipeline to Baa1 reflect the
change in ownership to Kinder Morgan Energy Partners, a company
with a much stronger credit profile than the previous owner, El
Paso."

Ratings Rationale

KMI owns a portfolio of infrastructure assets that generate a
relatively stable source of cash flow that is used to fund
distributions to El Paso Pipeline Partners Operating Company
(EPBO) and KMP unitholders, as well as to KMI shareholders. The
cash flow, supplemented by the issuance of debt and equity in the
capital markets, is also used to fund the company's rapid
expansion. KMI's Ba2 rating reflects its superior scale, but
tempered by an aggressive financial policy as evidenced by its
high leverage. At June 30, 2012, and pro forma for the completion
of required Federal Trade Commission asset divestitures, KMI's
leverage is projected to be 6.5x. This figure includes the
company's proportionate share of the cash flow and debt from its
two master limited partnerships (MLPs) and its other non-wholly
owned subsidiaries. Over time, KMI's leverage is expected to fall
to about 4.5x as assets are sold by KMI to KMP and EPBO. These
asset "drop-downs" are expected to be financed through the
issuance of debt and equity by the MLPs. Equity issuance will be
sized in an amount to maintain the leverage at both MLPs in a
range between 4.0x and 4.5x. At the end of June 2012, the leverage
for KMP and EPBO were estimated to be about 4.4x. KMI's rating
also incorporates the higher earnings volatility and capital
intensity associated with its oil, gas, and CO2 production
business.

KMI's rating is influenced by the leverage of EPH and its two
MLPs. KMI unconditionally guarantees the debt of EPH. Should the
leverage increase at the MLPs, it could limit the amount of
support either could provide to the debt that is at the KMI and
EPH levels. Similarly, the leverage at KMI and EPH influences the
ratings at the MLPs as higher debt levels could provide an impetus
to accelerate distributions out of the MLPs. Any distributions
from the MLPs must be shared with public unit holders which
represents "leakage" out of the Kinder family of companies. KMI's
rating is three notches below KMP's rating to reflect its
structural subordination to the significant amount of debt at KMP,
its reliance on equity distributions from KMP and EPBO, and its
guarantee of EPH's debt.

With the unconditional guarantee of EPH's debt by KMI, Moody's
upgraded EPH's secured debt rating to KMI's level - Ba2. Without
the explicit guarantee, EPH's rating would be lower as its
leverage on a stand-alone basis is approximately 9.0x after taking
into account the drop down of TGP and EPNG.

The unsecured debt ratings of TGP and EPNG were upgraded to Baa1
to reflect their conservative capital structure and relatively
steady earnings of these long-haul, FERC regulated pipeline
companies. Previously, when the two companies were 100% owned by
EPH, their Baa3 senior unsecured debt ratings were restrained by
the high debt levels at the EPH level. With the recent sale of TGP
and 50% of EPNG to KMP, the restraint has been lifted. Their new
senior unsecured debt ratings of Baa1 are one notch higher KMP's
senior unsecured debt rating of Baa2 to reflect the structural
superiority of the debt at the pipeline company level.

KMI relies heavily on distributions from KMP to service its debt
and to pay dividends to its shareholders. For day to day
liquidity, KMI's primary source of liquidity is its $1.75 billion
bank credit facility. Usage at June 30, 2012 was approximately
$993 million leaving over $750 million of availability. KMI's
liquidity is considered to be adequate (Speculative Grade
Liquidity rating of SGL-3), however its credit facility is
currently scheduled to expire within the next twelve months - in
May 2013. Moody's does not expect the maintenance financial
covenants to limit its ability to access its credit facility at
any time prior to its expiration. Because this facility is secured
by essentially all of KMI's assets, secondary liquidity is
limited.

The negative outlook for KMI reflects the company's highly
leveraged financial position and the significant execution risk
associated with the plan to reduce leverage. An upgrade of KMI is
unlikely until KMI's leverage is less than 5.0x, but only if KMP's
leverage is no greater than 4.5x. KMI's rating could be downgraded
if leverage is maintained at current levels through the second
half of 2013. Additionally, if KMP's leverage approaches 5.0x, its
more leveraged financial position and weakened ability to provide
support to KMI's debt, could result in a downgrade of both
companies.

The principal methodology used in rating Kinder Morgan was the
Global Midstream Energy Industry Methodology published in December
2010. The principal methodology used in rating Tennessee Gas and
El Paso Natural Gas was the Natural Gas Pipelines Industry
Methodology published in December 2009. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.

Kinder Morgan, Inc. is one of the largest midstream companies in
the US. The company operates product pipelines, natural gas
pipelines, liquids and bulk terminals, and CO2, oil, and natural
gas production and transportation assets. The company is
headquartered in Houston, Texas.


ELITE PHARMACEUTICALS: Incurs $10.5-Mil. Net Loss in June 30 Qtr.
-----------------------------------------------------------------
Elite Pharmaceuticals, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss attributable to common shareholders of $10.52 million on
$578,556 of total revenues for the three months ended June 30,
2012, compared with a net loss attributable to common shareholders
of $30.73 million on $989,976 of total revenues for the same
period during the prior year.

The Company's balance sheet at June 30, 2012, showed $10.18
million in total assets, $33.54 million in total liabilities and a
$23.35 million total stockholders' deficit.

Jerry Treppel, Chairman and CEO of Elite commented, "We have made
progress on many fronts."  "[O]ur currently marketed products
continue to grow generating more revenue for Elite.  Our
development projects with clients continue to move forward.  The
development of our abuse-resistance products continue to move
forward.  We are just now completing an FDA general cGMP review
and several pre-approval inspection reviews of our facility.
These are necessary to achieve our product approval goals as well
as to begin commercial production in our new manufacturing space."

A copy of the Form 10-Q is available for free at:

                        http://is.gd/wMOa1L

                     About Elite Pharmaceuticals

Northvale, New Jersey-based Elite Pharmaceuticals, Inc., is a
specialty pharmaceutical company principally engaged in the
development and manufacture of oral, controlled-release products,
using proprietary technology and the development and manufacture
of generic pharmaceuticals.  The Company has one product,
Phentermine 37.5mg tablets, currently being sold commercially.

Elite Pharmaceuticals reported a net loss attributable to common
shareholders of $15.05 million for the year ended March 31, 2012,
compared with a net loss attributable to common shareholders of
$13.58 million during the prior year.

Demetrius & Company, L.L.C., in Wayne, New Jersey, issued a "going
concern" qualification on the consolidated financial statements
for the year ended March 31, 2012, citing significant losses
resulting in a working capital deficiency and shareholders'
deficit, which raise substantial doubt about the Company's ability
to continue as a going concern.


ELMIRA DOWNTOWN: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Elmira Downtown Arena, LLC
        155 N. Main Street
        Elmira, NY 14901

Bankruptcy Case No.: 12-21361

Chapter 11 Petition Date: August 16, 2012

Court: United States Bankruptcy Court
       Western District of New York (Rochester)

Judge: Paul R. Warren

Debtor's Counsel: Joshua P. Fleury, Esq.
                  PHILLIPS LYTLE LLP
                  3400 HSBC Center
                  Buffalo, NY 14203
                  Tel: (716) 847-5431
                  E-mail: jfleury@phillipslytle.com

Estimated Assets: $100,001 to $500,000

Estimated Debts: $1,000,001 to $10,000,000

A copy of the Company's list of its 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/nywb12-21361.pdf

The petition was signed by Mostafa Afr, member.

Affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Mt. Clemens Investment                 10-71025   10/07/10


EMERSON HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Emerson Holdings, LLC

        214 Kinderkamack Road

        Emerson, NJ 07630

Bankruptcy Case No.: 12-30352

Chapter 11 Petition Date: August 16, 2012

Court: United States Bankruptcy Court
       District of New Jersey (Newark)

Judge: Novalyn L. Winfield

Debtor's Counsel: Leonard C. Walczyk, Esq.
                  WASSERMAN, JURISTA & STOLZ
                  225 Millburn Ave., Suite 207
                  P.O. Box 1029
                  Millburn, NJ 07041-1712
                  Tel: (973) 467-2700
                  E-mail: lwalczyk@wjslaw.com

Scheduled Assets: $1,876,400

Scheduled Liabilities: $1,748,830

A copy of the Company's list of its 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/njb12-30352.pdf

The petition was signed by Gregory Kyritsis, president.


EON COMMUNICATIONS: Receives Deficiency NASDAQ Letter
-----------------------------------------------------
eOn Communications Corporation(TM), a leading provider of
telecommunications solutions, disclosed that on Aug. 15, 2012 it
received a Nasdaq Deficiency Letter from the Nasdaq Stock Market.

The letter states that for the last 30 consecutive business days,
the closing bid price per share of the Company's common stock has
been below the $1.00 minimum share requirement for continued
listing as set forth in Nasdaq Marketplace Rule 5550(a) (2).

According to Nasdaq Marketplace Rule 5810(c) (3) (A), the Company
will be provided 180 calendar days, or until Feb. 12, 2013, to
regain compliance.

The Nasdaq letter has no effect on the listing of the Company's
common stock at this time.  If at any time before Feb. 12, 2013,
the bid price of the Company's common stock closes at $1.00 per
share or more for ten consecutive business days Nasdaq will
recognize that the Company has regained compliance with the Rule
and the Company's common stock will remain listed on the Nasdaq
Stock Exchange.

If the Company does not regain compliance, the Company may be
eligible for additional time to comply.  To qualify, the Company
will be required to meet the continued listing requirement for
market value of publicly held shares and all other initial listing
standards for The Nasdaq Capital Market, with the exception of the
bid price requirement, and will need to provide written notice of
its intention to cure the deficiency during the second compliance
period, by effecting a reverse stock split, if necessary.  If the
Company meets these requirements, Nasdaq will inform the Company
that it has been granted an additional 180 calendar days to
comply.  However, if it appears to the Nasdaq staff that the
Company will not be able to cure the deficiency, or if the Company
is otherwise not eligible, Nasdaq staff will provide notice that
the Company's securities will be subject to delisting.

                  About eOn Communications(TM)

eOn Communications Corporation(TM) -- http://
www.eoncommunications.com/ -- is a global provider of innovative
communications solutions.  Backed by over 20 years of
telecommunications engineering expertise, our solutions enable our
customers to easily leverage advanced technologies in order to
communicate more effectively.


EPAZZ INC: Delays Form 10-Q for Second Quarter for Review
---------------------------------------------------------
Epazz, Inc., has experienced delays in completing its financial
statements for the quarter ended June 30, 2012, as its auditor has
not had sufficient time to review the financial statements for the
quarter ended June 30, 2012.  As a result, the Company is delayed
in filing its Form 10-Q for the quarter ended June 30, 2012.

                          About EPAZZ Inc.

Chicago, Ill.-based EPAZZ, Inc., was incorporated in the State of
Illinois on March 23, 2000, to create software to help college
students organize their college information and resources.  The
idea behind the Company was that if the information and resources
provided by colleges and universities was better organized and
targeted toward each individual, the students would encounter a
personal experience with the college or university that could lead
to a lifetime relationship with the institution.  This concept is
already used by business software designed to retain relationships
with clients, employees, vendors and partners.

In its report on the financial statements for 2011, Lake &
Associates CPA's LLC, in Schaumburg, Illinois, expressed
substantial doubt as to the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
has a significant accumulated deficit and continues to incur
losses.  The Company's viability is dependent upon its ability to
obtain future financing and the success of its future operations.

The Company reported a net loss of $336,862 in 2011, compared with
net income of $120,785 in 2010.

The Company's balance sheet at March 31, 2012, showed
$1.42 million in total assets, $2.15 million in total liabilities
and a $732,622 total stockholders' deficit.

                         Bankruptcy Warning

The Company said in its 2011 annual report that it cannot be
certain that any financing will be available on acceptable terms,
or at all, and the Company's failure to raise capital when needed
could limit its ability to continue and expand its business.  The
Company intends to overcome the circumstances that impact its
ability to remain a going concern through a combination of the
commencement of additional revenues, of which there can be no
assurance, with interim cash flow deficiencies being addressed
through additional equity and debt financing.  The Company's
ability to obtain additional funding for the remainder of the 2012
year and thereafter will determine its ability to continue as a
going concern.  There can be no assurances that these plans for
additional financing will be successful.  Failure to secure
additional financing in a timely manner to repay the Company's
obligations and supply the Company sufficient funds to continue
its business operations and on favorable terms if and when needed
in the future could have a material adverse effect on its
financial performance, results of operations and stock price and
require the Company to implement cost reduction initiatives and
curtail operations.  Furthermore, additional equity financing may
be dilutive to the holders of the Company's common stock, and debt
financing, if available, may involve restrictive covenants, and
strategic relationships, if necessary to raise additional funds,
and may require that the Company relinquish valuable rights.  In
the event that the Company is unable to repay its current and
long-term obligations as they come due, the Company could be
forced to curtail or abandon its business operations, or file for
bankruptcy protection; the result of which would likely be that
the Company's securities would decline in value or become
worthless.


ESP RESOURCES: Had $649,100 Net Loss in Second Quarter
------------------------------------------------------
ESP Resources, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $649,125 on $5.6 million of sales for the
three months ended June 30, 2012, compared with a net loss of
$1.2 million on $2.3 million of sales for the same period last
year.

For the six months ended June 30, 2012, the Company had a net loss
of $1.0 million on $9.9 million of sales, compared with a net loss
of $2.0 million on $4.1 million of sales for the same period of
2011.

The Company's balance sheet at June 30, 2012, showed $9.6 million
in total assets, $8.4 million in total liabilities, and
stockholders' equity of $1.2 million.

"Since inception, we have incurred losses and through June 30,
2012, totaling $15,521,965.  Because of these historical losses,
we will require additional working capital to develop our business
operations.  We intend to raise additional working capital through
private placements, bank financing and/or advances from related
parties or shareholder loans."

As reported in the TCR on March 29, 2012, MaloneBailey, LLP, in
Houston, Tex., expressed substantial doubt about the Company's
ability to continue as a going concern, following the Company's
results for the year ended Dec. 31, 2011.  The independent
auditors noted that the Company has incurred losses and negative
cash from operations through Dec. 31, 2011.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/VXAfRh

Scott, La.-based ESP Resources, Inc., through its wholly owned
subsidiary, ESP Petrochemicals, Inc., is a custom formulator of
specialty chemicals for the oil and gas industry.


FANNIE MAE: Treasury to Amend Terms of Bailout
----------------------------------------------
American Bankruptcy Institute reports that the Treasury Department
is preparing to revamp the terms of its nearly four-year-old
financial backing of Fannie Mae and Freddie Mac in a bid to allay
investor concerns.

                         About Fannie Mae

Federal National Mortgage Association, aka Fannie Mae, is a
government-sponsored enterprise that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.

Fannie Mae has been under conservatorship, with the Federal
Housing Finance Agency acting as conservator, since September 6,
2008.  As conservator, FHFA succeeded to all rights, titles,
powers and privileges of the company, and of any shareholder,
officer or director of the company with respect to the company and
its assets.  The conservator has since delegated specified
authorities to Fannie Mae's Board of Directors and has delegated
to management the authority to conduct day-to-day operations.

The U.S. Department of the Treasury owns Fannie Mae's senior
preferred stock and a warrant to purchase 79.9% of its common
stock, and Treasury has made a commitment under a senior preferred
stock purchase agreement to provide Fannie with funds under
specified conditions to maintain a positive net worth.

Fannie Mae reported a net loss of $16.85 billion in 2011, a net
loss of $14.01 billion in 2010, and a net loss of $72.02 billion
in 2009.


FENTURA FINANCIAL: Reports $144,000 Net Income in Second Quarter
----------------------------------------------------------------
Fentura Financial, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $144,000 on $3.05 million of total interest income
for the three months ended June 30, 2012, compared with a net loss
of $245,000 on $3.28 million of total interest income for the same
period during the prior year.

The Company reported a net loss of $595,000 on $6.17 million of
total interest income for the six months ended June 30, 2012,
compared with net income of $65,000 on $6.69 million of total
interest income for the same period a year ago.

The Company's balance sheet at June 30, 2012, showed
$297.87 million in total assets, $283.52 million in total
liabilities and $14.34 million in total stockholders' equity.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/GnaquG

                       About Fentura Financial

Based in Fenton, Michigan, Fentura Financial, Inc., is a
registered bank holding company, owns and controls The State Bank,
Fenton, Michigan, and West Michigan Community Bank, Hudsonville,
Michigan, both state nonmember banks, and two nonbank
subsidiaries.  Fentura Financial shares are traded over the
counter under the FETM trading symbol.

Fentura Financial, Inc., entered into a Written Agreement with
the Federal Reserve Bank of Chicago on Nov. 4, 2010.  Among
other things, the Written Agreement requires that the Company
obtain the approval of the FRB prior to paying a dividend;
requires that the Company obtain the approval of the FRB prior to
making any distribution of interest, principal, or other sums on
subordinated debentures or trust preferred securities; prohibits
the Company from purchasing or redeeming any shares of its stock
without the prior written approval of the FRB; requires the
submission of a written capital plan by Jan. 3, 2011, and;
requires the Company to submit cash flow projections for the
Company to the FRB on a quarterly basis.

The Company reported a net loss of $1.51 million in 2011, compared
with a net loss of $5.38 million in 2010.


FIBERTOWER NETWORK: Taps Cole Schotz as Special Counsel
-------------------------------------------------------
BankruptcyData.com reports that FiberTower's official committee of
unsecured creditors filed with the U.S. Bankruptcy Court motions
to retain:

   -- Cole, Schotz, Meisel, Forman & Leonard (Contact: Michael D.
      Warner) as local counsel for these hourly rates: members and
      special counsel at $325 to $775, associate at $210 to $425,
      paralegal at $160 to $245;

   -- Otterbourg, Steindler, Houston & Rosen (Contact: David M.
      Posner) as lead co-counsel for these hourly rates:
      partner/counsel at $570 to $895, associate at $255 to $610,
      and paralegal at $225 to $245; and

   -- Goldin Associates (Contact: Erik M. Graber) as financial
      advisor for the following hourly rates: senior managing
      director at $795, managing director at $550 to $700,
      director at $400 to $550, vice president at $375 to $450,
      manager/associate at $300 to $400, senior analyst at $250
      to $375, and analyst at $150 to $300.

                        About FiberTower

FiberTower Corporation, FiberTower Network Services Corp.,
FiberTower Licensing Corp., and FiberTower Spectrum Holdings
LLC filed for Chapter 11 protection (Bankr. N.D. Tex. Case Nos.
12-44027 to 12-44031) on July 17, 2012, together with a plan
support agreement struck with prepetition secured noteholders.

FiberTower is an alternative provider of facilities-based backhaul
services, principally to wireless carriers, and a national
provider of millimeter-band spectrum services.  Backhaul is the
transport of voice, video and data traffic from a wireless
carrier's mobile base station, or cell site, to its mobile
switching center or other exchange point.  FiberTower provides
spectrum leasing services directly to other carriers and
enterprise clients, and also offer their spectrum services through
spectrum brokerage arrangements and through fixed wireless
equipment partners.

FiberTower's significant asset is the ownership of a national
spectrum portfolio of 24 GHz and 39 GHz wide-area spectrum
licenses, including over 740 MHz in the top 20 U.S. metropolitan
areas and, in the aggregate, roughly 1.72 billion channel pops
(calculated as the number of channels in a given area multiplied
by the population, as measured in the 2010 census, covered by
these channels).  FiberTower believes the Spectrum Portfolio
represents one of the largest and most comprehensive collections
of millimeter wave spectrum in the U.S., covering areas with a
total population of over 300 million.

As of the Petition Date, FiberTower provides service to roughly
5,390 customer locations at 3,188 deployed sites in 13 markets
throughout the U.S.  The fixed wireless portion of these hybrid
services is predominantly through common carrier spectrum in the
11, 18 and 23 GHz bands.  FiberTower's biggest service markets are
Dallas/Fort Worth and Washington, D.C./Baltimore, with additional
markets in Atlanta, Boston, Chicago, Cleveland, Denver, Detroit,
Houston, New York/New Jersey, Pittsburgh, San Antonio/Austin/Waco
and Tampa.

As of June 30, 2012, FiberTower's books and records reflected
total combined assets, at book value, of roughly $188 million and
total combined liabilities of roughly $211 million.  As of the
Petition Date, FiberTower had unrestricted cash of roughly $23
million.  For the six months ending June 30, 2012, FiberTower had
total revenue of roughly $33 million.  With the help of FTI
Consulting Inc., FiberTower's preliminary valuation work shows
that the Company's enterprise value is materially less than $132
million -- i.e., the approximate principal amount of the 9.00%
Senior Secured Notes due 2016 outstanding as of the Petition Date.
The preliminary valuation work is based upon the assumption that
FiberTower's spectrum licenses will not be terminated.

Judge D. Michael Lynn oversees the Chapter 11 case.  Lawyers at
Andrews Kurth LLP serve as the Debtors' lead counsel.  Lawyers at
Hogan Lovells and Willkie Farr and Gallagher LLP serve as special
FCC counsel.  FTI Consulting serve as financial advisor.  BMC
Group Inc. serve as claims and noticing agent.  The petitions were
signed by Kurt J. Van Wagenen, president.

Wells Fargo Bank, National Association -- as indenture trustee and
collateral agent to the holders of 9.00% Senior Secured Notes due
2016 owed roughly $132 million as of the Petition Date -- is
represented by Eric A. Schaffer, Esq., at Reed Smith LLP.  An Ad
Hoc Committee of Holders of the 9% Secured Notes Due 2016 is
represented by Kris M. Hansen, Esq., and Sayan Bhattacharyya,
Esq., at Stroock & Stroock & Lavan LLP.  Wells Fargo and the Ad
Hoc Committee also have hired Stephen M. Pezanosky, Esq., and Mark
Elmore, Esq., at Haynes and Boone, LLP, as local counsel.

U.S. Bank, National Association -- in its capacity as successor
indenture trustee and collateral agent to holders of the 9.00%
Convertible Senior Secured Notes due 2012, owed $37 million as of
the Petition Date -- is represented by Michael B. Fisco, Esq., at
Faegre Baker Daniels LLP, as counsel and J. Mark Chevallier, Esq.,
at McGuire Craddock & Strother PC as local counsel.


FILLPOINT, LLC: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Fillpoint, LLC
        200 Fillpoint Drive
        Mechanicville, NY 12118

Bankruptcy Case No.: 12-12129

Chapter 11 Petition Date: August 14, 2012

Court: U.S. Bankruptcy Court
       Northern District of New York (Albany)

Debtor's Counsel: Peter A. Pastore, Esq.
                  MCNAMEE, LOCHNER, TITUS & WILLIAMS, PC
                  P.O. Box 459
                  677 Broadway
                  Albany, NY 12201-0459
                  Tel: (518) 447-3246
                  E-mail: pastorepa@mltw.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $10,000,001 to $50,000,000

The Company's list of its largest unsecured creditors filed with
the petition does not contain any entry.

The petition was signed by Glenn C. Rockwood, president.


FIRSTBANK FINANCIAL: Files for Chapter 7 Liquidation
----------------------------------------------------
BankruptcyData.com reports that FirstBank Financial Services filed
for Chapter 7 protection (Bankr. N.D. Ga. Case No. 12-70541).  The
Company is represented by E. Penn Nicholson of Bryan Cave.

In its most recent 10-K filed with the SEC, the Company listed
total assets of $395 million, but the Chapter 11 petition
indicates less than $50,000 in assets, BankruptcyData.com relates.

As reported in the Troubled Company Reporter on Feb. 9, 2009,
FirstBank Financial Services, based in McDonough, Georgia, was
closed on Fri., Feb. 6, 2009, by the Georgia Department of Banking
and Finance, which appointed the Federal Deposit Insurance
Corporation (FDIC) as receiver.  To protect the depositors, the
FDIC entered into a purchase and assumption agreement with Regions
Bank, based in Birmingham, Alabama, to assume all of the deposits
of FirstBank Financial Services.


FOCUS BRANDS: S&P Keeps 'B' Corp. Credit Rating; Outlook Stable
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' issue-level
rating and a '3' recovery rating to Atlanta-based Focus Brands
Inc.'s first-lien credit facilities, and a 'CCC+' issue-level
rating and a '6' recovery rating to the second-lien facility. The
'B' corporate credit rating on the company remains unchanged. The
outlook is stable.

"The ratings on Focus Brands reflect our assessment that the
company's business risk profile will continue to be 'weak,' based
on its relatively small-size presence in the highly competitive
quick-service restaurant industry, partly offset by its good brand
diversity," said Standard & Poor's credit analyst Andy Sookram.
"Our view of its financial risk profile as 'highly leveraged'
incorporates elevated debt levels, thin cash flow protection
measures, and our expectation that debt-financed dividends will
continue beyond the next one to two years."

"In our opinion, these debt-funded shareholder initiatives
represent a very aggressive financial policy," S&P said.

"The stable outlook incorporates our view that credit metrics
should improve on modest debt reduction and better earnings, but
that the company's financial risk will remain highly leveraged.
With our forecast for EBITDA growth and lower debt, we see
leverage dropping to 5.6x and FFO to debt of about 7%," S&P said.

"We could lower the ratings if EBITDA margins decline to about
13%, which could occur from a run-up in commodity costs or
heightened competitive pressures. In this scenario, leverage
increases to the high-6x area on a sustained basis and FFO to debt
falls to under 5%. We think the potential for a higher rating is
limited by the company's aggressive financial policies and high
debt. However, we could consider a higher rating if we feel
comfortable that leverage would not exceed 5x on a sustained
basis, and FFO to debt would be above 12%. This could occur if
system-wide same-store sales increase by 5% or more, EBITDA grows
by about 8%, and the company uses excess cash flow to bring debt
balances down to under $400 million," S&P said.


FUEL DOCTOR: Delays Form 10-Q for Second Quarter
------------------------------------------------
Fuel Doctor Holdings, Inc., notified the U.S. Securities and
Exchange Commission that the compilation, dissemination and review
of the information required to be presented in the Form 10-Q for
the quarter ended June 30, 2012, has imposed time constraints that
have rendered timely filing of the Form 10-Q impracticable without
undue hardship and expense to the registrant.  The Company
undertakes the responsibility to file that report no later than
five days after its original prescribed due date.

                         About Fuel Doctor

Calabasas, Calif.-based Fuel Doctor Holdings, Inc., is the
exclusive distributor for the United States and Canada of a fuel
efficiency booster (the FD-47), which plugs into the lighter
socket/power port of a vehicle and increases the vehicle's miles
per gallon through the power conditioning of the vehicle's
electrical systems.  The Company has also developed, and plans on
continuing to develop, certain related products.

Fuel Doctor reported a net loss of $2.69 million in 2011,
compared with a net loss of $2.48 million in 2010.

Rose,Synder & Jacobs LLP, in Encino, California, issued a "going
concern" qualification on the consolidated financial statements
for the period ended Dec. 31, 2011.  The indepdent auditors noted
that the Company has sustained recurring operating losses,
continues to consume cash in operating activities, and has an
accumulated deficit at Dec, 31, 2011, which conditions raise
substantial doubt about the Company's ability to continue as a
going concern.

The Company's balance sheet at March 31, 2012, showed $1.52
million in total assets, $1.40 million in total liabilities and
$120,446 in total shareholders' equity.


GATEHOUSE MEDIA: Bank Debt Trades at 68% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which GateHouse Media,
Inc., is a borrower traded in the secondary market at 32.09 cents-
on-the-dollar during the week ended Friday, Aug. 17, a drop of
0.25 percentage points from the previous week according to data
compiled by LSTA/Thomson Reuters MTM Pricing and reported in The
Wall Street Journal.  The Company pays 200 basis points above
LIBOR to borrow under the facility.  The bank loan matures on Feb.
27, 2014, and carries Moody's Ca rating and Standard & Poor's CCC-
rating.  The loan is one of the biggest gainers and losers among
165 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

                     About GateHouse Media

GateHouse Media, Inc. -- http://www.gatehousemedia.com/--
headquartered in Fairport, New York, is one of the largest
publishers of locally based print and online media in the United
States as measured by its 97 daily publications.  GateHouse Media
currently serves local audiences of more than 10 million per week
across 21 states through hundreds of community publications and
local Web sites.

Gatehouse Media, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $2.86 million on $128.76 million of total revenues for the
three months ended July 1, 2012, compared with a net loss of $5.06
million on $134.39 million of total revenues for the three months
ended June 26, 2011.

The Company reported a net loss of $16.23 million on $248.77
million of total revenues for the six months ended July 1, 2012,
compared with a net loss of $23.25 million on $254.21 million of
total revenues for the six months ended June 26, 2011.

The Company's balance sheet at July 1, 2012, showed $487.40
million in total assets, $1.31 billion in total liabilities and a
$823.09 million total stockholders' deficit.

According to the Form 10-K for the year ended Dec. 31, 2011, the
Company's ability to make payments on its indebtedness as required
depends on its ability to generate cash flow from operations in
the future.  This ability, to a certain extent, is subject to
general economic, financial, competitive, legislative, regulatory
and other factors that are beyond the Company's control.


GENELINK INC: Incurs $962,600 Net Loss in Second Quarter
--------------------------------------------------------
Genelink, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $962,630 on $526,923 of revenue for the three months ended
June 30, 2012, compared with a net loss of $825,298 on $1.33
million of revenue for the same period during the prior year.

The Company reported a net loss of $1.06 million on $1.29 million
of revenue for the six months ended June 30, 2012, compared with a
net loss of $1.41 million on $2.73 million of revenue for the same
period a year ago.

The Company's balance sheet at June 30, 2012, showed $2.12 million
in total assets, $4.41 million in total liabilities and a $2.29
million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/aVMKl4

                           About Genelink

Based in Orlando, Fla., GeneLink, Inc., is a solution provider in
the genetically customized nutritional and personal care
marketplace.

Hancock Askew & Co., LLP, in Savannah, Georgia, expressed
substantial doubt about GeneLink's ability to continue as a going
concern, following the Company's results for the fiscal year ended
Dec. 31, 2011.  The independent auditors noted that the Company
has a working capital deficit of $436,310, has incurred recurring
operating losses since inception including a loss of $3.8 million
in 2011 and had an accumulated deficit at Dec. 31, 2011, of
$24,560,315.


GEOMET INC: Transitions Trading of Common Stock to OTC Markets
--------------------------------------------------------------
GeoMet, Inc.'s common stock began trading on the OTCQB Marketplace
under the Company's current symbol, GMET, on Aug. 13, 2012.  The
OTCQB is a market tier for over-the-counter-traded companies that
are registered and reporting with the Securities and Exchange
Commission.  The Company's preferred stock will continue to trade
on the NASDAQ Capital Market under the symbol GMETP.

On Aug. 2, 2012 the Company was notified by the Listing
Qualifications Department of the NASDAQ Stock Market that the
Company's common stock had closed at less than $1 over the
previous 180 calendar days and, as a result, did not comply with
listing rules.  The Company was further advised that its common
stock would be scheduled for delisting from the NASDAQ Capital
Market and would be suspended from trading at the opening of
business on Aug. 13, 2012.

The transition to the OTCQB Marketplace does not change the
Company's obligation to file periodic and other reports with the
SEC under applicable federal securities law.  Investors will be
able to view Real Time Level II stock quotes for GeoMet's common
stock at www.otcmarkets.com/stock/GMET/quote

                         About Geomet Inc.

Houston, Texas-based GeoMet, Inc., is an independent energy
company primarily engaged in the exploration for and development
and production of natural gas from coal seams ("coalbed methane"
or "CBM") and non-conventional shallow gas.  It was originally
founded as a consulting company to the coalbed methane industry in
1985 and has been active as an operator, developer and producer of
coalbed methane properties since 1993.  Its principal operations
and producing properties are located in the Cahaba and Black
Warrior Basins in Alabama and the central Appalachian Basin in
Virginia and West Virginia.  It also owns additional coalbed
methane and oil and gas development rights, principally in
Alabama, Virginia, West Virginia, and British Columbia.  As of
March 31, 2012, it owns a total of approximately 192,000 net acres
of coalbed methane and oil and gas development rights.

The Company's balance sheet at March 31, 2012, showed
$199.21 million in total assets, $176.64 million in total
liabilities, $30.47 million of Series A convertible redeemable
preferred stock, and a stockholders' deficit of $7.90 million.

"As of May 11, 2012, we had $148.6 million outstanding under our
Fifth Amended and Restated Credit Agreement," the Company said in
its quarterly report for the period ending March 31, 2012.  "As of
March 31, 2012, we were in compliance with all of the covenants in
our Credit Agreement.  The Credit Agreement provides, however,
that if the amount outstanding at any time exceeds the "borrowing
base", we must provide additional collateral to the lenders or
repay the excess as provided in the Credit Agreement.  The
borrowing base is set in the sole discretion of our lenders in
June and December of each year based, in part, on the value of our
estimated reserves as determined by the lenders using natural gas
prices forecasted by the lenders."

"Due to the decline in the bank group's price projections, we
expect our outstanding loan balance at the June determination date
will exceed the new borrowing base, resulting in a borrowing base
deficiency.  We do not have additional collateral to provide to
the lenders and we expect that our operating cash flows would be
insufficient to repay the expected borrowing base deficiency, as
required under the Credit Agreement. As such, unless we amend the
Credit Agreement, we may be in default under the agreement when
the borrowing base is determined in June 2012.  In addition, the
elimination of the unused availability under the borrowing base,
which is a factor in our working capital covenant, may result in a
future default of that covenant under the Credit Agreement.  We
have begun discussions with our bank group; however, until the
borrowing base for June 2012 has been determined, we will not know
the amount of the deficiency.  As of March 31, 2012, the debt is
classified as long-term as we are not in violation of any debt
covenants.  Should we be in violation of any covenants which have
not been waived or have a borrowing base deficiency as of June 30,
2012, some or all of the debt will be reclassified to current.
There are no assurances that we will be able to amend our Credit
Agreement or obtain a waiver.  If we do obtain a waiver or an
amendment, there can be no assurance as to the cost or terms of
such an amendment."

"These conditions raise substantial doubt about our ability to
continue as a going concern for the next twelve months."


GEOMET INC: Incurs $53.9 Million Net Loss in Second Quarter
-----------------------------------------------------------
GeoMet, Inc., reported a net loss of $53.90 million on $7.77
million of total revenues for the three months ended June 30,
2012, compared with net income of $1.07 million on $8.40 million
of total revenues for the same period during the prior year.

The Company reported a net loss of $106.85 million on $17.99
million of total revenues for the six months ended June 30, 2012,
compared with net income of $1.52 million on $16.32 million of
otal revenues for the same period a year ago.

The Company's balance sheet at June 30, 2012, showed $144.47
million in total assets, $173.55 million in total liabilities,
$32.17 million in series A convertible redeemable preferred stock,
and a $61.25 million stockholders' deficit.

William C. Rankin, GeoMet's President and Chief Executive Officer,
commented, "The average price received before hedging activities
for natural gas sold during the quarter was $2.24 per Mcf, our
lowest quarterly price in many years.  Lower gas prices were the
primary factor in the large ceiling cost write down, the reduction
in our proved natural gas reserves and the increase in our
depletion expenses.  Adjusted for hedge settlement payments
received during the quarter, the realized gas price was $4.47 per
Mcf.  The Company generated Adjusted EBITDA of $3.6 million for
the quarter which does not include $2.4 million in settlement
payments related to the return of basis on acquired hedges."  Mr.
Rankin added, "We also completed the disposition of our Canadian
operations during the quarter resulting in a significant reduction
in future obligations.  Mr. Rankin went on to say, "The recent
amendment to our bank credit agreement was a significant step
toward resolving the Company's borrowing base deficiency.  We
believe this was possible as a result of our hedge positions and
the long life shallow decline nature of our natural gas reserve
base."

A copy of the press release is available for free at:

                        http://is.gd/2ohq0d

                         About Geomet Inc.

Houston, Texas-based GeoMet, Inc., is an independent energy
company primarily engaged in the exploration for and development
and production of natural gas from coal seams ("coalbed methane"
or "CBM") and non-conventional shallow gas.  It was originally
founded as a consulting company to the coalbed methane industry in
1985 and has been active as an operator, developer and producer of
coalbed methane properties since 1993.  Its principal operations
and producing properties are located in the Cahaba and Black
Warrior Basins in Alabama and the central Appalachian Basin in
Virginia and West Virginia.  It also owns additional coalbed
methane and oil and gas development rights, principally in
Alabama, Virginia, West Virginia, and British Columbia.  As of
March 31, 2012, it owns a total of approximately 192,000 net acres
of coalbed methane and oil and gas development rights.

The Company's balance sheet at March 31, 2012, showed
$199.21 million in total assets, $176.64 million in total
liabilities, $30.47 million of Series A convertible redeemable
preferred stock, and a stockholders' deficit of $7.90 million.

"As of May 11, 2012, we had $148.6 million outstanding under our
Fifth Amended and Restated Credit Agreement," the Company said in
its quarterly report for the period ending March 31, 2012.  "As of
March 31, 2012, we were in compliance with all of the covenants in
our Credit Agreement.  The Credit Agreement provides, however,
that if the amount outstanding at any time exceeds the "borrowing
base", we must provide additional collateral to the lenders or
repay the excess as provided in the Credit Agreement.  The
borrowing base is set in the sole discretion of our lenders in
June and December of each year based, in part, on the value of our
estimated reserves as determined by the lenders using natural gas
prices forecasted by the lenders."

"Due to the decline in the bank group's price projections, we
expect our outstanding loan balance at the June determination date
will exceed the new borrowing base, resulting in a borrowing base
deficiency.  We do not have additional collateral to provide to
the lenders and we expect that our operating cash flows would be
insufficient to repay the expected borrowing base deficiency, as
required under the Credit Agreement. As such, unless we amend the
Credit Agreement, we may be in default under the agreement when
the borrowing base is determined in June 2012.  In addition, the
elimination of the unused availability under the borrowing base,
which is a factor in our working capital covenant, may result in a
future default of that covenant under the Credit Agreement.  We
have begun discussions with our bank group; however, until the
borrowing base for June 2012 has been determined, we will not know
the amount of the deficiency.  As of March 31, 2012, the debt is
classified as long-term as we are not in violation of any debt
covenants.  Should we be in violation of any covenants which have
not been waived or have a borrowing base deficiency as of June 30,
2012, some or all of the debt will be reclassified to current.
There are no assurances that we will be able to amend our Credit
Agreement or obtain a waiver.  If we do obtain a waiver or an
amendment, there can be no assurance as to the cost or terms of
such an amendment."

"These conditions raise substantial doubt about our ability to
continue as a going concern for the next twelve months."


GEOPETRO RESOURCES: Has Accumulated Deficit of $47.7 Million
------------------------------------------------------------
GeoPetro Resources Company filed its quarterly report on Form
10-Q, reporting a net loss of $897,452 on $0 revenues for the
three months ended June 30, 2012, compared with a net loss of
$1.2 million on $206,590 of revenues for the corresponding period
a year earlier.

For the six months ended June 30, 2012, the Company had a net loss
of $2.0 million on $351,082 of revenues, compared with a net loss
of $2.6 million on $607,939 of revenues for the same period of
2011.

The Company's balance sheet at June 30, 2012, showed $24.7 million
in total assets, $5.4 million in total liabilities, and
shareholders' equity of $19.3 million.

According to the regulatory filing, as of June 30, 2012, the
Company had a working capital deficit of $2.5 million, and for the
six months ended June 30, 2012, its cash used in operating
activities amounted to $1.3 million.  "We estimate that our
investment needs for the remainder of fiscal year 2012 and 2013
will amount to $2.4 million related to our natural gas properties
within the Madisonville field, our California properties and our
Canadian properties.  Our results of operations have resulted in
an accumulated deficit of $47.7 million from inception through the
six months ended June 30, 2012."

"Our current cash and cash equivalents and anticipated cash flow
from operations will not be sufficient to meet our working capital
and capital expenditure requirements for the foreseeable future.
Additional financing is required to carry out our business plan."

"In April 2012, the Company's wholly-owned subsidiary, Redwood
Energy Production, L.P., elected to temporarily shut-in its
natural gas production at the Madisonville Field, Madison County,
Texas in light of depressed natural gas prices.  The Company will
monitor market conditions and bring its natural gas production
back on stream as market conditions warrant.  For the six months
ended June 30, 2012, 100% of the Company's revenue was derived
from the natural gas production in the Madisonville Field."

A copy of the Form 10-Q is available for free at:

                       http://is.gd/D1m6Pi

San Francisco, Calif.-based GeoPetro Resources Company is an oil
and gas company in the business of exploring and developing oil
and natural gas reserves on a worldwide basis.  Since inception,
the Company has conducted leasehold acquisition, exploration and
drilling activities on its North American, Australian and
Indonesian prospects.  These projects currently encompass
approximately 249,042 gross (38,113 net) acres, consisting of
mineral leases, production sharing contracts and exploration
permits that give the Company the right to explore for, develop
and produce oil and natural gas.  Most of these properties are in
the exploration, appraisal or development drilling phase and have
not begun to produce revenue from the sale of oil and natural gas.


GETTY PETROLEUM: Committee Fine-Tunes First Amended Plan
--------------------------------------------------------
The Official Committee of Unsecured Creditors for Getty Petroleum
Marketing, et al., filed this month a first modification to its
First Amended Plan of Liquidation for the Debtor.  Changes to the
Plan include new subclasses for secured claims and a provision
that says the Debtors are not discharged by Plan confirmation and
the Plan won't affect obligations of any insurance companies,
unless otherwise stated.  A copy of the first modifications to the
First Amended Plan is available for free at
http://bankrupt.com/misc/Getty_Pet_Plan_Amended_080912.pdf

The hearing on the First Amended Plan of Liquidation, as revised
on May 30, 2012, was previously scheduled July 18.

According to the Amended Disclosure Statement, the First Amended
Plan constitutes a straight-forward liquidating plan for all of
the Debtors.  The Amended Plan provides for all of the property of
the Debtors to be liquidated over time, and for the proceeds to be
allocated and distributed to the holders of certain Allowed
Claims.  An initial distribution is to occur on the Effective Date
of the First Amended Plan or soon as practicable thereafter.
Assets are to be held by a Liquidating Trust and administered by
the Liquidating Trustees who will, among other things, liquidate
assets, resolve disputed claims, pursue any reserved causes of
action, wind up the affairs of the Debtors, and make interim and
final distributions to holders of Allowed Claims in accordance
with the First Amended Plan.  A full-text copy of the Disclosure
Statement is available for free at:

   http://bankrupt.com/misc/GETTY_PETROLEUM_ds_1amended.pdf

Peg Brickley at Dow Jones' DBR Small Cap reports that Getty
Petroleum's Chapter 11 plan is moving toward confirmation, but
payday is likely a long way off for creditors of the defunct gas-
station operator.

                        About Getty Petroleum

A remnant of J. Paul Getty's oil empire, Getty Petroleum Marketing
markets gasolines, hydraulic fluids, and lubricating oils through
a network of gas stations owned and operated by franchise holders.
A former subsidiary of Russian oil giant LUKOIL, the company
operates in the Mid-Atlantic and Northeastern US states.  Getty
Petroleum Marketing's primary asset is the more than 800 gas
stations in the Mid-Atlantic states which are located on
properties owned by Getty Realty.  After scaling back the
company's operations to cut debt, in 2011 LUKOIL sold Getty
Petroleum Marketing to investment firm Cambridge Petroleum Holding
for an undisclosed price.

Getty Petroleum and three affiliates filed for Chapter 11
bankruptcy (Bankr. S.D.N.Y. Case Nos. 11-15606 to 11-15609) on
Dec. 5, 2011.  Judge Shelley C. Chapman presides over the case.
Loring I. Fenton, Esq., John H. Bae, Esq., Kaitlin R. Walsh, Esq.,
and Michael J. Schrader, Esq., at Greenberg Traurig, LLP, in New
York, N.Y., serve as the Debtors' counsel.  Ross, Rosenthal &
Company, LLP, serves as accountants for the Debtors.  Getty
Petroleum Marketing, Inc., disclosed $46.6 million in assets and
$316.8 million in liabilities as of the Petition Date.  The
petition was signed by Bjorn Q. Aaserod, chief executive officer
and chairman of the board.

The Official Committee of Unsecured Creditors is represented by
Wilmer Cutler Pickering Hale and Dorr LLP.  Alvarez & Marsal North
America, LLC, serves as the Committee's financial advisors.


GLOBAL ARENA: Incurs $462,000 Net Loss in Second Quarter
--------------------------------------------------------
Global Arena Holding, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss attributable to common stockholders of $462,020 on
$216,166 of total revenues for the three months ended June 30,
2012, compared with a net loss attributable to common stockholders
of $415,494 on $226,066 of total revenues for the same period a
year ago.

The Company reported a net loss attributable to common
stockholders of $685,905 on $418,795 of total revenues for the six
months ended June 30, 2012, compared with a net loss attributable
to common stockholders of $801,318 on $452,672 of total revenues
for the same period during the prior year.

The Company's balance sheet at June 30, 2012, showed $1.09 million
in total assets, $1.58 million in total liabilities, and a
$490,417 total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/mV2oIU

                        About Global Arena

New York, N.Y.-based Global Arena Holding, Inc., formerly Global
Arena Holding Subsidiary Corp., was formed in February 2009, in
the state of Delaware.  The Company is a financial services firm
that services the financial community through its subsidiaries as
follows:

Global Arena Investment Management LLC provides investment
advisory services to its clients.  GAIM is registered with the
Securities and Exchange Commission as an investment advisor and
clears all of its business through Fidelity Advisors, its
correspondent broker.  Global Arena Commodities Corp. provides
commodities brokerage services and earns commissions.  Global
Arena Trading Advisors, LLC provides futures advisory services and
earns fees.  GATA is registered with the National Futures
Association (NFA) as a commodities trading advisor.  Lillybell
Entertainment, LLC provides finance services to the entertainment
industry.

Wei, Wei & Co., LLP, in New York, N.Y., expressed substantial
doubt about Global Arena's ability to continue as a going concern,
following the Company's results for the fiscal year ended Dec. 31,
2011.  The independent auditors noted that the Company has
suffered recurring losses since inception, experiences a
deficiency of cash flow from operations and has a stockholders
deficiency.


GRANDPARENTS.COM INC: Posts $1.8-Mil. Net Loss in Second Quarter
----------------------------------------------------------------
Grandparents.com, Inc., formerly NorWesTech, Inc., filed its
quarterly report on Form 10-Q, reporting a net loss of
$1.8 million on $87,341 of revenue for the three months ended June
30, 2012, compared with a net loss of $680,885 on $115,165 of
revenue for the same period last year.

For the six months ended June 30, 2012, the Company reported a net
loss of $6.3 million on $154,135 of revenue, compared with a net
loss of $1.4 million on $238,160 of revenue for the same period of
2011.

Total operating expenses for the three months ended June 30, 2012,
increased $1.1 million, or 144.4%, to $1.9 million compared to
$764,092 for the comparable period in 2011.  Total operating
expenses for the six months ended June 30, 2012, increased
$4.8 million, or 307.2%, to $6.4 million compared to $1.6 million
for the comparable period in 2011.  The increase in operating
expenses for the three months ended June 30, 2012, was due to
increases in selling and marketing, salary, rent, equity-based
compensation, consultant and other general and administrative
expenses.  The increase in operating expenses for the six months
ended June 30, 2012, was primarily attributable to expenses of
$2.9 million incurred in connection with the Asset Contribution
Transaction as well as increases in selling and marketing, salary,
rent, equity-based compensation, consultant and other general and
administrative expenses.

                  Asset Contribution Transaction

On Feb. 23, 2012, the Company entered into an Asset Contribution
Agreement with GP.com Holding Company, LLC, a Florida limited
liability company formerly known as Grandparents.com LLC ("GP.com
LLC").  Under the terms of the Contribution Agreement, GP.com LLC
contributed substantially all of its assets to the Company in
exchange for the Company's assumption of certain liabilities of
GP.com LLC and the Company's issuance to GP.com LLC of one share
of its Series A Convertible Preferred Stock and a warrant to
purchase shares of its common stock.  As a result of the
transaction, the Company now owns the grandparents.com domain
name, other related domain names, trademarks and related assets
formerly owned by GP.com LLC and GP.com LLC became the holder of a
majority of the Company's voting securities.  In addition, the
Company's former directors and officers resigned and the designees
of GP.com LLC were appointed to fill the vacancies created by such
resignations.

                           Balance Sheet

The Company's balance sheet at June 30, 2012, showed $7.3 million
in total assets, $2.1 million in total liabilities, and
stockholders' equity of $5.2 million.

                           Going Concern

According to the regulatory filing, the Company has incurred a net
loss of approximately $6.3 million and used approximately
$2.3 million in cash for operating activities during the six-
months ended June 30, 2012.  Without additional capital from
existing or outside investors or further financing, the Company's
ability to continue to implement its business plan may be limited.
"These conditions raise substantial doubt about the Company's
ability to continue as a going concern."

A copy of the Form 10-Q is available for free at:

                        http://is.gd/hLZq7o

Based in New York, N.Y., Grandparents.com, Inc., together with its
consolidated subsidiaries, is a family-oriented social media
company that through its website, www.grandparents.com, serves the
age 50+ demographic market.  The website offers activities,
discussion groups, expert advice and newsletters that enrich the
lives of grandparents by providing tools to foster connections
among grandparents, parents, and grandchildren.


GRAYMARK HEALTHCARE: Had $5.3 Million Net Loss in Second Quarter
----------------------------------------------------------------
Graymark Healthcare, Inc., filed its quarterly report on Form
10-Q, reporting a net loss of $5.3 million on $4.3 million of
revenues for the three months ended June 30, 2012, compared with a
net loss of $600,248 on $4.4 million of revenues for the same
period a year ago.

For the six months ended June 30, 2012, the Company had a net loss
of $7.3 million on $8.7 million of revenues, compared with a net
loss of $2.5 million on $8.6 million of revenues for the
comparable period of 2011.

In June 2012, the Company recorded a noncash impairment charge on
goodwill related to the Company's sleep centers of $3.0 million.

The Company's balance sheet at June 30, 2012, showed $20.8 million
in total assets, $23.2 million in total liabilities, and a
stockholders' deficit of $2.4 million.

As of June 30, 2012, the Company had an accumulated deficit of
approximately $42.3 million and reported a net loss of
approximately $7.2 million for the six months then ending.  In
addition, the Company used approximately $2.4 million in cash from
operating activities from continuing operations during the six
months ending June 30, 2012.

"Historically, management has been able to raise the capital
necessary to fund the operation and growth of the Company, but
there is no assurance that the Company will be successful in
raising the necessary capital to fund the Company's operations."

"As noted in Note 6 - Borrowings, during the three months ended
June 30, 2012, the Company did not maintain the minimum cash
balance required under the Company's loan agreement with Arvest
Bank.  In addition, the Company did not make the required
principal and interest prepayment due to Arvest Bank on June 30,
2012."

"Furthermore, the Company is not currently in compliance with the
minimum bid price requirement for continued listing on The NASDAQ
Capital Market.  Under a notice received from NASDAQ, the Company
had until June 18, 2012, to regain compliance.  The Company
received a notice of delisting on June 19, 2012.  The Company
filed an appeal and went before a hearing with NASDAQ on July 26,
2012.  If the Company is delisted from NASDAQ, that will be an
event of default under the Company's loan agreement with Arvest
Bank.  Historically, the Company has been successful in obtaining
default waivers from Arvest Bank, but there is no assurance that
Arvest Bank will waive any future defaults.  Given that the
Company is not in compliance with certain covenants under the loan
agreement with Arvest Bank, the associated debt has been
classified as current on the accompanying consolidated condensed
balance sheets."

"These uncertainties raise substantial doubt regarding the
Company's ability to continue as a going concern. The consolidated
condensed financial statements do not include any adjustments that
might be necessary if the Company is unable to continue as a going
concern."

A copy of the Form 10-Q is available for free at:

                       http://is.gd/uE1xEL

Graymark Healthcre, Inc., headquartered in Oklahoma City, Okla.,
provides care management solutions to the sleep disorder market.
As of June 30, 2012, the Company operated 107 sleep diagnostic and
therapy centers in 10 states.


GREENMAN TECHNOLOGIES: Incurs $1.8-Mil. Net Loss in Fiscal Q3
-------------------------------------------------------------
GreenMan Technologies, Inc., now known as American Power Group
Corporation, reported a net loss of $1.80 million on $890,000 of
net sales for the three months ended June 30, 2012, compared with
a net loss of $1.22 million on $542,000 of net sales for the same
period during the prior year.

The Company reported a net loss of $4.06 million on $1.85 million
of net sales for the nine months ended June 30, 2012, compared
with a net loss of $5.02 million on $1.42 million of net sales for
the same period a year ago.

The Company's balance sheet at June 30, 2012, showed $10.12
million in total assets, $4.59 million in total liabilities and
$5.52 million in stockholders' equity.

Lyle Jensen, American Power Group Corporation's President and
Chief Executive Officer, stated, "We continue to execute well on
our strategy to introduce and market our dual fuel technology for
applications across a diverse group of industries, including oil
and gas exploration and production, industrial and heavy-duty
vehicular end markets.  Our increased revenues during the quarter
reflect our ability to develop new partnerships and to extend our
existing relationships.  We are making progress on the domestic
vehicular front and during the quarter we received approval from
the Environmental Protection Agency for the conversion of fifty-
nine Caterpillar and Detroit Diesel OUL engine families.  This is
a notable development as these engines are some of the most widely
used on the road today.  Likewise, just after the close of the
quarter we announced our collaboration with EQT Corporation and
Linde North America on the completion of the first dual fuel rig
conversion in the Marcellus Shale.  We are continuously looking
for and capitalizing on new opportunities to demonstrate the
relevance and effectiveness of our dual fuel technology in a wide
variety of applications."

A copy of the press release is available for free at:

                        http://is.gd/WMZDeC

                   About Greenman Technologies

Lynnfield, Mass.-based GreenMan Technologies, Inc. (OTC QB: GMTI)
through its two alternative energy subsidiaries, American Power
Group, Inc. ("APG") and APG International, Inc. ("APGI"), provides
a cost-effective patented dual fuel conversion technology for
diesel engines and diesel generators.

Schechter Dokken Kanter Andrews & Selcer, Ltd., in Minneapolis,
Minnesota, issued a "going concern" qualification on the
consolidated financial statements for the fiscal year ended
Sept. 31, 2011, indicating that the Company has continued to incur
substantial losses from operations, has not generated positive
cash flows and has insufficient liquidity to fund its ongoing
operations that raise substantial doubt about the Company's
ability to continue as a going concern.

The Company reported a net loss of $6.81 million for the year
ended Sept. 30, 2011, compared with a net loss of $5.64 million
the year before.


GRYPHON GOLD: Had $379,100 Net Loss in June 30 Quarter
------------------------------------------------------
Gryphon Gold Corporation filed its quarterly report on Form 10-Q,
reporting a net loss of $379,151 on $5.9 million of revenue,
compared with net loss of $583,461 on $nil revenue for the three
months ended June 30, 2011.

The Company's balance sheet at June 30, 2012, showed $34.2 million
in total assets, $23.3 million in total liabilities, and
stockholders' equity of $10.9 million.

"The Company has an accumulated deficit of $43.4 million as at
June 30, 2012 ($43.1 million as at March 31, 2012)."

DeCoria, Maichel & Teague P.S., in Spokane, Washington, expressed
substantial doubt about Gryphon's ability to continue as a going
concern, following the Company's results for the fiscal year ended
March 31, 2012.  The independent auditors noted that the Company
has suffered recurring operating losses and has an accumulated
deficit of $43.1 million.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/xKoZFf

Gryphon Gold Corporation, headquartered in Carson City, Nevada, is
an exploration, development and production company focused on
precious metals and is currently producing at its Borealis
property, located in Nevada's Walker Lane Gold Belt.  The plan for
the Borealis property is to advance production of the oxide heap
leachable gold and silver and to further expand and develop the
significant sulphide resource through exploration, metallurgical
design and sulphide project permitting and development.  The
Borealis property is unpatented mining claims of approximately 20
acres each, totalling about 15,020 acres, which has successful
past production.


GUANGZHOU GLOBAL: Reports $972,000 Net Income in 2nd Quarter
------------------------------------------------------------
China Teletech Holding, Inc., formerly known as Guangzhou Global
Telecom, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of US$971,670 on US$8.04 million of sales for the three months
ended June 30, 2012, compared with net income of US$1,167 on
US$3.51 million of sales for the same period during the prior
year.

The Company reported net income of US$2.60 million on US$11.07
million of sales for the six months ended June 30, 2012, compared
with net income of US$159,366 on US$12.73 million of sales for the
same period a year ago.

The Company's balance sheet at June 30, 2012, showed US$4.21
million in total assets, US$2.42 million in total liabilities and
US$1.79 million in total stockholders' equity.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/2tBSsZ

                      About Guangzhou Global

Tallahassee, Fl.-based Guangzhou Global Telecom, Inc., was
incorporated as Avalon Development Enterprises, Inc., on March 29,
1999, under the laws of the State of Florida.  The Company,
through its subsidiaries, is now principally engaged in the
distribution and trading of rechargeable phone cards, cellular
phones and accessories within cities in the People's Republic of
China.

In its audit report for the 2011 results, Samuel H. Wong & Co.,
LLP, in San Mateo, California, noted that the Company has incurred
substantial losses, and has difficulty to pay the Peoples Republic
of China government Value Added Tax and past due Debenture Holders
Settlement, all of which raise substantial doubt about its ability
to continue as a going concern.

The Company reported a net loss of US$348,124 in 2011, compared
with a net loss of US$2.28 million in 2010.


GUIDED THERAPEUTICS: Incurs $1.2 Million Net Loss in 2nd Quarter
----------------------------------------------------------------
Guided Therapeutics, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss attributable to common stockholders of $1.16 million on
$915,000 of contract and grant revenue for the three months ended
June 30, 2012, compared with a net loss attributable to common
stockholders of $496,000 on $913,000 of contract and grant revenue
for the same period during the prior year.

The Company reported a net loss attributable to common
stockholders of $2.18 million on $1.63 million of contract and
grant revenue for the six months ended June 30, 2012, compared
with a net loss attributable to common stockholders of $1.22
million on $1.68 million of contract and grant revenue for the
same period a year ago.

The Company's balance sheet at June 30, 2012, showed $3.51 million
in total assets, $3.08 million in total liabilities and $438,000
in total stockholders' equity.

                         Bankruptcy Warning

At June 30, 2012, the Company had negative working capital of
approximately $1.0 million and stockholders' equity of
approximately $334,000, primarily due to the recurring losses.  As
of June 30, 2012, the Company was past due on payments due under
its notes payable in the amount of approximately $393,000.

"The Company's capital-raising efforts are ongoing.  If sufficient
capital cannot be raised during the first quarter of 2013, the
Company has plans to curtail operations by reducing discretionary
spending and staffing levels, and attempting to operate by only
pursuing activities for which it has external financial support,
such as under its development agreement with Konica Minolta and
additional NCI or other grant funding.  However, there can be no
assurance that such external financial support will be sufficient
to maintain even limited operations or that the Company will be
able to raise additional funds on acceptable terms, or at all.  In
such a case, the Company might be required to enter into
unfavorable agreements or, if that is not possible, be unable to
continue operations, and to the extent practicable, liquidate
and/or file for bankruptcy protection," the Company said in its
quarterly report for the period ended June 30, 2012.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/j6AhGm

Guided Therapeutics filed with the SEC a Form S-8 registering
5 million additional shares of common stock issuable to
participants under the Company's 1995 Stock Option Plan.  The
proposed maximum aggregate offering price is  $4.22 million.  A
copy of the prospectus is available for free at:

                       http://is.gd/qMy0jJ

                    About Guided Therapeutics

Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP)
-- http://www.guidedinc.com/-- is developing a rapid and painless
test for the early detection of disease that leads to cervical
cancer.  The technology is designed to provide an objective result
at the point of care, thereby improving the management of cervical
disease.  Unlike Pap and HPV tests, the device does not require a
painful tissue sample and results are known immediately.  GT has
also entered into a partnership with Konica Minolta Opto to
develop a non-invasive test for Barrett's Esophagus using the
LightTouch technology platform.

In its report on the Company's 2011 Form 10-K, UHY LLP, in
Sterling Heights, Michigan, noted that the Company's recurring
losses from operations and accumulated deficit raise substantial
doubt about its ability to continue as a going concern.

The Company reported a net loss of $6.64 million in 2011, compared
with a net loss of $2.84 million in 2010.


HAWKER BEECHCRAFT: Bank Debt Trades at 29% Off in Secondary Market
------------------------------------------------------------------
Participations in a syndicated loan under which Hawker Beechcraft
is a borrower traded in the secondary market at 70.78 cents-on-
the-dollar during the week ended Friday, Aug. 17, a drop of 0.27
percentage points from the previous week according to data
compiled by LSTA/Thomson Reuters MTM Pricing and reported in The
Wall Street Journal.  The Company pays 200 basis points above
LIBOR to borrow under the facility.  The bank loan matures on
March 26, 2014.  The loan is one of the biggest gainers and losers
among 165 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

                       About Hawker Beechcraft

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

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

Hawker Beechcraft Inc. and 17 affiliates filed for Chapter 11
reorganization (Bankr. S.D.N.Y. Lead Case No. 12-11873) on May 3,
2012, having already negotiated a plan that eliminates $2.5
billion in debt and $125 million of annual cash interest expense.

The plan, to be filed by June 30, will give 81.9% of the new stock
to holders of $1.83 billion of secured debt, while 18.9% of the
new shares are for unsecured creditors.  The proposal has support
from 68% of secured creditors and holders of 72.5% of the senior
unsecured notes.

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

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

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

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

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

An Official Committee of Unsecured Creditors appointed in the case
has selected Daniel H. Golden, Esq., and the law firm of Akin Gump
Strauss Hauer & Feld LLP as legal counsel.


HAWKER BEECHCRAFT: Seeks Longer Exclusivity During Superior Talks
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Hawker Beechcraft Inc. filed papers seeking an
extension of the exclusive right to propose a Chapter 11 plan
while it conducts 45 days of exclusive discussions with Superior
Aviation Beijing Co. Ltd. about a transaction to underlay
reorganization.

According to the report, in mid-July the bankruptcy court in
Manhattan gave Superior exclusive negotiating rights.  Superior,
which is 40% owned by the Beijing municipal government, offered to
buy most of the aircraft manufacturer for $1.79 billion.  There
will be a hearing in bankruptcy court on Aug. 30 for an extension
of exclusive plan-filing rights.  If the judge approves, so-called
exclusivity will be pushed out by four months to Dec. 29.

The report relates that before the Chapter 11 filing, Hawker
negotiated a reorganization plan with creditors calling for a
stand-alone restructuring by converting secured and unsecured debt
to equity while reducing debt by $2.55 billion.  The plan itself
was filed in late June.  Creditors are allowing Hawker to pursue a
transaction with Superior that might be more advantageous than a
debt-for-equity swap.

The report notes that Hawker's $183 million in 8.5% senior
unsecured notes due 2015 traded on Aug. 16 for 16.5 cents on the
dollar, according to Trace, the bond-price reporting system of the
Financial Industry Regulatory Authority.  The $302 million in
8.875% senior unsecured notes due 2015 traded on Aug. 9 for 17.25
cents, Trace said.

                      About Hawker Beechcraft

Hawker Beechcraft Inc., a designer and manufacturer of light and
medium-sized jet, turboprop and piston aircraft, filed for Chapter
11 reorganization together with 17 affiliates (Bankr. S.D.N.Y.
Lead Case No. 12-11873) on May 3, 2012, having already negotiated
a plan that eliminates $2.5 billion in debt and $125 million of
annual cash interest expense.

The plan, to be filed by June 30, will give 81.9% of the new stock
to holders of $1.83 billion of secured debt, while 18.9% of the
new shares are for unsecured creditors.  The proposal has support
from 68% of secured creditors and holders of 72.5% of the senior
unsecured notes.

Hawker is 49%-owned by affiliates of Goldman Sachs Group Inc. and
49%-owned by Onex Corp.  The Company's balance sheet at Dec. 31,
2011, showed $2.77 billion in total assets, $3.73 billion in total
liabilities and a $956.90 million total deficit.  Other claims
include pensions underfunded by $493 million.  Hawker Beechcraft
disclosed assets of $1,831,097 plus undetermined amounts, and
liabilities of $1,704,736,958 plus undetermined amounts.

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

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

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

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

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


HIGH UP: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------
Debtor: High Up Dairy Mart, Incorporated
        17768 Braemar Place
        Leesburg, VA 20176

Bankruptcy Case No.: 12-14955

Chapter 11 Petition Date: August 14, 2012

Court: U.S. Bankruptcy Court
       Eastern District of Virginia (Alexandria)

Judge: Robert G. Mayer

Debtor's Counsel: James P. Campbell, Esq.
                  CAMPBELL FLANNERY, P.C.
                  One Village Plaza
                  1602 Village Market Boulevard, Suite 220
                  Leesburg, VA 20175
                  Tel: (703) 771-8344
                  Fax: (703) 777-1485
                  E-mail: jcampbell@campbellflannery.com

Estimated Assets: $0 to $50,000

Estimated Debts: $10,000,001 to $50,000,000

A copy of the Company's list of its 20 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/vaeb12-14955.pdf

The petition was signed by Gurcharan S. Lail, president.


HOMELAND SECURITY: Delays Form 10-Q for Second Quarter
------------------------------------------------------
Homeland Security Capital Corporation was not able to complete the
required financial statements for the quarter ended June 30, 2012,
on a timely basis.

                      About Homeland Security

Homeland Security Capital Corporation is an international provider
of specialized technology-based radiological, nuclear,
environmental disaster relief and electronic security solutions to
government and commercial customers.

In the auditors' report accompanying the consolidated financial
statements for the year ended Dec. 31, 2011, Coulter & Justus,
P.C., in Knoxville, Tennessee, noted that Related Party Senior
Notes Payable totalling $5.55 million are due and payable.  As of
Dec. 31, 2011, the Company has a net capital deficiency in
addition to a working capital deficiency, which raises substantial
doubt about its ability to continue as a going concern.

The Company also reported a net loss of $3.98 million on $0 of net
revenue for the year ended June 30, 2011.

The Company's balance sheet at March 31, 2012, showed
$9.92 million in total assets, $12.26 million in total
liabilities, $169,768 in warrants payable, and a $2.51 million
total stockholders' deficit.


ICEWEB INC: Had $4 Million Net Loss in June 30 Quarter
------------------------------------------------------
IceWEB, Inc., filed its quarterly report on Form 10-Q, reporting a
net loss of $4.0 million on $654,996 of sales for the three months
ended June 30, 2012, compared with a net loss of $698,269 on
$719,727 of sales for the three months ended June 30, 2011.

For the three months ended June 30, 2012, the Company incurred an
increase in the value of the derivative liability of $2.2 million.

For the nine months ended June 30, 2012, the Company had a net
loss of $6.5 million on $2.5 million of sales, compared with a net
loss of $2.6 million on $2.5 million of sales for the nine months
ended June 30, 2011.

For the nine months ended June 30, 2012, the Company incurred an
increase in the value of the derivative liability of $2.8 million.

The Company's balance sheet at June 30, 2012, showed $3.1 million
in total assets, $7.9 million in total liabilities, and a
stockholders' deficit of $4.8 million.

Sherb & Co., LLP, in Boca Raton, Florida, stated in their report
on the consolidated financial statements of the Company for the
years ended Sept. 30, 2011, and 2010, that the Company had net
losses of $4.7 million and $7.0 million respectively, for the
years ended Sept. 30, 2011, and 2010, which raise substantial
doubt about the Company's ability to continue as a going concern.

"In addition and as discussed further in Note 6, we are not in
compliance with debt covenants under our Financing Agreements with
Sand Hill Finance LLC.  For the year ended Sept. 30, 2011, we
incurred a net loss of $4.7 million and for the nine months ended
June 30, 2012, we incurred a net loss of $6.5 million."

A copy of the Form 10-Q is available for free at:

                       http://is.gd/DjTZWV

Sterling, Va.-based IceWEB, Inc., manufactures high performance
unified data storage appliances with enterprise storage management
capabilities.




IDO SECURITY: Delays Form 10-Q for Second Quarter
-------------------------------------------------
IDO Security Inc.'s quarterly report on Form 10-Q for the three
months ended June 30, 2012, was not filed by the prescribed due
date of Aug. 14, 2012, because the Company had not yet finalized
its treatment and disclosure of certain material events that
occurred during the quarter.  As a result, the review of the
Company's financial statements for the three months ended June 30,
2012, is ongoing.  The Company anticipates that the subject
quarterly report will be filed on or before Aug. 20, 2012.

For the six and three months ended June 30, 2011, the Company had
revenues of $19,486 and $325, respectively, and a net loss of
$3,926,331 and $1,754,433.  For the six and three months ended
June 30, 2012, the Company currently estimates that it had
revenues of approximately $285,000 and $80,916, respectively, and
a net loss of approximately $8,000 and $1,500,000, respectively.
Results for the three months ended June 30, 2012 remain subject to
further adjustment.

The increase in revenues for the six and three months ended
June 30, 2012, as compared to the 2011 periods is primarily
attributable to the substantial increase in the number of MagShoe
devices delivered to customers in Africa, Europe and the Far East.
The net loss for the six months ended June 30, 2012, includes the
gain on the extinguishment of debt in the approximate amount of
$2.9 million that occurred in the first quarter of fiscal 2012.

                         About IDO Security

IDO Security Inc. is engaged in the design, development and
marketing of devices for the homeland security and loss prevention
markets that are intended for use in security screening procedures
to detect metallic objects concealed on or in footwear, ankles and
feet through the use of electro-magnetic fields.  The Company's
common stock trades on the OTC Bulletin Board under the symbol
IDOI.  The Company is headquartered in New York City.

The Company reported a net loss of $7.36 million in 2011, compared
with a net loss of $7.77 million in 2010.

The Company's balance sheet at March 31, 2012, showed $1.62
million in total assets, $18.75 million in total liabilities and a
$17.13 million total stockholders' deficiency.

                         Bankruptcy Warning

The Company said in its 2011 annual report that under the terms
of the agreements with the holders of the Company's secured
promissory notes that the Company issued in December 2007 through
December 2011, the note holders have a first priority lien on
substantially all of the Company's assets, including the Company's
cash balances.  If the Company defaults under the notes, the note
holders would be entitled to, among other things, foreclose on the
Company's assets (whether inside or outside a bankruptcy
proceeding) in order to satisfy the Company's obligations under
the credit facility.


IDO SECURITY: Delays Form 10-Q for Second Quarter
-------------------------------------------------
IDO Security Inc.'s quarterly report on Form 10-Q for the three
months ended June 30, 2012, was not filed by the prescribed due
date of Aug. 14, 2012, because the Company had not yet finalized
its treatment and disclosure of certain material events that
occurred during the quarter.  As a result, the review of the
Company's financial statements for the three months ended June 30,
2012, is ongoing.  The Company anticipates that the subject
quarterly report will be filed on or before Aug. 20, 2012.

For the six and three months ended June 30, 2011, the Company had
revenues of $19,486 and $325, respectively, and a net loss of
$3,926,331 and $1,754,433.  For the six and three months ended
June 30, 2012, the Company currently estimates that it had
revenues of approximately $285,000 and $80,916, respectively, and
a net loss of approximately $8,000 and $1,500,000, respectively.
Results for the three months ended June 30, 2012 remain subject to
further adjustment.

The increase in revenues for the six and three months ended
June 30, 2012, as compared to the 2011 periods is primarily
attributable to the substantial increase in the number of MagShoe
devices delivered to customers in Africa, Europe and the Far East.
The net loss for the six months ended June 30, 2012, includes the
gain on the extinguishment of debt in the approximate amount of
$2.9 million that occurred in the first quarter of fiscal 2012.

                         About IDO Security

IDO Security Inc. is engaged in the design, development and
marketing of devices for the homeland security and loss prevention
markets that are intended for use in security screening procedures
to detect metallic objects concealed on or in footwear, ankles and
feet through the use of electro-magnetic fields.  The Company's
common stock trades on the OTC Bulletin Board under the symbol
IDOI.  The Company is headquartered in New York City.

The Company reported a net loss of $7.36 million in 2011, compared
with a net loss of $7.77 million in 2010.

The Company's balance sheet at March 31, 2012, showed $1.62
million in total assets, $18.75 million in total liabilities and a
$17.13 million total stockholders' deficiency.

                         Bankruptcy Warning

The Company said in its 2011 annual report that under the terms
of the agreements with the holders of the Company's secured
promissory notes that the Company issued in December 2007 through
December 2011, the note holders have a first priority lien on
substantially all of the Company's assets, including the Company's
cash balances.  If the Company defaults under the notes, the note
holders would be entitled to, among other things, foreclose on the
Company's assets (whether inside or outside a bankruptcy
proceeding) in order to satisfy the Company's obligations under
the credit facility.


IDQ HOLDINGS: S&P Affirms 'B' Corp. Credit Rating; Outlook Neg
--------------------------------------------------------------
Standard & Poor's Rating Services revised its rating outlook on
Garland, Texas-based IDQ Holdings Inc. to negative from stable.
"We also affirmed our 'B' corporate credit rating on the company,
which is majority owned by financial sponsor Castle Harlan," S&P
said.

"IDQ announced yesterday its proposal to issue $45 million in
five-year senior secured payment-in-kind (PIK) notes (not rated)
to fund a dividend to shareholders. The notes are to be issued
under the SEC's Rule 144a without registration rights, guaranteed
by a 100% stock pledge from the HoldCo (holding company), and
subject to incurrence-based covenants," S&P said.

"At the same time, we affirmed our 'B' senior secured rating and
corresponding '4' recovery rating on the $220 million senior
secured notes due 2017, indicating our expectation for average
(30%-50%) recovery in the event of payment default," S&P said.

Pro forma for the proposed transaction, IDQ will have about $266
million in debt outstanding.

"The outlook revision reflects our view that IDQ's proposed debt-
financed dividend reflects a more aggressive financial policy,
resulting in pro forma adjusted leverage (total debt to EBITDA)
and EBITDA interest coverage ratios of 5.9x and 1.7x. We believe
the decision to pay this dividend reflects the sponsor's view that
the company's recent A/C PRO product launch will drive improved
performance, and that the lag in straight refrigerant sales will
subside such that credit measures will improve somewhat over the
next 12 months," said Standard & Poor's credit analyst Nalini
Saxena. "Although we currently expect meaningful credit measure
improvement by year-end 2012, the company's pro forma credit
ratios are consistent with the 'highly leveraged' financial risk
descriptor."

This expectation is based on these key outcomes of S&P's forecast:

    A pro forma adjusted leverage ratio in the high 5x-area
    improving to slightly under 5x at year-end 2012;

    EBITDA coverage of interest in the low-2x area at year-end;
    and

    Funds from operations (FFO) to total debt close to 10% at
    year-end.

The assumptions informing S&P's 2012 forecast for operating
performance include:

-  Mid-single-digit revenue growth as we expect the benefits
    from the aging vehicle population and new product launches to
    be partially offset by shrinkage of the straight refrigerant
    segment; and

-  EBITDA margins slipping up to 350 basis points as S&P expects
    the company to continue marketing efforts to support new
    product launches, partially offsetting a potential favorable
    mix shift toward higher margin product offerings.

"Our characterization of IDQ's financial policy as very aggressive
reflects the majority ownership (84%) by the financial sponsor,
Castle Harlan, which we believe may continue to influence
financial governance toward shareholder-friendly decision-making.
We also expect the company to opportunistically pursue tuck-in
acquisitions, funded through a combination of internally generated
cash flow, additional debt, and sponsor support," S&P said.

"In our forecast, we assume the company will not engage in
voluntary debt repayment beyond the 75% excess cash flow offer,
acquisitions will be funded through cash of up to $15 million
annually, and ongoing dividends to investors. Capital expenditures
include maintenance of the sole manufacturing plant as well as
support of innovative development of both chemical formulations
and delivery mechanisms. We believe total capital expenditures
will be minimal, in the low-single-digit millions area. (IDQ is a
private company and does not publicly disclose its financials),"
S&P said.

"Our 'vulnerable' business risk assessment incorporates our view
that the company's business focus is very narrow, in a small,
niche industry space: air conditioning (A/C) repair in the
automotive aftercare market, which the company estimates to have a
market size of about $1.5 billion. IDQ is concentrated in this
niche category, with at least two-thirds of revenues generated by
'value-added' A/C recharge kits and refrigerant blends that
service the do-it-yourself (DIY) automobile caretaker. The
company's product diversity is limited, in our opinion. Geographic
diversity, in our view, is also limited as most sales are
generated in the U.S. and as we believe that environmental
protection regulations will limit international expansion," S&P
said.

"In our view, the company faces customer concentration with its
top four customers accounting for a significant majority of total
sales. Although larger retailers presently benefit from high
margins from the sale of IDQ's products, we believe the loss of
the business of one these customers could have a detrimental
financial impact. IDQ distributes its products across a variety of
distributors, from traditional automotive aftermarket retailers to
mass merchants to warehouse distributors. IDQ also has supplier
concentration, with one source accounting for half of the
company's required supply of its key ingredient, R-134a, a
haloalkane refrigerant otherwise known as 1,1,1,2-
tetrafluoroethane. The cost of R-134a fluctuates with seasonal
demand and IDQ does not hedge its purchases. We believe IDQ
possesses meaningful pricing flexibility to pass along such input
costs to its customers as the alternative to DIY A/C repair kits,
body shop servicing, could run consumers several hundreds of
dollars as opposed to about $35-$45 for a DIY kit," S&P said.

"Legal and regulatory pressures present another risk, though, in
our view, less immediate in nature. It is possible that
legislation on climate control may ban R-134a in favor of a safer
and more environmentally friendly gas. We believe the near-term
risk is more on a state level, as U.S. federal movement on climate
issues remains sluggish. However, IDQ has achieved certification
from the California Air Resources Board (CARB) by modifying its
cans to secure gas leakage and by instituting recycling programs
for the cans, and the company not only became the first
manufacturer of DIY refrigerants to be able to do business in
California, but is also the only major player in that state's
market because of the regulatory barriers to entry. Still, we view
the threat of a ban on R-134a and consumer or state opposition to
this gas as ongoing risks to the company's operational
performance," S&P said.

"The combination of the rising average age of cars and light
trucks in the U.S. (currently 10.6 years, per the Automotive
Aftermarket Industry Association) and a weak economy may persuade
consumers to nurse their aging cars through maintenance. Further,
as a result of the protracted economic downturn, we believe there
may be some permanence to consumer attitudes shifting more toward
DIY solutions and that IDQ's new product, A/C PRO, whose campaign
seeks to capitalize on the cost efficiency of a DIY solution
versus professional repair, will experience some traction.
However, it remains to be seen whether the initial success of A/C
PRO will be sustainable into next year," S&P said.

"The outlook is negative, reflecting the company's more aggressive
financial policy and weaker pro forma credit protection measures
following the proposed transaction. We could consider a downgrade
if IDQ is unable to improve credit measures consistent with our
forecast including leverage of about 5x, potentially due to
weakened operating performance or a continuation of its more
aggressive financial policy, including further shareholder
dividends or a sizable acquisition. In order to achieve leverage
close to 5x, we forecast relatively flat EBITDA performance and
$30 million debt repayment by year-end 2012. We could also lower
the rating if we forecast that liquidity will become strained,"
S&P said.

"We could consider an outlook revision to stable if the company
maintains adequate liquidity, and if we believe it will sustain
credit measures consistent with an 'aggressive' financial risk
profile, including leverage comfortably below 5x. We forecast this
could occur if adjusted EBITDA improves approximately 20%, if the
company reduces debt by about $50 million, and if we believe
financial policy will remain more moderate," S&P said.


IMAGEWARE SYSTEMS: Posts $1 Million Net Income in Second Quarter
----------------------------------------------------------------
Imageware Systems, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $1.05 million on $966,000 of revenue for the three
months ended June 30, 2012, compared with net income of $3.52
million on $1.49 million of revenue for the same period a year
ago.

The Company reported a net loss of $7.53 million on $2.08 million
of revenue for the six months ended June 30, 2012, compared with a
net loss of $4.33 million on $3.42 million of revenue for the same
period during the prior year.

The Company's balance sheet at June 30, 2012, showed $7.80 million
in total assets, $6.60 million in total liabilities and $1.19
million in total shareholders' equity.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/eVDwOQ

                      About ImageWare Systems

Headquartered in San Diego, California, ImageWare Systems, Inc. is
a leader in the emerging market for software-based identity
management solutions, providing biometric, secure credential, law
enforcement and enterprise authorization.  Its "flagship" product
is the IWS Biometric Engine.  Scalable for small city business or
worldwide deployment, the Company's biometric engine is a multi-
biometric platform that is hardware and algorithm independent,
enabling the enrollment and management of unlimited population
sizes.  The Company's identification products are used to manage
and issue secure credentials, including national IDs, passports,
driver licenses, smart cards and access control credentials.  Its
law enforcement products provide law enforcement with integrated
mug shot, fingerprint LiveScan and investigative capabilities.
The Company also provides comprehensive authentication security
software.

The Company reported a net loss of $3.18 million in 2011,
compared with a net loss of $5.05 million in 2010.


INFINITY ENERGY: Delays Form 10-Q for Second Quarter
----------------------------------------------------
Infinity Energy Resources, Inc., was unable to timely file its
quarterly report on Form 10-Q for the quarter ended June 30, 2012,
due to an unanticipated delay in connection with its preparation
and review.  The Company expects to file within the extension
period.

                       About Infinity Energy

Overland Park, Kansas-based Infinity Energy Resources, Inc., and
its subsidiaries, are engaged in the acquisition and exploration
of oil and gas properties offshore Nicaragua in the Caribbean Sea.

Following the 2011 results, Ehrhardt Keefe Steiner & Hottman PC,
in Denver, Colorado, noted that the Company has suffered recurring
losses and has a significant working capital deficit, which raises
substantial doubt about its ability to continue as a going
concern.

The Company reported a net loss of $3.53 million in 2011, compared
with a net loss of $3.77 million in 2010.

The Company's balance sheet at March 31, 2012, showed $4.86
million in total assets, $32.10 million in total liabilities and a
$27.23 million total stockholders' deficit.


INFUSION BRANDS: Signs Merger Agreement with Ronco
--------------------------------------------------
Infusion Brands International, Inc., entered into an Agreement and
Plan of Merger with Ronco Holdings, Inc., CD3 Holdings, Inc., the
holder of all of the issued and outstanding common stock of Ronco,
Ronco Brands, Inc. ("Acquisition Sub"), Infusion's newly formed
wholly owned subsidiary and Vicis Capital Master Fund, Infusion's
principal stockholder.  Upon the closing of the merger, Ronco will
merge with and into Acquisition Sub, Acquisition Sub will cease to
exist and Ronco will survive the merger and become a wholly owned
subsidiary of Infusion.  Upon consummation and in consideration
for the Merger, CD3 will be entitled to receive those number of
shares of Infusion's common stock equal to 50% of the issued and
outstanding common stock of Infusion on the Closing Date along
with the right to receive, at any time after the Closing Date, one
additional share of Infusion's common stock for every share of
common stock issued upon the conversion of any derivative security
of Infusion outstanding at the Closing Date.

The parties have agreed to the following additional conditions
precedent to the consummation of the Merger:

   * Ronco will have redeemed all outstanding shares of its
     preferred stock;

   * Ronco will have delivered audited financial statements to
     Infusion for its two most recent fiscal years along with
     unaudited financial statements for any subsequent interim
     period;

   * Infusion will redeem all shares of its preferred stock held
     by Vicis in consideration for the issuance of two promissory
     notes in the aggregate principal amount of $8 million; and

   * Infusion will consummate a bridge financing of a minimum of
     $4 million and a maximum of $6 million of its securities to
     accredited investors, of which 50% of the proceeds will be
     advanced to Ronco to be used for its general working capital
     purposes.  Vicis has agreed to guarantee the repayment of the
     Bridge Financing.

In connection with the execution of the Merger Agreement, the
holder of Ronco's $3 million promissory note agreed to cancel its
note on the Closing Date in consideration for the issuance of a
$3 million promissory note of Infusion.  Furthermore, in
connection with the Merger Agreement, a secured holder of certain
debt of Ronco which is currently in default executed a forbearance
agreement whereby it agreed:

   (i) to accept an aggregate payment of $5 million in
       consideration for the cancellation of the Ronco Debt, of
       which $1 million is expected to be paid out of proceeds
       from the Bridge Financing; and

  (ii) to forbear upon exercising its rights under the defaulted
       Ronco Debt until March 31, 2013, provided a $1 million
       initial payment is made by Sept. 10, 2012.

Additionally, CD3 has agreed to turn over certain proceeds from
the sale of the Merger Shares to the Ronco Creditor as additional
consideration for the forbearance.  In the event Infusion or Ronco
is not able to pay the additional $4 million payment to the Ronco
Creditor by March 31, 2012, and the Ronco Creditor elects to
exercise its rights and remedies under the Ronco Debt and
foreclose upon the assets of Ronco, (i) Vicis, in its sole
discretion, may elect to unwind the redemption of its preferred
stock and return the Vicis Notes for cancellation; (ii) without
any action required by CD3, the Merger Shares shall be cancelled;
and (iii) CD3 shall repay Infusion any amounts advanced to Ronco
from the proceeds of the Bridge Financing on the payment schedule
set forth in the Merger Agreement.  Infusion will make payments to
the Ronco Creditor after the date of Closing out of its general
working capital, to the extent available.  There can be no
assurance that Infusion will have general working capital
available to make those payments and may need to obtain additional
financing, the availability and general satisfactory terms of
which may not be available.  Infusion has agreed, pursuant to the
terms of the Merger Agreement, to repay sums due and owing: (i)
first, to the investors in the Bridge Financing; (ii) second, to
the Ronco Creditor and (iii) third, to Vicis.

On the Closing Date, Robert DeCecco will resign from his position
as Chairman of Infusion's Board of Directors (but remain a
director of Infusion along with Shad Stastney and Keith Hughes)
and CD3 will have the right to appoint a new Chairman.
Additionally, on the Closing Date, CD3 will appoint two additional
nominees to Infusion's Board of Directors and will appoint Tod
Barrett to the position of co- Chief Executive Officer, who will
serve alongside Mr. DeCecco as co-Chief Executive Officer of
Infusion.

A copy of the Agreement and Plan of Merger is available at:

                         http://is.gd/wjDphu

                        About Infusion Brands

Infusion Brands International, Inc. is a global consumer products
company.  Its wholly owned operating subsidiary, Infusion Brands,
Inc. specializes in building and marketing profitable brands
through international direct-to-consumer channels of distribution.

On Dec. 16, 2010, as part of its quasi-reorganization in order to
change its business model from that of an acquisition strategy to
a singular operating model as a consumer products company which
builds and markets brands internationally through direct-to-
consumers channels of distribution, OmniReliant Holdings, Inc.
entered into an agreement and plan of merger with Infusion Brands
International, Inc., a Nevada corporation and the Company's
wholly-owned subsidiary.  Pursuant to the terms and subject to the
conditions set forth in the Merger Agreement, the Company merged
with and into Infusion Brands International, Inc., solely to
effect a name change of the Company.

Meeks International LLC, in Tampa, Florida, expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company has incurred
significant recurring losses from operations and is dependent on
outside sources of financing for continuation of its operations
and management is restructuring and redirecting its operating
initiatives that require the use of its available capital
resources.

The Company reported a net loss of $6.94 million on $17.94 million
of product sales in 2011, compared with a net loss of $16.07
million on $7.17 million of product sales in 2010.

The Company's balance sheet at March 31, 2012, showed $7.25
million in total assets, $7.33 million in total liabilities,
$25.13 million in redeemable preferred stock, and a $25.20 million
total deficit.


INKSURE TECHNOLOGIES: 10-Q Filing for 2nd Quarter Will be Delayed
-----------------------------------------------------------------
InkSure Technologies Inc. says that the filing of its quarterly
report on Form 10-Q for the second quarter ended June 30, 2012,
will be delayed.  Said report will be filed be filed on or before
the fifth calendar day following the prescribed due date.

The Company said it needs additional time to complete the
presentation of its financial statements, and the analysis
thereof.  No other details were provided.

According to the Form 12b-25 filing, in the six months ended on
June 30, 2012, approximately 3% of the Company's revenues were
earned from its largest customer, compared with 49% in the six
months ended on June 30, 2011, while approximately 14% and 0% of
its revenues were earned from the other two large customers in the
six months ended on June 30, 2012, compared with 17% and 14%,
respectively, in the six months ended on June 30, 2011.  "Our
revenues from our major customer, combined with the decreased
revenues from the two other large customers noted above, totaled
into 17% of our revenues in the six months ended on June 30, 2012,
compared with 80%, in the six months ended on June 30, 2011, was
the main reason for the decrease in our total revenues."

"The loss of these customers, or any substantial portion of such
customer's business, which accounts for a significant portion of
the registrant's revenues, would adversely affect the registrant's
business, operating results and financial condition.  In the event
that the customers inform the registrant that they will not be
able to purchase the registrant's products at the same level as
before, or at all, the registrant would need to provide
disclosures regarding its business operations and liquidity and
capital resources to reflect a potential decrease in total future
revenues or even substantial doubt as to the registrant's ability
to continue its operations as a going concern."

A copy of the Form 12b-25 is available for free at:

                       http://is.gd/YFSWlm

New York, N.Y.-based InkSure Technologies Inc. specializes in
comprehensive security solutions, designed to protect branded
products and documents from counterfeiting, fraud, and diversion.


INNOVATIVE FOOD: Delays Form 10-Q for Second Quarter
----------------------------------------------------
Innovative Food Holdings, Inc., informed the U.S. Securities and
Exchange Commission that it will be delayed in filing its
quarterly report on Form 10-Q for the period ended June 30, 2012.
The Company said it requires additional time to compile financial
information from a newly acquired affiliate and cannot complete
that task without unreasonable expense and effort.

                       About Innovative Food

Naples, Fla.-based Innovative Food Holdings, Inc., through its
subsidiaries, provides perishables and specialty food products to
the wholesale foodservice industry.

In its audit report for the 2011 financial statements, RBSM LLP,
in New York, expressed substantial doubt about the Company's
ability to continue as a going concern.  The independent auditors
noted that the Company has incurred significant losses from
operations since its inception and has a working capital
deficiency.

The Company reported net income of $1.49 million in 2011, compared
with a net loss of $2.11 million in 2010.

The Company's balance sheet at March 31, 2012, showed
$1.37 million in total assets, $5.30 million in total liabilities,
all current, and a $3.93 million total stockholders' deficiency.


INTEGRATED ENVIRONMENTAL: Incurs $550,000 Net Loss in 2nd Quarter
-----------------------------------------------------------------
Integrated Environmental Technologies, Ltd., filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $549,715 on $37,253 of revenue for
the three months ended June 30, 2012, compared with a net loss of
$623,415 on $190,819 of revenue for the same period during the
prior year.

The Company reported a net loss of $1.02 million on $83,052 of
revenue for the six months ended June 30, 2012, compared with a
net loss of $1.16 million on $230,329 of revenue for the same
period a year ago.

The Company's balance sheet at June 30, 2012, showed $902,454 in
total assets, $1.55 million in total liabilities and a $654,929
total stockholders' deficiency.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/JV1gAA

                   About Integrated Environmental

Little River, S.C.-based Integrated Environmental Technologies,
Ltd., operates through its wholly-owned subsidiary, I.E.T., Inc.,
a Nevada corporation incorporated on Jan. 11, 2002.

IET produces and sells hypochlorous acid ("Anolyte") as well as an
anti-oxidizing, mildly alkaline solution ("Catholyte" and,
together with Anolyte, the "Solutions"), that provide an
environmentally friendly alternative for cleaning, sanitizing and
disinfecting as compared to the hazardous chemicals traditionally
prevalent in commercial use.  The Company manufactures proprietary
EcaFlo(R) equipment that is used to produce the Solutions for
distribution by the Company and, under certain circumstances, such
equipment is leased by the Company to customers for use at a
customer's facility.

As reported in the TCR on April 2, 2012, Weaver, Martin & Samyn,
LLC, in Kansas City, Missouri, expressed substantial doubt about
Integrated Environmental's ability to continue as a going concern,
following the Company's results for the fiscal year ended Dec. 31,
2011.  The independent auditors noted that the Company has
incurred significant recurring operating losses, negative cash
flows from operations and has a working capital deficiency.  "The
Company also has no lending relationships with commercial banks
and is dependent on the completion of financings in order to
continue operations."


INTELLICELL BIOSCIENCES: Common Stock Trading on OTCQB
------------------------------------------------------
Intellicell Biosciences, Inc., issued a letter to shareholders
updating the Company's progress since the completion of its
reverse merger with Media Exchange Group, Inc.  The Company said
it is now quoted on the OTCQB under the symbol SVFC.  It has also
opened its flagship location, which consists of a new, state-of-
the-art medical, surgical and tissue processing facility located
at 460 Park Avenue in New York City.  The Company has added two
new members to its staff, Ms. Sarah Young as Quality Assurance
Director, and Mr. Robert Sexauer, as EVP of Clinical Research.  A
complete copy of the letter is available at http://is.gd/rOFb06

                   About Intellicell Biosciences

Intellicell BioSciences, Inc., headquartered in New York, N.Y.,
was formed on Aug. 13, 2010, under the name "Regen Biosciences,
Inc." as a pioneering regenerative medicine company to develop and
commercialize regenerative medical technologies in large markets
with unmet clinical needs.  On Feb. 17, 2011, the company changed
its name from "Regen Biosciences, Inc." to "IntelliCell
BioSciences Inc".  To date, IntelliCell has developed proprietary
technologies that allow for the efficient and reproducible
separation of stromal vascular fraction (branded
"IntelliCell(TM)") containing adipose stem cells that can be
performed in tissue processing centers and in doctors' offices.

The Company's balance sheet at March 31, 2012, showed $3.51
million in total assets, $21.97 million in total liabilities, and
a $18.46 million total stockholders' deficit.

The Company has incurred losses since inception resulting in an
accumulated deficit of $43,079,590 and a working capital deficit
of $3,811,024 as of March 31, 2012, respectively.  However, if the
non-cash expense related to the Company's change in fair value of
derivative liability and stock based compensation is excluded then
the accumulated deficit amounted to $4,121,538.  Further losses
are anticipated in the continued development of its business,
raising substantial doubt about the Company's ability to continue
as a going concern.


INTERACTIVE DATA: S&P Reinstates 'B' Rating on $700MM Sr. Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services reinstated its ratings on
Interactive Data Corp.'s $700 million senior unsecured notes due
2018. "The issue-level rating on the notes is 'B' (one notch lower
than our 'B+' corporate credit rating on the company)and the
recovery rating is '5', indicating our expectation of modest (10%
to 30%) recovery in the event of a payment default. The ratings on
the notes were previously withdrawn due to an administrative
error," S&P said.


INTERMETRO COMMUNICATIONS: Reports $191,000 Income in Q2
--------------------------------------------------------
InterMetro Communications, Inc., filed its quarterly report on
Form 10-Q, reporting net income of $191,000 on $4.9 million of
revenues for the three months ended June 30, 2012, compared with
net income of $345,000 on $5.4 million of revenues for the same
period last year.

For the six months ended June 30, 2012, the Company had a net loss
of $4,000 on $9.3 million of revenues, compared with net income of
$2.4 million on $11.6 million of revenues for the corresponding
period in 2011.

The Company recorded a gain on forgiveness of debt of $1.9 million
for the six months ended June 30, 2011.

The Company's balance sheet at June 30, 2012, showed $3.3 million
in total assets, $16.4 million in total liabilities, and a
stockholders' deficit of $13.1 million.

The Company had a working capital deficit of $12.6 million and had
a total stockholders' deficit of $13.1 million as of June 30,
2012.

As reported in the TCR on April 3, 2012, Gumbiner Savett Inc., in
Santa Monica, California, expressed substantial doubt about
InterMetro's ability to continue as a going concern, following its
report on the Company's financial statements for the year ended
Dec. 31, 2011.  The independent auditors noted that the Company
incurred net losses in previous years, and as of Dec. 31, 2011,
the Company had a working capital deficit of approximately
$12,696,000 and a total stockholders' deficit of approximately
$13,274,000.  The Company anticipates that it will not have
sufficient cash flow to fund its operations in the near term and
through fiscal 2012 without the completion of additional
financing.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/hgLq7G

Simi Valley, Calif.-based InterMetro Communications, Inc.
-- http://www.intermetro.net/ -- is a Nevada corporation which
through its wholly owned subsidiary, InterMetro Communications,
Inc. (Delaware), is engaged in the business of providing voice
over Internet Protocol ("VoIP") communications services.


INTERNAL FIXATION: Delays 2nd Qtr. Form 10-Q for Ongoing Analysis
-----------------------------------------------------------------
Internal Fixation Systems, Inc., was not able to file its
quarterly report on Form 10-Q for the quarter ended June 30, 2012,
on or prior to Aug. 15, 2012, because the Company is in the
process of completing its analysis of current versus non-current
inventory as well as the costs of goods analysis for the period.

                     About Internal Fixation

South Miami, Fla.-based Internal Fixation Systems, Inc., is a
manufacturer and marketer of generically priced orthopedic and
podiatric implants.  Customers include ambulatory surgery centers,
hospitals and orthopedic surgeons.  IFS's strategy is to focus on
commonly used implants that no longer have patent protection.  The
Company enhances the implants and sells them at prices below the
market leaders.

The Company reported a net loss of $3.45 million in 2011, compared
with a net loss of $781,440 in 2010.

The Company's balance sheet at March 31, 2012, showed $1.75
million in total assets, $1.98 million in total liabilities and a
$232,715 total stockholders' deficit.

After auditing the Company's financial results for 2011, Goldstein
Schechter Koch P.A., in Hollywood, Florida, expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that the Company had a net loss in
2011 and 2010.  Additionally, the Company has an accumulated
deficit of approximately $4.21 million and a working capital
deficit of approximately $683,500 at Dec. 31, 2011, and is unable
to generate sufficient cash flow to fund current operations.


INTERNATIONAL COMMERCIAL: Posts $112,000 Net Income in Q2
---------------------------------------------------------
International Commercial Television Inc. filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing net income of $112,474 on $3.83 million of net
sales for the three months ended June 30, 2012, compared with net
income of $5,588 on $687,142 of net sales for the same period
during the prior year.

The Company reported net income of $90,866 on $6.49 million of net
sales for the six months ended June 30, 2012, compared with a net
loss of $227,941 on $1.21 million of net sales for the same period
a year ago.

The Company's balance sheet at June 30, 2012, showed $1.88 million
in total assets, $2.36 million in total liabilities and a $479,507
total shareholders' deficit.

                        Bankruptcy Warning

"There is no guarantee that the Company will be successful in
bringing our products into the traditional retail environment,"
the Company said in its quarterly report for the period ended
June 30, 2012.  "If the Company is unsuccessful in achieving this
goal, the Company will be required to raise additional capital to
meet its working capital needs.  If the Company is unsuccessful in
completing additional financings, it will not be able to meet its
working capital needs or execute its business plan.  In such case
the Company will assess all available alternatives including a
sale of its assets or merger, the suspension of operations and
possibly liquidation, auction, bankruptcy, or other measures."

A copy of the Form 10-Q is available for free at:

                        http://is.gd/50Pi6W

                  About International Commercial

Wayne, Pa.-based International Commercial Television Inc. sells
various consumer products.  The products are primarily marketed
and sold throughout the United States and internationally via
infomercials.

EisnerAmper, LLP, in Edison, New Jersey, expressed substantial
douobt about International Commercial Television's ability to
continue as a going concern, following the Company's results for
the fiscal year ended Dec. 31, 2011.  The independent auditors
noted that of the Company's recurring losses from operations and
negative cash flows from operations.


INTERNATIONAL FUEL: Incurs $434,000 Net Loss in Second Quarter
--------------------------------------------------------------
International Fuel Technology, Inc., filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $433,632 on $76,316 of net revenues
for the three months ended June 30, 2012, compared with a net loss
of $593,847 on $45,574 of net revenues for the same period during
the prior year.

The Company reported a net loss of $934,593 on $156,998 of net
revenues for the six months ended June 30, 2012, compared with a
net loss of $1.11 million on $108,504 of net revenues for the same
period a year ago.

The Company's balance sheet at June 30, 2012, showed $2.39 million
in total assets, $4.61 million in total liabilities and a $2.22
million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/6fD6Z9

                      About International Fuel

St. Louis, Mo.-based International Fuel Technology, Inc., is a
technology company that has developed a range of liquid fuel
additive formulations that enhance the performance of petroleum-
based fuels and renewable liquid fuels.

BDO USA, LLP, in Chicago, Illinois, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2011, citing recurring losses from operations,
working capital and stockholders' deficits and cash obligations
and outflows from operating activities that raise substantial
doubt about its ability to continue as a going concern.

The Company reported a net loss of $2.57 million in 2011, compared
with a net loss of $2.21 million in 2010.


INTRALINKS HOLDINGS: S&P Cuts CCR to 'B+' on Lower Profitability
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on New York City-based IntraLinks Holdings Inc. to 'B+'
from 'BB-'. "At the same time, we removed the ratings from
CreditWatch with negative implications, where it was placed on May
16, 2012. The outlook is stable," S&P said.

"We also lowered our issue-level rating on the company's first-
lien credit facility to 'BB' from 'BB+'. The recovery rating of
'1' remains unchanged, indicating our expectation of very high
(90%-100%) recovery of principal in the event of payment default,"
S&P said.

"The downgrade reflects lack of revenue growth and materially
weaker profitability and free cash flow in the first half of 2012,
as well as a reduction in our visibility of future operating
performance," said Standard & Poor's credit analyst Christian
Frank.

"The rating on IntraLinks reflects the company's 'weak' business
risk profile, marked by slowing revenue growth and decreased
profitability, and its 'aggressive' financial risk profile,
incorporating a modest EBITDA base and minimal free operating cash
flow (FOCF). Meaningful recurring revenues, relationships with key
partners, and a track record of debt repayment partly offset these
factors," S&P said.

"The stable outlook incorporates the company's significant base of
recurring revenue, good channel partner relationships, and
conservative financial policy. An upgrade is unlikely in the near
term given current profitability and cash flow levels. However,
sustainable revenue growth, with restoration of EBITDA and FOCF to
near fiscal 2011 levels could lead to higher ratings in the near-
to-intermediate term," S&P said.

"Conversely, we could lower the rating if lack of execution or
increased competition lead to further EBITDA declines with
negative FOCF on a sustained basis," S&P said.


IRVINE SENSORS: Reports $6.9 Million Net Income in July 1 Quarter
-----------------------------------------------------------------
ISC8, Inc., formerly known as Irvine Sensors Corporation, filed
with the U.S. Securities and Exchange Commission its quarterly
report on Form 10-Q disclosing net income of $6.93 million on
$932,900 of total revenues for the 13 weeks ended July 1, 2012,
compared with net income of $4.49 million on $1.56 million of
total revenues for period ended July 3, 2011.

The Company reported a net loss of $12.63 million on $3.43 million
of total revenues for the 39 weeks ended July 1, 2012, compared
with a net loss of $13.88 million on $3.50 million of total
revenues for the 39 weeks ended July 3, 2011.

The Company's balance sheet at July 1, 2012, showed $8.87 million
in total assets, $36.99 million in total liabilities and a $28.12
million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/YGsH26

                       About Irvine Sensors

Headquartered in Costa Mesa, Calif., Irvine Sensors Corporation
(OTC BB: IRSN) -- http://www.irvine-sensors.com/-- is a vision
systems company engaged in the development and sale of
miniaturized infrared and electro-optical cameras, image
processors and stacked chip assemblies and sale of higher level
systems incorporating said products.  Irvine Sensors also conducts
research and development related to high density electronics,
miniaturized sensors, optical interconnection technology, high
speed network security, image processing and low-power analog and
mixed-signal integrated circuits for diverse systems applications.

The Company reported a net loss of $15.76 million on
$14.09 million of total revenues for the fiscal year ended Oct. 2,
2011, compared with a net loss of $11.15 million on $11.71 million
of total revenues for the fiscal year ended Oct. 3, 2010.


JEFFERSON COUNTY, AL: Birmingham to Have Own Suit on Sewers
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the city council in Birmingham, Alabama, will have
its own lawsuit attempting to prove that bondholders' liens on
sewer revenues are invalid.

The report recounts that in February, the bondholders' indenture
trustee filed suit in bankruptcy court against Jefferson County,
claiming the right to control the sewer system and its revenue.
The bankruptcy judge ruled that the county's filing for Chapter 9
municipal bankruptcy ousted the receiver appointed before
bankruptcy in state court at the bondholders' behest.  The dispute
is on appeal to the U.S. Court of Appeals in Atlanta.

The report relates that in June, the city council members filed
what they styled as a class proof of claim against the county for
$1.6 billion in overcharges from the sewer system arising from
what they called "misconduct and criminal activity by managerial
personnel and others acting in collusion."  They followed up in
June with papers asking the judge to allow them to intervene in
the lawsuit as a class representing sewer customers.

The report notes that the city council intends to prove that the
bondholders' lien on sewer revenue is void.  The city council
believes the county has a conflict of interest and can't
adequately represent citizens who pay what they claim are inflated
sewer bills resulting from criminal activity.  At a hearing last
week, the bankruptcy judge declined to allow the sewer customers
to intervene in the lawsuit.  Instead, he told the sewer customers
to prosecute a separate lawsuit of their own in bankruptcy court
challenging the validity of the bondholders' liens.

The judge, according to the report, instructed the city council,
wearing the hats of sewer customers, to file a revised complaint
by Sept. 7.  The judge said the customers might be given an extra
two weeks if they request.  Where bondholders lost in January when
the judge said bankruptcy ousted them from direct control of the
sewer system and its revenue, they won on June 29 when the judge
wrote an opinion saying that the bond indenture limits what the
county may deduct from sewer revenue before paying the remainder
to bondholders.

The lawsuit over control of the sewers and revenue is Bank of New
York Mellon v. Jefferson County, Alabama (In re Jefferson County,
Alabama), 12-00016, U.S. Bankruptcy Court, Northern District
Alabama (Birmingham).

                      About Jefferson County

Jefferson County has its seat in Birmingham, Alabama.  It has a
population of 660,000.

Jefferson County filed a bankruptcy petition under Chapter 9
(Bankr. N.D. Ala. Case No. 11-05736) on Nov. 9, 2011, after an
agreement among elected officials and investors to refinance
$3.1 billion in sewer bonds fell apart.

John S. Young Jr. LLC was appointed as receiver by Alabama Circuit
Court Judge Albert Johnson in September 2010.

Jefferson County's bankruptcy represents the largest municipal
debt adjustment of all time.  The county said that long-term debt
is $4.23 billion, including about $3.1 billion in defaulted sewer
bonds where the debt holders can look only to the sewer system for
payment.

The county said it would use the bankruptcy court to put a value
on the sewer system, in the process fixing the amount bondholders
should be paid through Chapter 9.

Judge Thomas B. Bennett presides over the Chapter 9 case.  Lawyers
at Bradley Arant Boult Cummings LLP and Klee, Tuchin, Bogdanoff &
Stern LLP, led by Kenneth Klee, represent the Debtor as counsel.
Kurtzman Carson Consultants LLC serves as claims and noticing
agent.  Jefferson estimated more than $1 billion in assets.  The
petition was signed by David Carrington, president.

The bankruptcy judge in January 2012 ruled that the state court-
appointed receiver for the sewer system largely lost control as a
result of the bankruptcy. Before deciding whether Jefferson County
is eligible for Chapter 9, the bankruptcy judge will allow the
Alabama Supreme Court to decide whether sewer warrants are the
equivalent of "funding or refunding bonds" required under state
law before a municipality can be in bankruptcy.

U.S. District Judge Thomas B. Bennett ruled in March 2012 that
Jefferson County is eligible under state law to pursue a debt
restructuring under Chapter 9.  Holders of more than $3 billion in
defaulted sewer debt had challenged the county's right to be in
Chapter 9.


JENNE HILL: Wells Fargo to be Paid in One Year, Not Five
--------------------------------------------------------
Jenne Hill Townhomes, L.L.C., on Aug. 15, 2012, amended its plan
of reorganization to incorporate the terms of a settlement reached
with Wells Fargo, N.A.

Jenne Hill Townhomes in April filed a proposed plan to pay off
Wells Fargo and other creditors.  But Wells Fargo objected to that
iteration of the Plan, noting that the Plan is not feasible and
interest to be paid to the bank is too low.  It noted that while
general unsecured creditors will be paid within 30 days from the
effective date of the Plan, Wells Fargo would be paid 60 monthly
payments on its claims, consisting of blended installments of
principal and interest at 5.5% per annum on a 25-year
amortization, with all remaining amounts due to be paid on the
61st month.

According to the Plan amended this month, Wells Fargo's
$9.72 million secured claim will bear interest at 6.0% per annum
and the bank will receive monthly payments of interest of $48,593.
The full amount of the claim will be due and payable Dec. 21,
2013.  The Debtor will execute and deposit a warranty deed
conveying to Wells Fargo in lieu of foreclosure or sale all right
and interest to the Debtor's Townhome Complex.  In the event that
full payment is not made by Dec. 31, 2013, the Debtor will sell
the Townhome Complex in January 2014.  A copy of the Amended Plan
is available for free at:

     http://bankrupt.com/misc/Jenne_Hill_Plan_081512.pdf

As a result of the settlement, Wells Fargo withdrew its objection
and its negative ballot.

                         About Jenne Hill

Columbia, Missouri-based Jenne Hill Townhomes, L.L.C., is a
Missouri limited liability company that owns and operates a
complex of high end townhomes in Columbia, Missouri.  The Debtor
filed for Chapter 11 bankruptcy (Bank. W.D. Mo. Case No.11-22129)
on Dec. 22, 2011.  In its schedules, the Debtor disclosed
$14,131,453 in assets and $9,743,209 in liabilities.

The petition was signed by Fredd Spencer, manager.  Judge Dennis
R. Dow presides over the case.  Bryan C. Bacon, Esq., at Van
Matre, Harrison, Hollis, and Taylor, P.C., in Columbia, Missouri,
serves as the Debtor's counsel.


JERRY'S NUGGET: U.S. Bank Objecting to Cash Use, Priming of Lien
----------------------------------------------------------------
Jerry's Nugget Inc. and Spartan Gaming LLC are facing opposition
from U.S. Bank National Association and August B. Landis, Acting
United States Trustee for Region 17, in their request for an
initial determination of the extent of the cash collateral and for
interim authority to use cash collateral.

The Debtors contend their postpetition revenues do not constitute
U.S. Bank's cash collateral.  The Debtors also argue that the
postpetition revenues are not "proceeds," as defined by 11 U.S.C.
Section 552(b)(1), and that U.S. Bank's security interests are
invalid because U.S. Bank does not have the appropriate gaming
licenses.

U.S. Bank refutes the Debtors' arguments, insisting it has valid
and perfected liens on all real and personal property of Jerry's
Nugget (including certain real property now owned by Spartan),
including pre-and post-petition cash, deposit accounts, and
proceeds of collateral.  U.S. Bank also contends the postpetition
revenues received by the Debtors do not stem from new collateral
that is acquired postpetition.

Instead, the postpetition revenues all stem from the collateral
securing the obligations owed to U.S. Bank.  U.S. Bank also
pointed out it bargained for a security interest in Jerry's
Nugget's cash collateral as part of its agreement to loan Jerry's
Nugget more than $3,000,000, and there is ample evidence that U.S.
Bank depended on the revenues as collateral.

U.S. Bank also contends that, contrary to the Debtors' assertions,
NRS Sec. 463.160(1) does not prohibit a creditor from receiving a
security interest in revenues generated by a casino operation.
The Debtors said the licensing statute refers to an "owner,
lessee, or employee" not receiving "any compensation or reward or
any percentage or share of the money or property played, for
keeping or running or carrying on any gambling game. . . ."
According to U.S. Bank, the statute does not apply to U.S. Bank's
security interest because U.S. Bank is not an "owner, lessee, or
employee" of a casino operation.  Also, U.S. Bank does not -- by
virtue of its security interest in Jerry's Nugget's property --
receive "compensation or reward or any percentage or share of the
money or property played, for keeping or running or carrying on
any gambling game. . . ."

U.S. Bank contends that as of Aug. 16, (a) over 10 months after
the passage of the Oct. 1, 2011 maturity date, Jerry's Nugget has
failed to repay U.S. Bank; and (b) Jerry's Nugget currently owes
U.S. Bank no less than $3,184,792 in principal together with
accrued and unpaid interest, and fees and other amounts.  U.S.
Bank also says Jerry's Nugget continues to divert U.S. Bank's cash
collateral.  U.S. Bank estimates that at least $500,000 of U.S.
Bank's cash collateral has been diverted to date, which amount
increases every day that goes by in which U.S. Bank is not able to
gain control over its cash collateral.

Meanwhile, the Acting U.S. Trustee says approval of the Cash
Collateral Motion should be denied to the extent that it seeks an
order determining the validity, priority, or extent of a lien or
other interest in property without an adversary proceeding as
required by Fed. R. Bankr. P. 7001(2).

US Bank claims to be owed $3.6 million on a secured term note that
matured in October 2011.  2010-1 CRE Venture, LLC, claims it is
owed $728,000 on a business loan provided by Community Bank of
Nevada to JNI.  CM Capital Services, LLC, asserts $944,000 owing
on a business loan.

A hearing was held Aug. 16 at 2:00 p.m. on the Debtors' request to
use cash collateral.  The matter is continued to Sept. 19 at 11:00
a.m.

U.S. Bank is represented by:

          Jeanette E. McPherson, Esq.
          SCHWARTZER & MCPHERSON LAW FIRM
          2850 South Jones Boulevard, Suite 1
          Las Vegas, NV 89146
          Telephone: (702) 228-7590
          Facsimile: (702) 892-0122
          E-mail: jmcpherson@s-mlaw.com

               - and -

          Annette W. Jarvis, Esq.
          Michael F. Thomson, Esq.
          DORSEY & WHITNEY LLP
          136 South Main Street, Suite 1000
          Salt Lake City, UT 84101
          Telephone: (801) 933-8945
          Facsimile: (801) 933-7373
          E-mail: jarvis.annette@dorsey.com
                  thomson.michael@dorsey.com

             About Jerry's Nugget and Spartan Gaming

Jerry's Nugget Inc. and affiliate Spartan Gaming LLC sought
Chapter 11 protection (Bankr. D. Nev. Lead Case No. 12-19387) in
Las Vegas, Vegas, on Aug. 13, 2012.  Stamis family-owned Jerry's
Nugget has a 9.1-acre casino property in North Las Vegas.  The
property consists of 87,187 square feet of building area and
24,511 square feet of casino floor space, with 630 slot and video
poker machines and 9 table games.  Jerry's Nugget also contains a
sports book, a keno area, and a small live pit.  There are two
restaurants the Uncle Angelo's Pizza Joint and Jerry's Famous
Coffee shop as well as Uncle Angelo's Bakery, a locals' favorite.
Net revenues totaled $22.5 million, including $15.3 million in
gaming revenue, in the year ended Dec. 31, 2011.  Spartan Gaming
owns 12 parcels of real property in Nevada.  Two of the parcels
provide parking access for Jerry's Nugget.

Judge Mike K. Nakagawa presides over the case.  Lawyers at Gordon
Silver serve as the Debtors' counsel.  Jerry's Nugget estimated
assets and debts of $10 million to $50 million.  Jerry's Nugget
said its current going concern value is at least $8 million.
Spartan Gaming estimated $1 million to $10 million in assets and
debts.  The petitions were signed by Jeremy Stamis, president.


JERRY'S NUGGET: Hiring Gordon Silver as Chapter 11 Counsel
----------------------------------------------------------
Jerry's Nugget, Inc., and Spartan Gaming LLC seek Court approval
to employ the law firm of Gordon Silver as Chapter 11 counsel
pursuant to Legal Representation Agreements entered into on
Jan. 13, 2012, and Aug. 1, 2012.

Prior to the Petition Date, Jerry's Nugget paid Gordon Silver
$138,690 for legal services rendered in connection with its
restructuring.  The firm is also currently holding $71,230 as
retainer.  The compensation of Gordon Silver's attorneys and
paraprofessionals are proposed at varying rates currently ranging
from:

     $135 per hour to $190 per hour for paraprofessionals
     $190 per hour to $360 per hour for associates, and
     $400 per hour to $725 per hour for shareholders

Gordon Silver's Talitha Gray Kozlowski, Esq., attests that neither
the firm nor any of its shareholders or associates have any
present or prior connection with the Debtors, or their creditors,
or other parties-in-interest.  Ms. Kozlowski also attests that the
firm and its shareholders and associates do not hold or represent
any interest adverse to Debtors' estate, and the firm and its
shareholders and associates are disinterested persons within the
meaning of Sections 101(14) and 327 of the Bankruptcy Code, as
modified by Section 1107(b).

Gordon Silver may be reached at:

          Gerald M. Gordon, Esq.
          Talitha Gray Kozlowski, Esq.
          Erick T. Gjerdingen, Esq.
          GORDON SILVER
          3960 Howard Hughes Pkyw., 9th Floor
          Las Vegas, NV 89169
          Telephone: (702) 796-5555
          Facsimile: (702) 369-2666
          E-mail: ggordon@gordonsilver.com
                  tgray@gordonsilver.com
                  egjerdingen@gordonsilver.com

             About Jerry's Nugget and Spartan Gaming

Jerry's Nugget Inc. and affiliate Spartan Gaming LLC sought
Chapter 11 protection (Bankr. D. Nev. Lead Case No. 12-19387) in
Las Vegas, Vegas, on Aug. 13, 2012.  Stamis family-owned Jerry's
Nugget has a 9.1-acre casino property in North Las Vegas.  The
property consists of 87,187 square feet of building area and
24,511 square feet of casino floor space, with 630 slot and video
poker machines and 9 table games.  Jerry's Nugget also contains a
sports book, a keno area, and a small live pit.  There are two
restaurants the Uncle Angelo's Pizza Joint and Jerry's Famous
Coffee shop as well as Uncle Angelo's Bakery, a locals' favorite.
Net revenues totaled $22.5 million, including $15.3 million in
gaming revenue, in the year ended Dec. 31, 2011.  Spartan Gaming
owns 12 parcels of real property in Nevada.  Two of the parcels
provide parking access for Jerry's Nugget.

Judge Mike K. Nakagawa presides over the case.  Lawyers at Gordon
Silver serve as the Debtors' counsel.  Jerry's Nugget estimated
assets and debts of $10 million to $50 million.  Jerry's Nugget
said its current going concern value is at least $8 million.
Spartan Gaming estimated $1 million to $10 million in assets and
debts.  The petitions were signed by Jeremy Stamis, president.


JMS HOLDINGS: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: JMS Holdings, Inc.
        7370 Borman Rd
        New Tripoli, PA 18066

Bankruptcy Case No.: 12-17779

Chapter 11 Petition Date: August 16, 2012

Court: United States Bankruptcy Court
       Eastern District of Pennsylvania (Reading)

Judge: Richard E. Fehling

Debtor's Counsel: John R.K. Solt, Esq.
                  JOHN R. K. SOLT, P.C.
                  1425 Hamilton Street
                  Allentown, PA 18102
                  Tel: (610) 433-9717
                  Fax: (610) 433-6771
                  E-mail: jrksolt@verizon.net

Scheduled Assets: $1,604,825

Scheduled Liabilities: $2,762,531

A copy of the Company's list of its four largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/paeb12-17779.pdf

The petition was signed by Leroy F. Buskirk, president/secretary.


KRYSTAL INFINITY: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Krystal Infinity LLC
        dba Krystal Enterprises
        2701 E. Imperial Highway
        Brea, CA 92821

Bankruptcy Case No.: 12-19701

Chapter 11 Petition Date: August 14, 2012

Court: U.S. Bankruptcy Court
       Central District of California (Santa Ana)

Judge: Catherine E. Bauer

About the Debtor: Krystal Infinity manufactures and sells stretch
                  limousines, limousine vans, shuttle buses,
                  limousine busses and hearses.  The business was
                  acquired by the Debtor through a 11 U.S.C. Sec.
                  363 sale conducted by Krystal Koach, Inc. (Case
                  No. 10-26547) in January 2011.

Debtor's Counsel: Krikor J. Meshefejian, Esq.
                  LEVENE, NEALE, BENDER, YOO & BRILL LLP
                  10250 Constellation Boulevard, Suite 1700
                  Los Angeles, CA 90067
                  Tel: (310) 229-1234
                  Fax: (310) 229-1244
                  E-mail: kjm@lnbrb.com

                         - and ?

                  Ron Bender, Esq.
                  LEVENE, NEALE, BENDER, YOO & BRILL LLP
                  10250 Constellation Boulevard, Suite 1700
                  Los Angeles, CA 90067
                  Tel: (310) 229-1234
                  E-mail: rb@lnbyb.com

Estimated Assets: $10,000,001 to $50,000,000

Estimated Debts: $10,000,001 to $50,000,000

The petition was signed by Edward Grech, chief executive officer.

Debtor's List of Its 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Freedman Seating Company           --                      $74,745
4545 W. Augusta Boulevard
Chicago, IL 60651

ACC Climate Control                --                      $52,719
P.O. Box 1905
Elkhart, IN 46515

Parque Industrial El Dorado,       --                      $51,048
S.A. de C.V
Km. 10.5 Carretera San Luis R.C.
Parque Ind. Las Californias
Mexicali, Baja California
21394, MX

Summit Seating, Inc.               --                      $50,070

WorldCNG                           --                      $49,516

Newport Laminates, Inc.            --                      $41,527

Con-Way Freight, Inc.              --                      $36,805

Agueros Gomez Luis Miguel          --                      $35,685

Modern Technologies                --                      $28,164

BASF Corporation                   --                      $27,597

JPF Glass Stone Inc.               --                      $26,957

Reliance Steel Company             --                      $26,419

G&H Professional Transport         --                      $25,300

Blackhawk Manufacturing, Inc.      --                      $24,799

SE-GI Products, Inc.               --                      $19,843

Powertrain Industries              --                      $18,717

Bobit Business Media               --                      $18,600

Worthington Ford                   --                      $16,712

VIP Rubber Company                 --                      $15,376

Comision Federal de Electricidad   --                      $15,299


KAMAS DEVELOPMENT: Case Summary & Unsecured Creditor
----------------------------------------------------
Debtor: Kamas Development, LLC
        3191 East Warm Springs Road
        Las Vegas, NV 89120

Bankruptcy Case No.: 12-30392

Chapter 11 Petition Date: August 14, 2012

Court: U.S. Bankruptcy Court
       District of Utah (Salt Lake City)

Judge: Joel T. Marker

Debtor's Counsel: Harold H. Armstrong, Esq.
                  JLJ LAW GROUP, PLLC
                  124 South 400 East, Suite 410
                  Salt Lake City, UT 84111
                  Tel: (801) 883-8204
                  Fax: (877) 582-6074
                  E-mail: harmstrong@jljlawgroup.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

The petition was signed by Robert D. Martin, manager.

The Company's list of its largest unsecured creditors contains
only one entry:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Kamas Meadows LLC                  Land                 $1,600,000
10808 South Riverfront Parkway, Suite 363
South Jordan, UT 84095


LEHIGH VALLEY: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Lehigh Valley Truss, Inc.
        3030 Unionville Pike
        Hatfield, PA 19440

Bankruptcy Case No.: 12-17747

Chapter 11 Petition Date: August 16, 2012

Court: United States Bankruptcy Court
       Eastern District of Pennsylvania (Philadelphia)

Judge: Magdeline D. Coleman

Debtor's Counsel: Thomas Daniel Bielli, Esq.
                  O'KELLY ERNST BIELLI & WALLEN
                  1600 Market Street, 25th Floor
                  Philadelphia, PA 19103
                  Tel: (215) 543-7182
                  Fax: (215) 391-4350
                  E-mail: tbielli@oelegal.com

Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000

The Debtor did not file a list of its largest unsecured creditors
together with its petition.

The petition was signed by David A. Tocci, president.

Affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
David A. Tocci                         11-16953   09/08/11


LOCAL TV: S&P Raise CCR to 'B+' on Solid Performance
----------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Fort Wright, Ky.-based Local TV LLC and operating
subsidiary Local TV Finance LLC (which S&P analyzes on a
consolidated basis) to 'B+' from 'B'. The rating outlook is
stable.

"At the same time, we revised our recovery rating on Local TV
Finance LLC's senior unsecured notes to '5', indicating our
expectation of modest (10% to 30%) recovery for noteholders in the
event of a payment default, from '6' (0 to 10% recovery
expectation)," said Standard & Poor's credit analyst Jeanne
Shoesmith. "The issue-level rating on the debt was raised to 'B'
(one notch below than the 'B+' corporate credit rating) from
'CCC+', in accordance with our notching criteria for a '5'
recovery rating. The revision of the recovery rating reflects less
debt at default than we used in our previous simulated default
scenario, which results in a higher estimated recovery for
noteholders."

"We also raised the issue-level rating on Local TV Finance LLC's
senior secured credit facilities to 'BB' from 'BB-' in conjunction
with the upgrade of the corporate credit rating. The recovery
rating on this debt remains unchanged at '1', indicating our
expectation of very high (90% to 100%) recovery for lenders in the
event of a payment default," S&P said.

"The corporate credit rating on Local TV is based on our
expectation that the company will be able to maintain adequate
liquidity despite about $12.3 million of near term debt maturities
and the company's high leverage. We consider the company's
business risk profile as 'fair' (based on our criteria) reflecting
the company's leading news ratings in its markets and EBITDA
margin comparable to its peers'. This represents a reassessment of
our previous view of the business risk profile as 'weak,' based on
our analysis of Local TV's position relative to peers. Local TV's
ratio of lease-adjusted debt to EBITDA of 5.9x (pro forma for debt
repaid in July 2012) underpins our view of the company's financial
risk profile as 'highly leveraged."


LUCID INC: Incurs $2.3 Million Net Loss in Second Quarter
---------------------------------------------------------
Lucid, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $2.33 million on $571,749 of total revenue for the three months
ended June 30, 2012, compared with a net loss of $2.21 million on
$874,469 of total revenue for the same period during the prior
year.

The Company reported a net loss of $5.71 million on $889,558 of
total revenue for the six months ended June 30, 2012, compared
with a net loss of $4.14 million on $1.61 million of total revenue
for the same period during the prior year.

The Company's balance sheet at June 30, 2012, showed $1.16 million
in total assets, $6.22 million in total liabilities and a $5.06
million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/3GH8FD

                         About Lucid Inc.

Rochester, N.Y.-based Lucid, Inc., is a medical device company
that designs, manufactures and sells non-invasive cellular imaging
devices that assist physicians in the early detection of disease.
The Company's VivaScope(R) platform produces rapid noninvasive,
high-resolution cellular images for subsequent diagnostic review
by physicians, pathologists and other diagnostic readers.

As reported in the TCR on April 9, 2012, Deloitte & Touche LLP, in
Rochester, New York, expressed substantial doubt about Lucid's
ability to continue as a going concern, following the Company's
results for the fiscal year ended Dec. 31, 2011.  The independent
auditors noted that of the Company's recurring losses from
operations, deficit in equity, and projected need to raise
additional capital to fund operations.


MARINA DISTRICT: S&P Lowers CCR to 'B'; Outlook is Stable
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on Atlantic
City-based Marina District Development Co. LLC (MDDC). "We lowered
our corporate credit rating to 'B' from 'B+'. The rating outlook
is stable," S&P said.

"At the same time, we lowered our issue-level rating on wholly
owned subsidiary Marina District Finance Co.'s senior secured
notes due 2015 and 2018 to 'B+' (one notch above the corporate
credit rating on MDDC), from 'BB-'," said Standard & Poor's credit
analyst Melissa Long. "The recovery rating remains '2', reflecting
our expectation for substantial (70% to 90%) recovery for
noteholders in the event of a payment default."

MDDC owns and operates Borgata Hotel Casino and Spa in Atlantic
City, N.J.

"The downgrade reflects weaker-than-anticipated operating
performance in the second quarter at Borgata relative to our full
year expectations, and our belief that second half performance
will be challenged by a softening macroeconomic environment as
well as additional competitive pressures in the Atlantic City
market. As a result, we are revising our 2012 and 2013 performance
expectations for Borgata. Under our current forecast, we expect
EBITDA to decline about 15% in 2012, relative to our previous
expectation for 10%. While we expect declines to continue into
2013, we believe Borgata will bottom at around $125 million of
EBITDA. Under these revised performance expectations, we expect
operating lease adjusted leverage will reach the mid-6x area in
2013, a level which we believe is more aligned with a 'B'
corporate credit rating for a single property gaming operator.
That said, despite our expectations for continued EBITDA declines,
we expect the property will continue to generate moderate amounts
of free operating cash flow (averaging about $25 million annually
over the next few years), and we believe that this cash flow could
be used to repay outstanding revolver balances and potentially
repurchase senior secured notes," S&P said.


MARKETING WORLDWIDE: Delays Form 10-Q for Second Quarter
--------------------------------------------------------
Marketing Worldwide Corporation notified the U.S. Securities and
Exchange Commission regarding the delay in the filing of its
quarterly report on Form 10-Q for the period ended June 30, 2012.
The Company said it was awaiting information from outside third
parties in order to complete the Form 10-Q.

                    About Marketing Worldwide

Based in Howell, Michigan, Marketing Worldwide Corporation
operates through the holding company structure and conducts its
business operations through its wholly owned subsidiaries
Colortek, Inc., and Marketing Worldwide, LLC.

Marketing Worldwide, LLC, is a complete design, manufacturer and
fulfillment business providing accessories for the customization
of vehicles and delivers its products to large global automobile
manufacturers and certain Vehicle Processing Centers primarily in
North America.  MWW operates in a 23,000 square foot leased
building in Howell Michigan.

Colortek, Inc., is a Class A Original Equipment painting facility
and operates in a 46,000 square foot owned building in Baroda,
which is in South Western Michigan.  MWW invested approximately
$2 million into this paint facility and expects the majority of
its future growth to come from this business.

The Company reported a net loss of $2.27 million for the year
ended Sept. 30, 2011, compared with a net loss of $2.34 million
during the prior year.

After auditing the financial statements for the year ended
Dec. 31, 2011, RBSM LLP, in New York, expressed substantial doubt
about the Company's ability to continue as a going concern
following the Company's 2011 financing results.  The independent
auditors noted that the Company has generated negative cash flows
from operating activities, experienced recurring net operating
losses, is in default of loan certain covenants, and is dependent
on securing additional equity and debt financing to support its
business efforts.

The Company's balance sheet at March 31, 2012, showed
$1.31 million in total assets, $5.86 million in total liabilities,
$1.69 million in series A convertible preferred stock, and a
$6.24 million total stockholders' deficiency.


MEDICAL CONNECTIONS: Incurs $741,000 Net Loss in Second Quarter
---------------------------------------------------------------
Medical Connections Holdings, Inc., filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $740,621 on $1.62 million of revenue for
the three months ended June 30, 2012, compared with a net loss of
$935,093 on $1.77 million of revenue for the same period during
the prior year.

The Company reported a net loss of $2.18 million on $3.28 million
of revenue for the six months ended June 30, 2012, compared with a
net loss of $1.80 million on $3.81 million of revenue for the same
period a year ago.

The Company's balance sheet at June 30, 2012, showed $1.79 million
in total assets, $1.39 million in total liabilities and $403,060
in total stockholders' equity.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/TN9G8P

                     About Medical Connections

Boca Raton, Fla.-based Medical Connections Holdings, Inc., is a
healthcare staffing company which provides staffing services for
allied professionals and nurses to the Company's clients on a
national basis.

In its audit report for the 2011 financial statements, De Meo,
Young, McGrath, in Boca Raton, Florida, noted that the Company's
dependence on outside financing, lack of sufficient working
capital, and recurring losses from consolidated operations raise
substantial doubt about the Company's ability to continue as a
going concern.

The Company reported a net loss of $3.71 million on $6.65 million
of revenue in 2011, compared with a net loss of $7.78 million on
$7.80 million of revenue in 2010.


MEDYTOX SOLUTIONS: Borrows Additional $525,000 from TCA Global
--------------------------------------------------------------
Medytox Solutions, Inc., on May 14, 2012, borrowed $550,000 from
TCA Global Credit Master Fund, LP, pursuant to the terms of the
Senior Secured Revolving Credit Facility Agreement, dated as of
April 30, 2012, among Medytox, Medytox Medical Marketing & Sales,
Inc., Medytox Diagnostics, Inc., PB Laboratories, LLC and TCA.  On
Aug. 8, 2012, Medytox borrowed an additional $525,000 from TCA
pursuant to the terms of Amendment No. 1 to Senior Secured
Revolving Credit Facility Agreement, dated as of July 31, 2012.
These additional funds will be used for general corporate
purposes.

Amendment No. 1 effected certain changes to the terms of the
Credit Agreement:

   * the revolving loan commitment was increased from $550,000 to
     $1,100,000 and is subject to further increase, up to a
     maximum of $4,000,000, in TCA's sole discretion;

   * the maturity date of the loan was extended to Feb. 8, 2013,
     from the original maturity date of Nov. 30, 2012; and

   * a prepayment penalty was added of 5% if substantially all of
     the loan is prepaid between 91 and 180 days prior to Feb. 8,
     2013, or 2.50% if substantially all of the loan is prepaid
     within 90 days of Feb. 8, 2013.

Medytox paid certain fees to TCA.  Medytox also issued to TCA
30,000 shares of its restricted common stock as a fee for
corporate advisory and investment banking services provided by
TCA.

In connection with Amendment No. 1, Medytox executed an Amended
and Restated Revolving Promissory Note in the amount of
$1,100,000.

There are no material relationships between Medytox or any of its
affiliates and TCA, other than with respect to the Credit
Agreement and Amendment No. 1.

A copy of the Amendment No.1 is available for free at:

                        http://is.gd/mro59W

On Dec. 6, 2011 Medytox entered into three agreements with Valley
View Drive Associates, LLC, namely a promissory note in the
original principal amount of $500,000, a convertible promissory
note in the original principal amount of $500,000, and a security
agreement under which Medytox and Medytox Medical Management
Solutions Corp. and Medytox Institute of Laboratory Medicine,
Inc., pledged certain collateral to Valley View in connection with
the Note and the Promissory Note.

On July 27, 2012, the parties entered into amendments of each of
the Note, the Convertible Note and the Security Agreement.  The
maturity and the repayment terms of the principal of the Note were
revised so that the first payment of $50,000 will be made on
Nov. 30, 2012, with additional payments of $50,000 on the last
working day of each month thereafter for nine months until
Sept. 30, 2013.  The maturity and the repayment terms of the
principal of the Convertible Note were revised so that the first
payment of $50,000 will be made on Jan. 31, 2013, with additional
payments of $50,000 on the last working date of each month
thereafter for nine months until Oct. 31, 2013.  The Security
Agreement was amended to provide that all obligations owed by
Medytox and its subsidiaries to TCA pursuant to the Credit
Agreement, and all liens and security interests granted to TCA
pursuant to the Credit Agreement, are senior to and have first
priority over any security interest granted to Valley View
pursuant to the Security Agreement.

Medytox filed a Certificate of Designation on July 6, 2012, with
the Secretary of State of the State of Nevada to authorize the
issuance of up to 5,000 shares of its Series B Non-Convertible
Preferred Stock, par value $.0001 per share.

                      About Medytox Solutions

West Palm Beach, Florida-based Medytox Solutions, Inc., formerly
Casino Players, Inc., is a provider of laboratory services
specializing in providing blood and urine drug toxicology to
physicians, clinics and rehabilitation facilities in the United
States.

Peter Messineo, CPA, in Palm Harbor, Florida, expressed
substantial doubt about Medytox Solutions' ability to continue as
a going concern following the 2011 financial results.  The
independent auditor noted that the Company has an accumulated
deficit and negative cash flows from operations, and additionally,
there is certain litigation involving a consolidated entity which
is unresolved.

The Company reported net income of $92,701 of $3.99 million of
revenues for 2011, compared with a net loss of $327,041 on
$77,591 of revenues for 2010.

The Company's balance sheet at March 31, 2012, showed $3.90
million in total assets, $6.06 million in total liabilities and a
$2.15 million total stockholders' deficit.


MERCATOR MINERALS: Reports $22.1-Mil. Net Income in Second Quarter
------------------------------------------------------------------
Mercator Minerals Ltd. reported net income of US$22.1 million on
US$61.3 million of revenue for the three months ended June 30,
2012, compared with net income of US$24.0 million on
US$72.4 million of revenue for the comparable period last year.

For the six months ended June 30, 2012, the Company had net income
of US$1.6 million on US$126.5 million of revenue, compared with
net income of US$17.8 million on US$128.3 million of revenue for
the same period of 2011.

The Company's balance sheet at June 30, 2012, showed
US$590.0 million in total assets, US$293.2 million in total
liabilities, and equity of US$296.8 million.

As at June 30, 2012, the Company had an accumulated deficit of
US$123.6 million (Dec. 31, 2011 - US$133.3 million) and working
capital deficiency of US$52.5 million (Dec. 31, 2011 -
$116.3 million).

"The working capital deficiency at Dec. 31, 2011, included certain
overdue accounts payable (generally outstanding more than 30 days)
totaling US$20.8 million.  At June 30, 2012, the overdue accounts
payable totaled US$19.4 million.  During 2011, the Company
experienced a delay in completion of the Phase 2 expansion at
Mineral Park Mine and incurred costs in excess of the planned
capital project costs.  This resulted in a delay in achieving the
expected incremental increase in sales and resulted in an increase
in overdue accounts payable.  During 2012, the Company has not
achieved expected metal production levels at the Mineral Park mine
and has not been able to reduce the overdue accounts payable as
rapidly as originally anticipated.  Given current metal prices,
increased levels of production, and anticipated lower operating
costs, the Company projects to generate sufficient cash flow to
become current with all vendors by the fourth quarter of 2012.
Management has had discussions with certain vendors and has
verbally agreed to suitable payment arrangements with respect to
the overdue amounts.  There can be no assurances the Company will
be able to meet its planned operating results or that the
Company's vendors will not demand repayment of the overdue
amounts."

"While the Company expects improved operations over the next 12
months will fund operating expenses, to become current with all
vendors, repay the pre-construction facility, and meet our capital
expenditure program, the Company does not expect cash flow from
operations to fund all of the Company's debt servicing obligations
over this period.  The Company has commenced discussions with
various parties to meet these debt service obligations."

"These unaudited condensed consolidated interim financial
statements have been prepared on a going concern basis, which
assumes that the Company will be able to realize its assets and
discharge its liabilities in the normal course of business for the
foreseeable future.  However, the uncertainty with respect to the
Company's ability to meet its operating objectives and settle the
Company's liabilities including the overdue accounts payable casts
substantial doubt about the Company's ability to continue as a
going concern."

A copy of the Condensed Consolidated Interim Financial Statements
for the period ended June 30, 2012, is available for free at:

                       http://is.gd/uQwPcH

Based in Vancouver, B.C., Mercator Minerals Ltd. (TSX: ML) is a
copper, molybdenum and silver producer with a diversified
portfolio of high quality assets in the USA and Mexico.  Mercator
provides investors exposure to current copper, molybdenum and
silver production from the large tonnage long life Mineral Park
Mine in Arizona, as well as mid-term exposure to potential copper
production from its El Pilar deposit in the State of Sonora in
northern Mexico and longer term exposure of molybdenum and copper
through the potential development of the El Creston deposit also
in the State of Sonora in northern Mexico.


MDU COMMUNICATIONS: Had $1.7 Million Net Loss in June 30 Quarter
----------------------------------------------------------------
MDU Communications International, Inc., filed its quarterly report
on Form 10-Q, reporting a net loss of $1.7 million on $6.8 million
of revenue for the three months ended June 30, 2012, compared with
a net loss of $2.1 million on $6.8 million of revenue for the
three months ended June 30, 2011.

For the nine months ended June 30, 2012, the Company had a net
loss of $5.6 million on $20.8 million of revenue, compared with a
net loss of $5.5 million on $20.3 million of revenue for the nine
months ended June 30, 2011.

The Company's balance sheet at June 30, 2012, showed $21.2 million
in total assets, $33.2 million in total liabilities, and a
stockholders' deficit of $12.0 million.

According to the regulatory filing, based on its current
projections, the Company does not expect its available cash and
remaining Credit Facility as of June 30, 2012, to be sufficient to
cover its estimated liquidity needs for the next 12 months.  The
Company also does not expect its operations to generate positive
cash flows during the next 12 months.  "Without additional funds
or financing sources, we forecast that our cash and remaining
Credit Facility would be depleted sometime in our first or second
fiscal quarter of 2013.  Thus, we will be required to raise
additional capital in the near term in order to continue
operations.  Further, we also need to raise additional capital
over the long-term to fully implement our business plans.
However, our ability to raise sufficient additional capital in the
near and long-term on acceptable terms, or at all, remains
uncertain.  Additionally, unless we are able to refinance our
$30 million Credit Facility, which is uncertain, we will be facing
maturity and repayment on June 30, 2013."

"Our ability to continue to operate our business is substantially
dependent on our ability to raise additional capital in the near
term.  We are actively pursuing a number of possible funding
options, but there can be no assurance that these efforts will be
successful.  Our expected continued losses from operations and the
uncertainty about our ability to obtain sufficient additional
capital raise substantial doubt about our ability to continue as a
going concern.:

A copy of the Form 10-Q is available for free at:

                       http://is.gd/D9OP28

Totowa, New Jersey-based MDU Communications International, Inc.,
is a national provider of digital satellite television, high-speed
Internet, digital voice and other information and communication
services to residents living in the United States multi-dwelling
unit ("MDU") market - estimated to include 26 million residences.


MIT HOLDING: Delays Form 10-Q for Second Quarter for Review
-----------------------------------------------------------
MIT Holding, Inc., notified the U.S. Securities and Exchange
Commission it will be delayed in filing its Form 10-Q for the
period ended June 30, 2012, because the review of the Company's
financial statements has not been completed.

                         About MIT Holding

Savannah, Ga.-based MIT Holding, Inc. (OTC BB: MITD)
-- http://www.mitholdinginc.com/-- distributes wholesale
pharmaceuticals, administers intravenous infusions, operates an
ambulatory center where therapies are administered and sells and
rents home medical equipment.

The Company reported a net loss of $1.32 million in 2011, compared
with net income of $78,832 in 2010.

The Company said in the Form 10-K that its inability to achieve
sufficient increases on its revenues has created a liquidity
challenge that raises doubt about the Company's ability to
continue as a going concern.


MERITAS SCHOOLS: Moody's Affirms 'B2' CFR; Outlook Negative
-----------------------------------------------------------
Moody's Investors Service affirmed Meritas Schools Holdings, LLC's
B2 corporate family and probability of default ratings. Moody's
also affirmed the Ba3 rating on the first lien senior secured
credit facilities and the B3 rating on the second lien term loan.
The ratings outlook was revised to negative from stable.

The outlook revision reflects discretionary capital spending that
is materially higher than Moody's expected at the time of the
initial rating in July 2011. This level of spending has
contributed to weak coverage of interest expense (on an EBITDA
less capex basis) and negative free cash flow. In Moody's opinion,
this higher level of capital spending reduces the company's
financial flexibility and increases vulnerability to weakening
economic conditions. The cash balance, albeit still large, is
declining at a faster rate than Moody's anticipated due to high
capital spending.

The following ratings were affirmed:

  Corporate family rating at B2

  Probability of default rating at B2

  $10 million first lien senior secured revolving credit facility
  due 2016 at Ba3. Point estimate revised to LGD2, 25% from LGD2,
  23%

  $119 million first lien senior secured senior loan due 2017 at
  Ba3. Point estimate revised to LGD2, 25% from LGD2, 23%

  $65 million second lien senior secured term loan due 2018 at
  B3. Point estimate revised to LGD5, 77% from LGD5, 70%

Ratings Rationale

Moody's originally anticipated annual capital spending in the
range of approximately $11 million. However, actual capital
spending is almost triple this amount. As a result, EBITDA less
capex coverage of interest expense is approximately 0.7 times
(Moody's adjusted and including maintenance and investment capex)
and free cash flow negative. Moody's had expected coverage to
exceed 1.5 times and free cash as a percentage of debt in the mid-
single digit range for the fiscal-year ended June 30, 2012.
Moreover, Moody's expects discretionary capital spending to remain
at elevated levels at least through fiscal 2013.

The rating, however, also considers that the bulk of this spending
is for capacity expansion and facilities improvement that should
support enrollment growth and tuition increases over time. The
rating is also supported by Moody's expectation that earnings
growth combined with mandatory debt reduction will result in debt
to EBITDA in the range of 5.5 to 6.0 times over the next 12 to 18
months. Debt to EBITDA was initially 7.0 times at the time the
initial rating was assigned.

The ratings could be downgraded if unfavorable enrollment trends
or higher than expected expenses constrains EBITDA growth such
that debt to EBITDA does not decline below 6.0 times and/or EBITDA
less maintenance capex to interest is less than 1.5 times. While
the rating contemplates negative free cash flow over the next 12
to 18 months, sustained negative cash flow that materially erodes
the cash balance could result in a ratings downgrade. Moody's
could also downgrade the ratings if the company fails to maintain
adequate cushion under financial covenants. Debt financed
acquisition activity could also pressure the ratings.

Moody's could revise the ratings outlook to stable if Meritas
continues to delever through earnings growth and debt reduction
such that debt to EBITDA approaches 5.0 times, EBITDA less
maintenance capex to interest approaches 2.0 times while
maintaining a large unrestricted cash balance. The ratings could
be upgraded if Meritas increases scale and diversification and
organically grow its revenue and earnings through price increases
and enrollment growth such that debt to EBITDA is sustained below
4.5 times and free cash flow is positive.

The principal methodology used in rating Meritas Schools Holdings,
LLC was the Global Business & Consumer Service Industry Rating
Methodology published in October 2010. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.

Headquartered in Northbrook, Illinois, Meritas Schools Holdings,
LLC, though its subsidiaries, operates a world-wide network of
college preparatory schools.


MF GLOBAL: Trustee to Work With Customers Suing Corzine
-------------------------------------------------------
American Bankruptcy Institute reports that James Giddens, the
trustee liquidating MF Global Inc., said that he planned to work
with customers in a lawsuit against Jon Corzine and other former
brokerage executives.

                          About MF Global

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

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.

As of Sept. 30, 2011, MF Global had $41,046,594,000 in total
assets and $39,683,915,000 in total liabilities.

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

Louis J. Freeh was named the Chapter 11 Trustee for the
bankruptcy cases of MF Global Holdings Ltd. and its affiliates.
The Chapter 11 Trustee tapped (i) Freeh Sporkin & Sullivan LLP,
as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee has retained Capstone Advisory Group LLC
as financial advisor.

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

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


MF GLOBAL: Corzine, Execs Likely to Escape Criminal Charges  
-----------------------------------------------------------
Ian Thoms at Bankruptcy Law360 reports that though they misplaced
about $1.6 billion in customer money while driving their brokerage
into the ground, Jon Corzine and other top MF Global Inc.
executives will likely escape criminal charges, a black eye for a
U.S. Department of Justice already under fire for declining to
prosecute major Wall Street players.

Having investigated the firm's collapse for the past 10 months,
the Justice Department is nearing a conclusion that the money went
missing because of MF Global's weak internal controls, Bankruptcy
Law360 relates.

                          About MF Global

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

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059
and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive
Brokers Group collapsed.

As of Sept. 30, 2011, MF Global had $41,046,594,000 in total
assets and $39,683,915,000 in total liabilities.

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

Louis J. Freeh was named the Chapter 11 Trustee for the
bankruptcy cases of MF Global Holdings Ltd. and its affiliates.
The Chapter 11 Trustee tapped (i) Freeh Sporkin & Sullivan LLP,
as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee has retained Capstone Advisory Group LLC
as financial advisor.

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

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


MMRGLOBAL INC: Robert Lorsch Discloses 20% Equity Stake
-------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Robert H. Lorsch disclosed that, as of
July 30, 2012, he beneficially owns 100,486,906 shares of common
stock of MMRGlobal, Inc., representing 20% of the shares
outstanding.  The RHL Group, Inc., beneficially owns 80,238,152
common shares.  Mr. Lorsch is the Chief Executive Officer of The
RHL Group and has a 100% ownership interest in The RHL Group.

Mr. Lorsch previously reported beneficial ownership of 69,579,274
common shares or a 17.3% equity stake as of April 19, 2012.

A copy of the amended filing is available for free at:

                        http://is.gd/uaJEGH

                          About MMRGlobal

Los Angeles, Calif.-based MMR Global, Inc. (OTC BB: MMRF)
-- http://www.mmrglobal.com/-- through its wholly-owned operating
subsidiary, MyMedicalRecords, Inc., provides secure and easy-to-
use online Personal Health Records (PHRs) and electronic safe
deposit box storage solutions, serving consumers, healthcare
professionals, employers, insurance companies, financial
institutions, and professional organizations and affinity groups.

In the auditors' report accompanying the financial statements for
year ended Dec. 31, 2011, Rose, Snyder & Jacobs LLP, in Encino,
California, expressed substantial doubt about the Company's
ability to continue as a going concern.  The independent auditors
noted that the Company has incurred significant operating losses
and negative cash flows from operations during the years ended
Dec. 31, 2011, and 2010.

The Company reported a net loss of $8.88 million in 2011, compared
with a net loss of $17.90 million in 2010.  The Company reported a
net loss of $10.3 million in 2009.

The Company's balance sheet at June 30, 2012, showed $2.03 million
in total assets, $8.46 million in total liabilities, and a
$6.43 million total stockholders' deficit.


MMRGLOBAL INC: Incurs $1.4 Million Net Loss in Second Quarter
-------------------------------------------------------------
MMRGlobal, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.37 million on $198,779 of total revenues for the three
months ended June 30, 2012, compared with a net loss of $2.37
million on $165,637 of total revenues for the same period a year
ago.

The Company reported a net loss of $2.95 million on $371,577 of
total revenues for the six months ended June 30, 2012, compared
with a net loss of $4.10 million on $737,618 of total revenues for
the same period during the prior year.

The Company's balance sheet at June 30, 2012, showed $2.03 million
in total assets, $8.46 million in total liabilities and a $6.43
million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/Zv0mMF

                          About MMRGlobal

Los Angeles, Calif.-based MMR Global, Inc. (OTC BB: MMRF)
-- http://www.mmrglobal.com/-- through its wholly-owned operating
subsidiary, MyMedicalRecords, Inc., provides secure and easy-to-
use online Personal Health Records (PHRs) and electronic safe
deposit box storage solutions, serving consumers, healthcare
professionals, employers, insurance companies, financial
institutions, and professional organizations and affinity groups.

In the auditors' report accompanying the financial statements for
year ended Dec. 31, 2011, Rose, Snyder & Jacobs LLP, in Encino,
California, expressed substantial doubt about the Company's
ability to continue as a going concern.  The independent auditors
noted that the Company has incurred significant operating losses
and negative cash flows from operations during the years ended
Dec. 31, 2011, and 2010.

The Company reported a net loss of $8.88 million in 2011, compared
with a net loss of $17.90 million in 2010.  The Company reported a
net loss of $10.3 million in 2009.


MORGANS HOTEL: Inks 20-Year Management Pact for Delano Moscow
-------------------------------------------------------------
Morgans Hotel Group plans to extend their signature luxury brand
into Russia with the opening of Delano Moscow, the third
international Delano-branded property, following the opening of
Delano Marrakech slated for September 2012, and Delano Cesme
scheduled to open in 2015.  With Delano Moscow, Morgans Hotel
Group is positioned to deliver the unique Delano experience,
defined by impeccable style and unparalleled standards of service,
to the thriving international gateway city in 2015.

This announcement is the latest progression in the New York-based
hospitality management Company's extensive international growth
plan for its Delano luxury brand, focused on entering key markets
around the world.  Morgans Hotel Group's Delano first opened its
doors in 1995 in Miami's trendy South Beach and quickly became a
must-visit destination, pioneering a new industry standard as a
next generation chic urban resort.

Delano Moscow will be situated in the heart of Moscow's new state-
of-the-art International Business Center, also referred to as
Moscow-City, Russia's first ever mixed-use space, combining high-
end residences, offices and retail in one impressive complex.  The
Moscow Government first conceived of the Moscow City project in
1992, and an estimated 500,000 - 600,000 people will be visiting,
living or working in the awe-inspiring new luxury development at
any given time.

Morgans Hotel Group's newest Delano will be part of Capital
Group's OKO project within Moscow City, a new development that
will offer premium spaces designed for luxury living, business and
entertainment.  An example of innovative urbanism presented by
American architectural bureau SOM (Skidmore, Owings and Merrill),
OKO will also feature an 85-story skyscraper and a 49-story office
tower that soar from a 7-story single transparent crystalline
structure at the base of the complex.

Plans for Delano Moscow include 160 beautifully appointed guest
rooms, extensive fine dining and nightlife outlets and top-of-the-
line hotel facilities and guest amenities.  The world-class
boutique resort will provide an upscale haven of luxury within the
vibrant Moscow-City development, appealing to the sensibilities of
tastemakers around the world.  Delano has become synonymous with
style and sophistication and the new Moscow property will bring
these ideals to a captivating new urban center.

"With the introduction of each new Delano property, we bring to
life the ethos we created in South Beach, while uniquely blending
our vision with the markets we enter.  Moscow is an exciting city
and we could not have found a better partner to align with than
Capital Group to further extend the Delano brand," says Michael
Gross, CEO of Morgans Hotel Group.

Delano Moscow commences a business partnership between Capital
Group and Morgans Hotel Group, which have entered into a 20-year
management agreement for the property.  Founded in 1993, Capital
Group is one of Russia's leading development companies, whose
previous projects have received awards from The Russian Academy of
Architecture and Construction Sciences, the Moscow Government and
various international architectural exhibitions.

On signing the deal, Vladislav Doronin, Chairman of Board of
Directors, Capital Group, said: "Moscow City has become a
financial center of international standard.  It comprises mixed-
use skyscraper complexes totaling 4.5 million square meters that
have become headquarters for major international companies.  A
modern transport infrastructure has been developed within the
business district, which includes two operating metro stations and
a high-speed railway currently under construction that would
connect Moscow City with international airports.  Thus, it is
obvious that Moscow City needs high-quality hotel service, and
Delano Moscow would become the first hotel to open here. I have no
doubt it would become the best project to meet the needs of the
tenants and the guests of the business center."

With the addition of Delano Moscow, Morgans Hotel Group now has
signed management agreements for ten hotels that are slated to
open over the next three-years, starting next month with the
scheduled opening of Delano Marrakech.  In aggregate, these new
hotels will nearly double the size of Morgans Hotel Group's
portfolio from thirteen hotels comprising 3,400 rooms across three
countries, to twenty-three hotels comprising 6,300 rooms across
seven countries.  All of these new deals expand Morgans Hotel
Group's three powerful and complementary brands Delano, Mondrian
and Hudson in key gateway cities and resort destinations.

Morgans Hotel Group currently has properties in New York, Miami,
London, Los Angeles, San Francisco, Boston and Playa del Carmen,
Mexico.

Under the Delano Moscow agreement, the Company has agreed to
contribute an aggregate of $10.0 million in key money, with $3.0
million contributed upon the signing of the management agreement
and the remaining $7.0 million to be contributed prior to the
hotel opening.  The initial $3.0 million key money contribution is
refundable by the hotel owner if Delano Moscow does not open by
the predetermined opening date.  Additionally, the Company has
provided a cash flow guarantee to the owner if the hotel does not
attain specified levels of net operating profits set forth in the
management agreement up to certain maximum amounts for the first
four years of the contract.  Those guarantee fundings, if any, are
recoverable out of future hotel cash flows and under certain other
conditions.

                      About Morgans Hotel Group

Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector.  Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London.  Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico.  Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.

The Company reported a net loss of $87.95 million in 2011, a net
loss of $83.64 million in 2010, and a net loss of $101.60 million
in 2009.

The Company's balance sheet at June 30, 2012, showed
$545.86 million in total assets, $655.93 million in total
liabilities, $6.12 million in redeemable noncontrolling interest,
and a $116.19 million total deficit.


MUNICIPAL CORRECTIONS: Inducted Into Chapter 11 in Las Vegas
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that a privately operated prison in Georgia finds itself
in Chapter 11 reorganization in Las Vegas, at least for the next
month.  The prison was expanded with proceeds from two issues of
municipal bonds on which $54 million is owing.

According to the report, although the prison had 1,200 beds, the
census averaging 700 to 800 covered only operating expenses, the
indenture trustee said in a court filing.  Both the bonds and real
estate taxes were in default.  Irwin County, Georgia, where the
prison is located, scheduled a foreclosure auction in view of
$1.8 million in delinquent taxes.

The report relates that the indenture trustee and two bondholders
filed an involuntary Chapter 7 petition in Feb. in Las Vegas.  The
prison's operator, Terry O'Brien, admitted that Las Vegas is a
technically correct venue because that's the state where his
company is located.  Mr. O'Brien's company operates the prison
under lease from the county, which is the owner.

The report notes that Mr. O'Brien didn't oppose being in
bankruptcy. Instead, he filed papers seeking to have the
bankruptcy moved to Georgia for the parties' convenience.  The Las
Vegas bankruptcy judge went ahead and put the prison operator
officially into a Chapter 11 reorganization last week.

The Bloomberg report disclosed that the motion for moving the case
to Georgia is scheduled for Sept. 21.  The bondholders are
allowing the prison operator to use cash income pledged as part of
the security for the bonds.

Hamlin Capital, Oppenheimer Rochester and UMB, N.A. -- owed an
aggregate $90 million on a bond debt -- filed an involuntary
Chapter 11 petition for Municipal Corrections, LLC (Bankr. D. Nev.
Case No. 12-12253) on Feb. 29, 2012, in Las Vegas, Nevada.  Jon T.
Pearson, Esq., at Ballard Spahr LLP, in Las Vegas, serves as
counsel to the petitioners.


NEDAK ETHANOL: Delays Q2 Form 10-Q Due to Financial Woes
--------------------------------------------------------
NEDAK Ethanol, LLC, notified the U.S. Securities and Exchange
Commission of the late filing of its quarterly report on Form 10-Q
for the fiscal quarter ended June 30, 2012.

The Company announced a temporary suspension of production at its
ethanol plant in response to the adverse economic and market
conditions impacting the ethanol industry.  The Company is in
default under its loan agreements with both its senior lender,
AgCountry Farm Credit Services, FLCA, and its tax increment
financing lender, Arbor Bank.  The Company has subsequently
received notices of continuing default from both the Senior Lender
and the TIF Lender.

The Senior Lender has accelerated the repayment of all amounts due
under the loan agreement, the outstanding obligations are accruing
interest at the default rate and the Senior Lender has informed
the Company that it intends to exercise its remedies under the
loan agreement and take such actions as it deems necessary or
desirable to protect its interest in the collateral.  The TIF
Lender has demanded the immediate cure of all existing defaults
and the full and complete performance of the Company's obligations
under the loan documents and has advised the Company that it
intends to exercise its remedies under the loan documents.

As a result of the halt in production at the Company's plant, the
Company has limited internal resources.  The Company has devoted,
and continues to devote, its limited internal resources to the
actions required to complete the temporary shutdown of plant
operations as well as to discussions with the Senior Lender, the
TIF Lender and other creditors in light of the existing defaults,
the ongoing adverse market conditions and the liquidity issues
facing the Company.  The Company continues to explore various
strategic and financial options to address its current liquidity
issues.  Therefore, given the Company's thin staffing and limited
financial resources, it was unable to file the Form 10-Q in the
time prescribed without unreasonable effort and expense and the
Company expects that it will not be able to file the Form 10-Q
within the five-day extension permitted by the rules of the SEC.

                        About NEDAK Ethanol

Atkinson, Neb.-based NEDAK Ethanol, LLC
-- http://www.nedakethanol.com/-- operates a 44 million gallon
per year ethanol plant in Atkinson, Nebraska, and produces and
sells fuel ethanol and distillers grains, a co-product of the
ethanol production process.  Sales of ethanol and distillers
grains began in January 2009.

NEDAK Ethanol reported a net loss of $781,940 on $152.11 million
of revenue in 2011, compared with a net loss of $2.08 million on
$94.77 million of revenue in 2010.

The Company's balance sheet at March 31, 2012, showed
$73.42 million in total assets, $33.68 million in total
liabilities, $10.80 million in preferred units Class B, and
$28.93 million in total members' equity.

                 Amends Agreement with AgCountry

In February 2007, the Company entered into a master credit
agreement with AgCountry Farm Credit Services FCA regarding a
senior secured credit facility.  As of Dec. 31, 2010, and
throughout 2011, the Company was in violation of several loan
covenants required under the original credit agreement and
therefore, the Company was in default under the credit agreement.
However, the Company entered into a forbearance agreement with
AgCountry which remained effective until June 30, 2011.  This
default resulted in all debt under the original credit agreement
being classified as current liabilities effective as of Dec. 31,
2010.  The loan covenants under the original credit agreement
included requirements for minimum working capital of $6,000,000,
minimum current ratio of 1.20:1.00, minimum tangible net worth of
$41,000,000, minimum owners' equity ratio of 50%, and a minimum
fixed charge coverage ratio of 1.25:1.00, and also included
restrictions on distributions and capital expenditures.

On Dec. 31, 2011, the Company and AgCountry entered into an
amended and restated master credit agreement pursuant to which the
parties agreed to restructure and re-document the loans and other
credit facilities provided by AgCountry.

Under the amended agreement, the Company is required to make level
monthly principal payments of $356,164 through Feb. 1, 2018.
Beginning on Sept. 30, 2012, and the last day of the first,
second, and third quarters thereafter, the Senior Lender will make
a 100% cash flow sweep of the Company's operating cash balances in
excess of $3,600,000 to be applied to the principal balance.  In
addition, the Company is required to make monthly interest
payments at the one month LIBOR plus 5.5%, but not less than 6.0%.
The interest rate was 6.0% as of Dec. 31, 2011.  In addition to
the monthly scheduled payments, the Company made a special
principal payment in the amount of $7,105,272 on Dec. 31, 2011.
As of Dec. 31, 2011, and 2010, the Company had $26,000,000 and
$38,026,321 outstanding on the loan, respectively.


NEPHROS INC: Had $754,000 Net Loss in Second Quarter
----------------------------------------------------
Nephros, Inc., filed its quarterly report on Form 10-Q, reporting
a net loss of $754,000 on $302,000 of revenues for the three
months ended June 30, 2012, compared with a net loss of $602,000
on $637,000 of revenues for the corresponding period last year.

For the six months ended June 30, 2012, the Company had a net loss
of $1.3 million on $835,000 of revenues, compared with a net loss
of $1.3 million on $1.3 million of revenues for the same period of
2011.

The Company's balance sheet at June 30, 2012, showed
$4.3 million in total assets, $3.4 million in total liabilities,
and stockholders' equity of $897,000.

"The Company has incurred significant losses in operations in each
quarter since inception.  For the six months ended June 30, 2012,
and 2011, the Company has incurred net losses of $1,311,000 and
$1,309,000, respectively.  To become profitable, the Company must
increase revenue substantially and achieve and maintain positive
gross and operating margins.  If the Company is not able to
increase revenue and gross and operating margins sufficiently to
achieve profitability, its results of operations and financial
condition will be materially and adversely affected."

A copy of the Form 10-Q is available for free at:

                       http://is.gd/FaXZun

Headquartered in River Edge, N.J., Nephros, Inc. (OTC bb: NEPH)
-- http://www.nephros.com/-- is a medical device company
developing and marketing filtration products for therapeutic
applications, infection control, and water purification.

                          *     *     *

As reported in the TCR on March 29, 2012, Rothstein Kass, in
Roseland, N.J., expressed substantial doubt about Nephros, Inc.'s
ability to continue as a going concern, following the Company's
results for the fiscal year ended Dec. 31, 2011.  The
independent auditors noted that the Company has incurred negative
cash flow from operations and net losses since inception.


NETWORK CN: Reports $1.2 Million Net Income in Second Quarter
-------------------------------------------------------------
Network CN Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $1.15 million on $536,208 of advertising services revenues for
the three months ended June 30, 2012, compared with a net loss of
$454,798 on $323,071 of advertising services revenues for the same
period a year ago.

The Company reported net income of $534,947 on $942,983 of
advertising services revenues for the six months ended June 30,
2012, compared with a net loss of $1.27 million on $719,774 of
advertising services revenues for the same period during the prior
year.

The Company's balance sheet at June 30, 2012, showed $1.03 million
in total assets, $3.72 million in total liabilities, and a
$2.69 million total stockholders deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/NWy2fU

                         About Network CN

Causeway, Hong Kong-based Network CN Inc. operates in one single
business segment: Media Network, providing out-of home advertising
services.

As reported in the TCR on April 18, 2012, Baker Tilly Hong Kong
Limited, in Hong Kong SAR, expressed substantial doubt about
Network CN's ability to continue as a going concern, following the
Company's results for the fiscal year ended Dec. 31, 2011.  The
independent auditors noted that the Company has incurred net
losses of $2,102,548, $2,603,384 and $37,383,361 for the years
ended Dec. 31, 2011, 2010, and 2009, respectively.  "Additionally,
the Company used net cash in operating activities of $388,278,
$1,552,403 and $5,428,273 for the years ended Dec. 31, 2011, 2010,
and 2009, respectively.  "As of Dec. 31, 2011, and 2010, the
Company recorded stockholders' deficit of $5,056,418 and
$3,524,536 respectively.


NEW INVESTMENTS: Case Summary & 7 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: New Investments Inc
        12233 NE Totem Lake Way
        Kirkland, WA 98034

Bankruptcy Case No.: 12-18500

Chapter 11 Petition Date: August 16, 2012

Court: United States Bankruptcy Court
       Western District of Washington (Seattle)

Judge: Karen A. Overstreet

Debtor's Counsel: Darrel B. Carter, Esq.
                  CBG LAW GROUP PLLC
                  11100 NE 8th St Ste 380
                  Bellevue, WA 98004
                  Tel: (425) 283-0432
                  E-mail: Darrel@cbglaw.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $10,000,001 to $50,000,000

A copy of the Company's list of its seven largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/wawb12-18500.pdf

The petition was signed by Sheraly Aziz, president.


NEW PEOPLES: Tier 1 Leverage Ratio Below 4% Requirement
-------------------------------------------------------
New Peoples Bankshares, Inc., filed its quarterly report on Form
10-Q, reporting a net loss of $2.5 million on $6.7 million of
net interest income for the three months ended June 30, 2012,
compared with a net loss of $1.7 million on $8.1 million of net
interest income for the same period a year earlier.

For the six months ended June 30, 2012, the Company had a net loss
of $5.1 million on $13.8 million of net interest income, compared
with a net loss of $1.1 million on $16.3 million of net interest
income for the corresponding period in 2011.

The Company's balance sheet at June 30, 2012, showed
$725.6 million in total assets, $701.9 million in total
liabilities, and stockholders' equity of $23.7 million.

According to the regulatory filing, the Company and the Bank are
subject to various capital requirements administered by federal
banking agencies.

"The Bank was well capitalized as of June 30, 2012, as defined by
the capital guidelines of bank regulations, however, the Company
continued to be below the minimum capital requirements as a result
of the Tier 1 leverage ratio decreasing to 3.72%, which was below
the minimum requirement of 4.00%.  Subject to the conversion of
the director notes, we expect to return to well-capitalized status
at the holding company level in 2012.  The Company's capital as a
percentage of total assets was 3.27% at June 30, 2012, compared to
3.70% at Dec. 31, 2011."

A copy of the Form 10-Q is available for free at:

                       http://is.gd/Flcrxa

New Peoples Bankshares, Inc., is a Virginia bank holding company
headquartered in Honaker, Virginia.  New Peoples subsidiaries
include: New Peoples Bank, Inc., a Virginia banking corporation
(the Bank) and NPB Web Services, Inc., a web design and hosting
company (NPB Web).

The Bank is headquartered in Honaker, Virginia and operates 27
full service offices in the southwestern Virginia counties of
Russell, Scott, Washington, Tazewell, Buchanan, Dickenson, Wise,
Lee, Smyth, and Bland; Mercer County in southern West Virginia and
the eastern Tennessee counties of Sullivan and Washington.


NORTHCORE TECHNOLOGIES: Incurs C$556,000 Loss in Second Quarter
---------------------------------------------------------------
Northcore Technologies Inc. reported a loss and comprehensive loss
of C$556,000 on C$415,000 of revenue for the three months ended
June 30, 2012, compared with a loss and comprehensive loss of
C$1.88 million on C$187,000 of revenue for the same period a year
ago.

The Company reported a loss and comprehensive loss of C$1.29
million on C$645,000 of revenue for the six months ended June 30,
2012, compared with a loss and comprehensive loss of C$2.45
million on C$370,000 of revenue for the same period during the
prior year.

The Company's balance sheet at June 30, 2012, showed C$3.49
million in total assets, C$852,000 in total liabilities and C$2.64
million in shareholders' equity.

"We had promised our shareholders that they would soon see the
impact of our acquisition and Social Commerce strategies.  I am
pleased to point to our second quarter financial results in this
regard," said Amit Monga, CEO of Northcore Technologies.  "While
we still have challenges to overcome, we have made important,
sequential progress and have executed on our stated objectives.
As we progress, portfolio companies Kuklamoo and Envision will
contribute significantly to our momentum and as always, the
Company remains committed to expanding our suite of IP holdings.
We have also followed through on our commitment to "tell the
story" more aggressively and have retained a professional investor
relations firm to help inform the public markets of our
achievements and progress.  From our perspective, we have a strong
foundation to build lasting shareholder value."

A copy of the Form 6-K is available for free at:

                        http://is.gd/VvjCOb

                           About Northcore

Toronto, Ontario-based Northcore Technologies Inc. (TSX: NTI; OTC
BB: NTLNF) -- http://www.northcore.com/-- provides a Working
Capital Engine(TM) that helps organizations source, manage,
appraise and sell their capital equipment.  Northcore offers its
software solutions and support services to a growing number of
customers in a variety of sectors including financial services,
manufacturing, oil and gas and government.

Northcore owns 50% of GE Asset Manager, LLC, a joint business
venture with GE.  Together, the companies work with leading
organizations around the world to help them liberate more capital
value from their assets.

The Company reported a loss and comprehensive loss of C$3.93
million in 2011, compared with a loss and comprehensive loss of
C$3.03 million in 2010.


NUTRACEA: Had $630,000 Net Loss in Second Quarter
-------------------------------------------------
NutraCea filed its quarterly report on Form 10-Q, reporting a net
loss of $630,000 on $9.7 million of revenues for the three months
ended June 30, 2012, compared with a net loss of $32,000 on $10.5
million of revenues for the same period last year.

For the six months ended June 30, 2012, the Company had a net loss
of $10.0 million on $19.5 million of revenues, compared with a net
loss of $4.1 million on $19.2 million of revenues for the same
period of 2011.  The decline of $5.9 million between periods was
primarily due to the $1.5 million financing expense and the
$3.0 million loss on extinguishment recognized in connection with
the January 2012 issuance of the subordinated convertible notes,
senior convertible debenture and related warrants.

The Company's balance sheet at June 30, 2012, showed $48.0 million
in total assets, $35.3 million in total liabilities, $8.3 million
of redeemable noncontrolling interest in Nutra SA, and
stockholders' equity of $4.4 million.

As reported in the TCR on April 5, 2012, BDO USA, LLP, in Phoenix,
Arizona, expressed substantial doubt about NutraCea's ability to
continue as a going concern, following the Company's results for
the fiscal year ended Dec. 31, 2011.  The independent auditors
noted that the Company has suffered recurring losses from
operations resulting in an accumulated deficit of $194.9 million.
"Although the Company emerged from bankruptcy in November 2010,
there continues to be substantial doubt about its ability to
continue as a going concern."

A copy of the Form 10-Q is available for free at:

                       http://is.gd/HWvhF3

Scottsdale, Ariz.-based NutraCea. a California corporation, is a
human food ingredient and animal nutrition company focused on the
procurement, bio-refining and marketing of numerous products
derived from rice bran.


NUVILEX INC: Incurs $1.8 Million Net Loss in Fiscal 2012
--------------------------------------------------------
Nuvilex, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$1.89 million on $66,558 of total revenue for the year ended
April 30, 2012, compared with a net loss of $1.39 million on
$125,997 of total revenue during the prior year.

The Company's balance sheet at April 30, 2012, showed $2.08
million in total assets, $3.78 million in total liabilities,
$580,000 in preferred stock, and a $2.27 million total
stockholders' deficit.

Robison, Hill & Co., issued a "going concern" qualification on the
consolidated financial statements for the year ended April 30,
2012, citing recurring losses from operations which raises
substantial doubt about the Company's ability to continue as a
going concern

A copy of the Form 10-K is available for free at:

                         http://is.gd/LpSkjY

                         About Nuvilex Inc.

Silver Spring, Md.-based Nuvilex, Inc., Nuvilex, Inc. operates
independently and through wholly-owned subsidiaries.  The Company
is dedicated to bringing to market scientifically derived products
designed to improve the health and well-being of those who use
them.  The Company's current strategy is to focus on developing
and marketing products in the biotechnology arena it believes have
potential for long-term corporate growth.


OCTAVIAR ADMINISTRATION: Sept. 6 Hearing on Chapter 15 Petition
---------------------------------------------------------------
Judge Shelley C. Chapman will hold a hearing Sept. 6 at 2:00 p.m.
the petition under Chapter 15 of the U.S. Bankruptcy Code for
recognition of foreign proceedings involving Octaviar
Administration Pty Ltd.

Australian liquidators for Octaviar Administration Pty Ltd. filed
a petition for creditor protection under Chapter 15 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 12-13443) on Aug. 13,
2012, in Manhattan.

The liquidators said the company didn't do business in the U.S.,
and they aren't aware of any U.S. creditors.  But the liquidators
filed a Chapter 15 petition in light of potential claims or causes
of action against parties located in the United States.  If the
application for recognition of the Australian liquidation as
"foreign main proceeding" is recognized, the liquidators will
investigate these potential claims and may ultimately commence
proceedings in the U.S. and/or seek to enforce a foreign judgment
in the U.S.

The Chapter 15 petition listed less than $100 million in assets
and more than $100 million in debt.

Prior to its demise, the Octaviar Group consisted of a travel and
tourism business, a corporate and investment banking business, a
funds management business, and as structured finance and advisory
business.  At it height, the Octaviar Group consisted of more than
400 companies, employed more than 3,000 employees, and had offices
in Australia, New Zealand and the United Arab Emirates.  The
business collapsed when the company announced in January 2008 that
it's separating its financial services business from its travel
and tourism business, which led to shares declining from AU$3.18
at opening to AU$0.99 at closing.  The decline caused an event of
default with lenders under a A$150 million bride financing
facility.  The travel and tourism business was ultimately sold to
Global Voyager Pty Limited to pay off debt.

Octaviar Administration provided the treasury function for
Octaviar Group.  OA was placed into liquidation by the Supreme
Court of Queensland in July 2009.

Katherine Elizabeth Barnet and William John Fletcher, the
liquidators of OA, are represented in the U.S. proceedings by
Howard Seife, Esq., at Chadbourne & Parke.


ONCOVISTA INNOVATIVE: Had $250,500 Net Loss in Second Quarter
-------------------------------------------------------------
OncoVista Innovative Therapies, Inc., filed its quarterly report
on Form 10-Q, reporting a net loss of $250,557 on $nil revenue for
the three months ended June 30, 2012, compared with a net loss of
$577,932 on $nil revenue for the same period last year.

For the six months ended June 30, 2012, the Company had a net loss
of $909,985 on $nil revenue, compared with a net loss of
$1.3 million on $nil revenue for the same period of 2011.

The Company's balance sheet at June 30, 2012, showed $1.3 million
in total assets, $2.3 million in total current liabilities, and a
stockholders' deficit of $996,161.

"As reflected in the accompanying consolidated financial
statements, the Company reported a net loss of approximately
$910,000, and net cash used in operations of $960,000 for the six
months ended June 30, 2012, an accumulated deficit of
approximately $21.2 million and total deficit of approximately
$996,000 at June 30, 2012.  The Company is also in default on a
certain loan and related accrued interest aggregating $174,495 at
June 30, 2012.  Subsequent to June 30, 2012, the Company entered
into a settlement agreement to satisfy the obligation in full for
a one-time payment of $60,000.  These factors raise substantial
doubt about the Company's ability to continue as a going concern."

In its report on OncoVista's financial statements for the year
ended Dec. 31, 2011, GHP Horwath, P.C., in Denver, Colo., said
that Company has suffered recurring losses and negative cash flows
from operations that raise substantial doubt about the Company's
ability to continue as a going concern.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/3Bh2OP

OncoVista Innovative Therapies, Inc., is a biopharmaceutical
company developing targeted anticancer therapies by utilizing
tumor-associated biomarkers.  The Company's product pipeline is
comprised of advanced (Phase I/II) and early (Phase I) clinical-
stage compounds, late preclinical drug candidates and early
preclinical leads.


OPTIONS MEDIA: Delays Form 10-Q for Second Quarter
--------------------------------------------------
Options Media Group Holdings, Inc., was unable to file its
quarterly report on Form 10-Q for the three months ended June 30,
2012, by the prescribed date of Aug. 14, 2012, without
unreasonable effort or expense because its internal accountants
need additional time to complete portions of the Report.  The
Company intends to file its Report on or prior to the prescribed
extended date.

                         About Options Media

Boca Raton, Fla.-based Options Media Group Holdings, Inc., had
historically been an Internet marketing company providing e-mail
services to corporate customers.  Additionally, Options Media has
a lead generation business and disposed of its SMS text messaging
delivery business.  In 2010, Options Media transitioned by
changing its focus to smart phones and acquiring a robust anti-
texting program that prohibits people in vehicles from texting, e-
mailing, and reading such communications while moving.  As part of
its focus on mobile software applications, Options Media has also
broadened its suite of products by continuing to improve the
features of its Drive Safe(TM) anti-texting software.  In
conjunction with this change of focus, in February 2011, Options
Media sold its e-mail and SMS businesses.  Options Media retains
its lead generation business.

The Company reported a net loss of $12.67 million in 2011,
compared with a net loss of $9.86 million in 2010.

The Company's balance sheet at March 31, 2012, showed $1.48
million in total assets, $8.16 million in total liabilities and a
$6.68 million total stockholders' deficit.

In its audit report for the 2011 results, Salberg & Company, P.A.,
in Boca Raton, Florida, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company has a net loss available to common
stockholders of $12.75 million, and net cash used in continuing
operations of $3.60 million for the year ended Dec. 31, 2011, and
a working capital deficit, stockholders' deficit and accumulated
deficit of $4.11 million, $3.56 million and $35.5 million,
respectively at Dec. 31, 2011.  The Company has also discontinued
certain operations.


OSAGE EXPLORATION: Incurs $613,000 Net loss in Second Quarter
-------------------------------------------------------------
Osage Exploration and Development, Inc., filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $613,484 on $1.35 million of total
operating revenues for the three months ended June 30, 2012,
compared with net income of $2.76 million on $962,450 of total
operating revenues for the same period a year ago.

The Company reported a net loss of $157,458 on $2.71 million of
total operating revenues for the six months ended June 30, 2012,
compared with net income of $2.71 million on $1.60 million of
total operating revenues for the same period during the prior
year.

The Company's balance sheet at June 30, 2012, showed $12.57
million in total assets, $4.72 million in total liabilities and
$7.85 million in total stockholders' equity.

                         Bankruptcy Warning

Management of the Company has undertaken steps as part of a plan
to improve operations with the goal of sustaining the Company's
operations for the next 12 months and beyond.  These steps include
(a) assigning a portion of the Company's oil and gas leases in
Logan County, Oklahoma (b) participating in drilling of wells in
Logan County, Oklahoma within the next 12 months, (c) controlling
overhead and expenses and (d) raising additional equity or debt.
There is no assurance the Company can accomplish these steps and
it is uncertain the Company will achieve profitable operations and
obtain additional financing.  There is no assurance additional
financings will be available to the Company on satisfactory terms
and conditions, if at all.  If the Company is unable to continue
as a going concern, the Company may elect or be required to seek
protection from its creditors by filing a voluntary petition in
bankruptcy or may be subject to an involuntary petition in
bankruptcy.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/rCCSpd

                      About Osage Exploration

Based in San Diego, California with production offices in Oklahoma
City, Oklahoma, and executive offices in Bogota, Colombia, Osage
Exploration and Development, Inc. (OTC BB: OEDV) --
http://www.osageexploration.com/-- is an independent exploration
and production company with interests in oil and gas wells and
prospects in the US and Colombia.

GKM, LLP, in Encino, California, expressed substantial doubt about
the Company's ability to continue as a going concern following the
Company's 2011 financial results.  The independent auditors noted
that the Company has suffered recurring losses from operations and
has an accumulated deficit as of Dec 31, 2011.


PACIFIC GOLD: Incurs $1.7 Million Net Loss in Second Quarter
------------------------------------------------------------
Pacific Gold Corp. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.76 million on $31,375 of total revenue for the three months
ended June 30, 2012, compared with a net loss of $492,552 on $0 of
total revenue for the same period a year ago.

The Company reported a net loss of $3.14 million on $78,658 of
total revenue for the six months ended June 30, 2012, compared
with a net loss of $1.35 million on $0 of revenue for the same
period during the previous year.

The Company reported a net loss of $1.38 million in 2011, compared
with a net loss of $985,278 in 2010.

The Company's balance sheet at June 30, 2012, showed $1.48 million
in total assets, $6.16 million in total liabilities and a $4.68
million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/oqPjAy

                        About Pacific Gold

Las Vegas, Nev.-based Pacific Gold Corp. is engaged in the
identification, acquisition, and development of prospects believed
to have gold mineralization.  Pacific Gold through its
subsidiaries currently owns claims, property and leases in Nevada
and Colorado.

In the auditors' report accompanying the consolidated financial
statements for the year ended Dec. 31, 2011, Silberstein Ungar,
PLLC, in Bingham Farms, Michigan, expressed substantial doubt
about the Company's ability to continue as a going concern.  The
independent auditors noted that the Company has incurred losses
from operations, has negative working capital and is in need of
additional capital to grow its operations so that it can become
profitable.


PAYMENT DATA: Delays Form 10-Q for Second Quarter
-------------------------------------------------
Payment Data Systems, Inc., informed the U.S. Securities and
Exchange Commission that it requires additional time to complete
its quarterly report on Form 10-Q for the period ended June 30,
2012.

                    About Payment Data Systems

San Antonio, Tex.-based Payment Data Systems, Inc. provides
integrated electronic payment processing services to merchants and
businesses, including credit and debit card-based processing
services and transaction processing via the Automated
Clearinghouse Network.  The Company also operates an online
payment processing service for consumers under the domain name
http://www.billx.com/through which consumers can pay anyone.

The Company's balance sheet at March 31, 2012, showed $3.19
million in total assets, $2.42 million in total liabilities, all
current, and $767,571 in total stockholders' equity.


PEREGRINE FINANCIAL: CEO Pleads Not Guilty in Fraud Case
--------------------------------------------------------
Jamie Santo at Bankruptcy Law360 reports that Peregrine Financial
Group Inc. CEO Russell Wasendorf Sr. pled not guilty Friday to a
slate of federal charges accusing him of fraudulently inflating
the value of customer funds held by his now-bankrupt brokerage to
the tune of tens of millions of dollars.

Appearing with his public defender in federal court in Cedar
Rapids, Iowa, Wasendorf pled not guilty to all 31 counts on the
indictment, according to court documents, waiving a formal
reading, Bankruptcy Law360 relates.

                     About Peregrine Financial

Peregrine Financial Group Inc. filed to liquidate under Chapter 7
of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 12-27488)
on July 10, 2012, disclosing between $500 million and $1 billion
of assets, and between $100 million and $500 million of
liabilities.

Earlier that day, at the behest of the U.S. Commodity Futures
Trading Commission, a U.S. district judge appointed a receiver and
froze the firm's assets.  The firm put itself into bankruptcy
liquidation in Chicago later the same day.  The CFTC had sued
Peregrine, saying that more than $200 million of supposedly
segregated customer funds had been "misappropriated."  The CFTC
case is U.S. Commodity Futures Trading Commission v. Peregrine
Financial Group Inc., 12-cv-5383, U.S. District Court, Northern
District of Illinois (Chicago).

Peregrine's CEO Russell R. Wasendorf Sr. unsuccessfully attempted
suicide outside a firm office in Cedar Falls, Iowa, on July 9.

The bankruptcy petition was signed in his place by Russell R.
Wasendorf Jr., the firm's chief operating officer. The resolution
stated that Wasendorf Jr. was given a power of attorney on July 3
to exercise if Wasendorf Sr. became incapacitated.

Peregrine Financial is the regulated unit of the brokerage
PFGBest.

At a quickly-convened hearing on July 13, the bankruptcy judge
authorized the Chapter 7 trustee to operate Peregrine's business
on a "limited basis" through Sept. 13.


PINNACLE FOODS: Moody's Rates $450 Million Term Loan F 'Ba3'
------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to a new six-year
$450 million term loan ("Term Loan F") due 2018 being offered by
Pinnacle Foods Finance LLC. Moody's also affirmed the company's
other ratings, including its B2 Corporate Family Rating, B2
Probability of Default Rating, SGL-2 Speculative Grade Liquidity
rating and Caa1 senior unsecured debt rating. The rating outlook
is stable.

Pinnacle plans to use net proceeds from the proposed $450 million
Term Loan F to retire $300 million of an existing senior secured
term loan ("2014 Term Loan B") due 2014 and $150 million of 9.25%
senior unsecured notes due 2015.

"The transaction effectively extends the upcoming maturity of a
significant portion of its senior secured debt by up to four years
and refinances $150 million of high coupon unsecured debt with
less costly first lien bank debt," said Brian Weddington, a
Moody's Senior Credit Officer.

The new Term Loan F will be priced at a spread of 350 basis points
over LIBOR (with a LIBOR floor of 1.25%). This interest rate is
about 200 basis points higher than on the current Term Loan B
being refinanced, but significantly lower than the 9.25% interest
on the 2015 notes. The combined refinancing will generate net
interest cost savings of about $1million based on today's interest
rates.

The maturity of the new Term Loan F would be accelerated to as
early as December 31, 2014 if on that date; more than $150 million
of the remaining $465 million of 9.25% unsecured notes is
outstanding. Thus, Moody's anticipates that Pinnacle will seek to
retire at least $315 million more of these notes prior to
maturity. In addition, Moody's expects that by the end of fiscal
2013 Pinnacle will also have retired the remaining $250 million
balance of the 2014 Term Loan B secured debt through free cash
flow.

Moody's cautions that reductions of unsecured debt, either through
free cash flow or the issuance of new secured debt, reduces the
amount of subordinated debt cushion of secured lenders and could
cause the current two-notch positive ratings gap between the Ba3
senior secured ratings and the B2 CFR to narrow. However, the
retirement of either debt class through free cash flow would also
likely lower the company's leverage, which over time could lead to
rating upgrades.

Rating Rationale

Pinnacle's B2 Corporate Family Rating reflects high leverage
resulting from 2009 leveraged acquisition of Birds Eye Foods
("Birds Eye") that has since declined gradually. The rating also
reflects the strong brand equity of Birds Eye that has been an
important platform for successful innovation, stronger profit
margins and greater scale efficiencies in frozen foods.
Additionally, the shelf-stable portfolio has shown signs of higher
growth potential driven by increased brand support behind the
Duncan Hines brand and improved business mix.

Moody's long-term view of Pinnacle's financial strategy is
cautious, reflective of its ownership history with private equity
sponsors that have maintained high levels of financial leverage
through a series of LBO's, leveraged recapitalizations, and debt-
financed acquisitions.

Pinnacle Foods Finance LLC:

RATINGS ASSIGNED:

  $450 million proposed senior secured Term Loan F, due 2018 at
  Ba3, LGD3 - 32%;

RATINGS AFFIRMED:

  Corporate Family Rating at B2;

  Probability of Default Rating at B2;

  $150 million senior secured revolving loan expiring April 2017
  at Ba3;

  $550 million senior secured Term Loan B due April 2014 at Ba3;

  $641 million senior secured Extended Term Loan B due October
  2016 at Ba3;

  $400 million senior secured Term Loan E due October 2018 at
  Ba3;

  $615 million senior unsecured notes due April 2015 at Caa1;

  $400 million senior unsecured notes due September 2017 at Caa1.

LGD RATES TO BE REVISED:

  LGD senior secured bank credit facilities (Domestic) to LGD3 -
  32% from LGD2- 29%;

  LGD senior unsecured debt (Domestic) to LGD5 - 86% from LGD5 -
  83%.

SGL RATING AFFIRMED:

  Speculative Grade Liquidity Rating at SGL-2.

Pinnacle has only partially offset higher commodity costs through
price increases, ongoing productivity improvements and exiting
lower-margin private label and food service businesses. For the
first half of 2012, this resulted in a decline in reported
adjusted EBITDA margins to 11.1% from 14.3% reported last year and
reduced EBITDA to $175 million from $207 million. Weak earnings
have further hampered the pace of debt reduction that has already
been slowed by spending on cost-cutting projects including $29
million to consolidate manufacturing plants. Moody's expects
EBITDA margins to improve in the second half of 2012 as higher
pricing and cost cutting catch up with inflation, but full-year
EBITDA will likely fall short of 2011 levels. Nevertheless,
Moody's expects that lower project spending and interest expense
savings will support cash flows that should be sufficient to lower
debt/EBITDA leverage to below 6.0 times within 12 months.

An upgrade could occur if Moody's believes that Pinnacle is likely
to sustain debt to EBITDA below 5.5 times. Ratings could be
lowered if Pinnacle's debt to EBITDA rises above 7.0 times, if
free cash flow deteriorates materially, or if the company engages
in a major leveraged acquisition.

Corporate Profile

Headquartered in Parsippany, New Jersey, Pinnacle Foods Finance
LLC - through its wholly owned operating company, Pinnacle Foods
Group - manufactures and markets branded convenience food products
in the US and Canada. Its brands include Birds Eye, Voila, Hungry-
Man and Swanson frozen dinners, Vlasic pickles, Mrs. Paul's and
Van de Kamp's frozen prepared sea food, Aunt Jemima frozen
breakfasts, Log Cabin and Mrs. Butterworth's syrup and Duncan
Hines cake mixes. Annual net sales are approximately $2.5 billion.
Substantially all of the capital stock of Pinnacle Foods Finance
LLC is owned by investment funds associated with or designated by
The Blackstone Group.

The principal methodology used in rating Pinnacle Foods Finance
LLC was the Global Packaged Goods Industry Methodology, which can
be found at www.moodys.com in the Research & Ratings directory, in
the Ratings Methodologies subdirectory. Other methodologies and
factors that may have been considered in the process of rating
Pinnacle Foods Finance LLC can also be found in the Rating
Methodologies subdirectory.

The principal methodology used in rating Pinnacle Foods Finance
LLC was the Global Packaged Goods Industry Methodology published
in July 2009. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.


PMI GROUP: Seeks Extension of Exclusivity Period to Oct. 19
-----------------------------------------------------------
BankruptcyData.com reports that the PMI Group filed with the U.S.
Bankruptcy Court a motion to extend for the third time the
exclusive period during which the Company can file a Chapter 11
plan and solicit acceptances thereof through and including
Oct. 19, 2012 and Dec. 17, 2012, respectively.  The Court
scheduled a Sept. 24, 2012 hearing on the matter.

                         About The PMI Group

Del.-based The PMI Group, Inc., is an insurance holding company
whose stock had, until Oct. 21, 2011, been publicly-traded on the
New York Stock Exchange.  Through its principal regulated
subsidiary, PMI Mortgage Insurance Co., and its affiliated
companies, the Debtor provides residential mortgage insurance in
the United States.

The PMI Group filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
No. 11-13730) on Nov. 23, 2011.  In its schedules, the Debtor
disclosed $167,963,354 in assets and $770,362,195 in liabilities.
Stephen Smith signed the petition as chairman, chief executive
officer, president and chief operating officer.

The Debtor said in the filing that it does not have the financial
resources to pay the outstanding principal amount of the 4.50%
Convertible Senior Notes, 6.000% Senior Notes and the 6.625%
Senior Notes if those amounts were to become due and payable.

The Debtor is represented by James L. Patton, Esq., Pauline K.
Morgan, Esq., Kara Hammond Coyle, Esq., and Joseph M. Barry, Esq.,
at Young Conaway Stargatt & Taylor LLP.

The Official Committee of Unsecured Creditors appointed in the
case retained Morrison & Foerster LLP and Womble Carlyle Sandridge
& Rice, LLP, as bankruptcy co-counsel.  Peter J. Solomon Company
serves as the Committee's financial advisor.


POINT BLANK: Court Approves Restructuring Services From Deloitte
----------------------------------------------------------------
Point Blank Solutions, Inc. obtained approval this month from the
U.S. Bankruptcy Court to employ Deloitte Financial Advisory
Services LLP to provide restructuring services, nunc pro tunc to
April 27, 2012.

On the Petition Date, the Debtors filed an application seeking
authority to retain and employ CRG Partners Group LLC to provide
restructuring services and designate T. Scott Avila as chief
restructuring officer.  CRG was retained to provide certain
restructuring services which included such business and
restructuring services as CRG and the Debtors deemed appropriate
and feasible in order to manage and advise the Debtors in the
course of the Chapter 11 Cases.

On April 27, 2012, CRG sold substantially all of its assets to
Deloitte FAS pursuant to an asset purchase agreement.  CRG sold
certain of its bankruptcy and reorganization consulting services
assets to Deloitte FAS and assigned to Deloitte FAS CRG's
interests in certain of CRG's bankruptcy and reorganization
consulting engagement letters, including the CRG Engagement
Letter.

As the needs of the Debtors have required uninterrupted services,
Deloitte FAS began providing the restructuring services for the
Debtors on April 27.  The personnel comprising the CRO engagement
team for the Debtors in the Chapter 11 cases have remained largely
unchanged since the closing of the Asset Purchase Agreement.
However, since the closing of the Asset Purchase Agreement, such
personnel are now personnel of Deloitte FAS.  Additionally, Mr.
Avila, who has been serving as the Debtors' chief restructuring
officer, is now a principal of Deloitte FAS.

The firm will, among other things, provide these services:

  (i) post-closing matters relating to the 363 Sale,

(ii) pursuit of various causes of action, including preparation
      and commencement of over 40 avoidance actions under
      chapter 5 of the Bankruptcy Code,

(iii) review of the pool of claims filed against the Debtors,
      including preparation of objections to certain claims,

(iv) preparation of monthly operating reports for the Debtors,
      and

  (v) other general estate administrative activities.

The firm's rates are:

        Professional                   Hourly Rates
        ------------                   ------------
        T. Scott Avila                     $675
        Sheon Karol                        $575
        Tom ODonoghue                      $500
        Gary Lembo                         $475
        Allen Soong                        $450
        Cooper Crouse                      $525
        Jeremy Bailey                      $450
        Peter Richter                      $450
        Steven List                        $450
        Craig Boucher                      $450
        Dan Dixon                          $450
        Jeremy Bailey                      $450
        Todd Michalik                      $425
        Sejal Kelly                        $425
        David Hsu                          $395
        Sugi Hadiwijaya                    $395
        Chris Brokmeier                    $375
        Matthew Farrell                    $435
        Eric Yates                         $325
        Admin                              $200

Deloitte FAS will also seek reimbursement for all necessary and
reasonable out-of-pocket expenses.

                         About Point Blank

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

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

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

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


POLY SHIELD: Had $221,500 Net Loss in Second Quarter
----------------------------------------------------
Poly Shield Technologies Inc. filed its quarterly report on Form
10-Q, reporting a net loss of $221,553 on ($692) of royalty income
for the three months ended June 30, 2012, compared with net income
of $15,722 on $12,007 of royalty income for the same period last
year.

For the six months ended June 30, 2012, the Company had a net loss
of $245,225 on $5,477 of royalty income, compared with net income
of $8,248 on $28,240 of royalty income for the same period of
2011.

Loss before other items was $138,002 during the six months ended
June 30, 2012, compared to loss before other items of $25,667
during the corresponding period in 2011.

Royalty revenue decreased by $22,763 or 62% from $28,240 for the
six months ended June 30, 2011, to $5,477 for the six months ended
June 30, 2012.

The 81% decrease in revenue during the six months ended June 30,
2012, was primarily due to a decrease in the royalty revenue
earned in British pounds and an over accrual of revenues in the
first quarter for the months of February and March.  "We expect
our revenue to increase with our acquisition of the License to
sell the Shield Products.  However, we do not currently have any
sales or revenue history with respect to the Shield Products or
the flouropolymer product industry.  As such, there is no
assurance that our business efforts in this area will prove to be
successful."

During the three months ended June 30, 2012, revenue decreased
from $12,007 to negative revenue of $692.  This decrease was
primarily due to an over accrual of revenues in the first quarter
for the months of February and March.

Balance Sheet

The Company's balance sheet at June 30, 2012, showed $1.2 million
in total assets, $688,675 in total current liabilities, and
stockholders' equity of $472,975.

Accumulated Deficit was $1,762,438 at June 30, 2012

The Company said: "As of June 30, 2012, the Company has not
achieved profitable operations and has accumulated a deficit of
$1,762,438.  Continuation as a going concern is dependent upon the
ability of the Company to collect revenues or to obtain the
necessary financing to meet obligations and pay its liabilities
arising from normal business operations when they come due and
ultimately up on its ability to achieve profitable operations.
The outcome of these matters cannot be predicted with any
certainty at this time and raise substantial doubt that the
Company will be able to continue as a going concern."

A copy of the Form 10-Q is available for free at:

                       http://is.gd/ihpoem

Boca Raton, Fla.-based Poly Shield Technologies Inc., fka.
GlobeTrac Inc., was in the global wireless tracking business in
Europe until Nov. 1, 2004, when it exchanged this business for a
royalty of 6% on future gross sales.  On March 12, 2012, the
Company entered into an agreement to purchase the rights to market
the products of Teak Shield Corp.  Teak Shield has several
proprietary processes for the production of flouropolymer coatings
used to protect surfaces from corrosion, oxidation and ultraviolet
degradation.


POSITIVEID CORPORATION: Delays Form 10-Q for Second Quarter
-----------------------------------------------------------
PositiveID Corporation was unable, without unreasonable effort or
expense, to file its quarterly report on Form 10-Q for the period
ended June 30, 2012, by the Aug. 14, 2012, filing date applicable
to smaller reporting companies due to a delay experienced by the
Company in the completion of its independent auditor's review of
the financial statements included in the Quarterly Report.  The
Company anticipates that it will file the Quarterly Report no
later than Aug. 20, 2012.

                         About PositiveID

Delray Beach, Fla.-based PositiveID Corporation has historically
developed, marketed and sold RFID systems used for the
identification of people in the healthcare market.  Beginning in
early 2011, the Company has focused its strategy on the growth of
its HealthID business, including the continued development of its
GlucoChip, its Easy Check breath glucose detection device, its
iglucose wireless communication system, and potential strategic
acquisition opportunities of businesses that are complementary to
its HealthID business.

The Company's balance sheet at March 31, 2012, showed
$2.99 million in total assets, $4.17 million in total liabilities,
and a stockholders' deficit of $1.18 million.

EisnerAmper LLP, in New York, N.Y., expressed substantial doubt
about PositiveID's ability to continue as a going concern,
following the Company's results for the fiscal year ended Dec. 31,
2011.  The independent auditors noted that the Company has a
working capital deficiency and an accumulated deficit.
"Additionally, the Company has incurred operating losses since its
inception and expects operating losses to continue during 2012.


POTOMAC SUPPLY: Lumber Producer Sets Sept. 19 Auction
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Potomac Supply Corp. will auction its treated lumber
business on Sept. 19.  There is no buyer as yet under contract,
although the company has authority from the bankruptcy court to
grant a breakup fee if a purchaser signs a contract in advance of
the auction.

According to the report, the U.S. Bankruptcy Court in Richmond,
Virginia, approved auction and sale procedures last week.  There
will be a Sept. 24 hearing for sale approval to whoever made the
best bid at auction.

                    About Potomac Supply Corp.

Kinsale, Virginia-based building-supply manufacturer Potomac
Supply Corporation filed for Chapter 11 bankruptcy (Bankr. E.D.
Va. Case No. 12-30347) on Jan. 20, 2012, estimating assets and
debts of $10 million to $50 million.  Potomac in mid-January
announced it was suspending manufacturing operations in Kinsale
after its lender refused to provide financing without additional
investment.  Judge Douglas O. Tice, Jr. presides over the case.
Patrick J. Potter, Esq., at Pillsbury Winthrop Shaw Pittman LLP,
in Washington, D.C., serves as the Debtor's bankruptcy counsel.
The petition was signed by William T. Carden, Jr., chief executive
officer.

LeClairRyan P.C. is representing the Official Committee of
Unsecured Creditors.


PRESSURE BIOSCIENCES: Incurs $1.1 Million Net Loss in Q2
--------------------------------------------------------
Pressure Biosciences, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss applicable to common shareholders of $1.08 million on
$324,908 of total revenue for the three months ended June 30,
2012, compared with a net loss applicable to common shareholders
of $1.17 million on $190,686 of total revenue for the same period
during the prior year.

The Company reported a net loss applicable to common shareholders
of $2.17 million on $630,569 of total revenue for the six months
ended June 30, 2012, compared with a net loss applicable to common
shareholders of $2.13 million on $371,329 of total revenue for the
same period a year ago.

The Company's balance sheet at June 30, 2012, showed $1.79 million
in total assets, $2.60 million in total liabilities and a $811,955
total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                         http://is.gd/J0fi1l

                     About Pressure Biosciences

Pressure BioSciences, Inc., headquartered in South Easton,
Massachusetts, holds 14 United States and 10 foreign patents
covering multiple applications of pressure cycling technology in
the life sciences field.

As reported in the TCR on March 2, 2012, Marcum LLP, in Boston,
Massachusetts, expressed substantial doubt about Pressure
Biosciences' ability to continue as a going concern, following the
Company's results for the fiscal year ended Dec. 31, 2011.  The
independent auditors noted that the Company has had recurring net
losses and continues to experience negative cash flows from
operations.


PROBE MANUFACTURING: Reports $71,400 Net Income in Second Quarter
-----------------------------------------------------------------
Probe Manufacturing, Inc., filed its quarterly report on Form
10-Q, reporting net income of $71,453 on $1.6 million of sales for
the three months ended June 30, 2012, compared with net income of
$32,212 on $1.2 million of sales for the same period last year.

For the six months ended June 30, 2012, the Company had net income
of $84,171 on $2.9 million of sales, compared with net income of
$56,940 on $2.1 million of sales for the same period of 2011.

The Company's balance sheet at June 30, 2012, showed $1.9 million
in total assets, $1.5 million in total liabilities, and
stockholders' equity of $435,516.

The Company said: "Although for the six months ended June 30,
2012, we had a net profit of $84,171, a working capital surplus of
$270,094 and a shareholder surplus of $435,516; we had an
accumulated deficit of $(154,313), our ability to operate as a
going concern is still dependent upon our ability (1) to obtain
sufficient debt and/or equity capital and/or (2) generate positive
cash flow from operations and maintain profitability."

As reported in the TCR on April 16, 2012, W. T. Uniack & Co. CPA's
P.C., in Woodstock, Georgia, said that the the financial
statements have been prepared assuming that the Company will
continue as a going concern.  "The Company has current
assets of $1,460,906 and current liabilities of $1,260,952.  Sales
have increased from $2,799,935 in 2010 to $4,549,798 for
the comparable period in 2011.  In addition, the Company has an
accumulated deficit of ($238,483) and is dependent on at least
maintaining current revenue levels.  Those conditions raise
substantial doubt about the Company's ability to continue as a
going concern."

A copy of the Form 10-Q is available for free at:

                       http://is.gd/esy4eF

Irvine, California-based Probe Manufacturing, Inc., provides
global design and manufacturing services to original electronic
equipment manufacturers from its 23,000 sq.ft. facility in Irvine,
California and strategic locations worldwide.  Revenue is
generated from sales of the Company's services primarily to
customers in the medical device, aerospace, automotive, industrial
and instrumentation product manufacturers.


PURADYN FILTER: Posts $237,100 Net Loss in Second Quarter
---------------------------------------------------------
Puradyn Filter Technologies Incorporated filed its quarterly
report on Form 10-Q, reporting a net loss of $237,119 on $804,099
of net sales for the three months ended June 30, 2012, compared
with a net loss of $451,529 on $499,423 of net sales for the same
period last year.

For the six months ended June 30, 2012, the Company had a net loss
of $505,097 on $1.6 million of net sales, compared with a net loss
of $777,966 on $1.4 million of net sales for the comparable period
of 2011.

The Company's balance sheet at June 30, 2012, showed $1.4 million
in total assets, $9.8 million in total liabilities, and a
stockholders' deficit of $8.4 million.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/exTFZH

As reported in the TCR on April 10, 2012, Webb and Company, P.A.,
in Boynton Beach, Florida, expressed substantial doubt about
Puradyn's ability to continue as a going concern, following the
Company's results for the fiscal year ended Dec. 31, 2011.  The
independent auditors noted that the Company has suffered recurring
losses from operations, its total liabilities exceed its total
assets, and it has relied on cash inflows from an institutional
investor and current stockholder.

A copy of the Form 10-K is available for free at:

                        http://is.gd/AYnr8a

Boynton Beach, Fla.-based Puradyn Filter Technologies Incorporated
(OTC BB: PFTI) designs, manufactures and markets the puraDYNÆ’ Oil
Filtration System.


QUAMTEL INC: Delays Form 10-Q for Second Quarter
------------------------------------------------
Quamtel, Inc., was unable to file its quarterly report on Form
10-Q for the fiscal quarter ended June 30, 2012, by the prescribed
date of Aug. 14, 2012, without unreasonable effort or expense
because the Company needs additional time to complete certain
disclosures and analyses to be included in the Report.  In
accordance with Rule 12b-25 promulgated under the Securities
Exchange Act of 1934, as amended, the Company intends to file its
Report on or prior to the fifth calendar day following the
prescribed due date.

                         About Quamtel Inc.

Dallas, Texas-based Quamtel, Inc., is a communications company
offering, through its subsidiaries, a comprehensive range of
mobile broadband and communications products and services that are
designed to meet the needs of individual consumers, businesses,
government subscribers and resellers.  The Company's common stock
trades on the OTC Bulletin Board (OTC BB) under the symbol "QUMI."

In its report on the 2011 financial statements, RBSM LLP, in New
York, New York, expressed substantial doubt about Quamtel's
ability to continue as a going concern.  The independent auditors
noted that the Company has incurred significant operating losses
in the current year and also in the past.

The Company reported a net loss of $4.49 million on $1.93 million
of revenues for 2011, compared with a net loss of $10.05 million
on $2.18 million of revenues for 2010.

The Company's balance sheet at March 31, 2012, showed $1.63
million in total assets, $3.41 million in total liabilities and a
$1.78 million total shareholders' deficiency.


RALPH BH: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor: Ralph BH LLC
        168 Walworth Street
        Brooklyn, NY 11205

Bankruptcy Case No.: 12-45978

Chapter 11 Petition Date:

Court: United States Bankruptcy Court
       Eastern District of New York (Brooklyn)

Judge: Carla E. Craig

Debtor's Counsel: Solomon Rosengarten, Esq.
                  1704 Avenue M
                  Brooklyn, NY 11230-5423
                  Tel: (718) 627-4460
                  Fax: (718) 627-4456
                  E-mail: VOKMA@aol.com

Estimated Assets: $1,000,001 to $10,000,000

Estimated Debts: $1,000,001 to $10,000,000

The Debtor did not file a list of its largest unsecured creditors
together with its petition.

The petition was signed by Henry Grunbaum, managing member.

Affiliates that simultaneously filed for Chapter 11:

  Debtor               Case No.
  ------               --------
Bushwick BH LLC        12-45979
Utica BH LLC           12-45980


RESIDENTIAL CAPITAL: Court Approves Deloitte as Auditor
-------------------------------------------------------
Residential Capital LLC received a go-signal from the U.S.
Bankruptcy Court for the Southern District of New York to hire
Deloitte & Touche LLP as its auditor.

The company tapped the firm to review its interim financial
information for each of the quarters in the year ending Dec. 31,
2012.  Deloitte will also review the financial statements of the
company and two of its affiliates, GMAC Mortgage LLC and
Residential Funding Company LLC.

The firm will also examine the compliance of GMAC and RFC with the
Department of Housing and Urban Development's audit guide for
audits of housing and urban development programs, among other
services.

Deloitte will be paid for its services in an hourly basis and will
be reimbursed of its expenses.  For its audit services, Deloitte
will be paid at these hourly rates:

   Personnel                   Hourly Rates
   ---------                   ------------
   Partner/Principal/Director     $365
   Senior Manager                 $290
   Manager                        $265
   Senior Staff                   $215
   Staff                          $175

For its "servicing compliance" services, Deloitte will be
compensated by a fixed fee of $1.465 million, of which $300,000
was paid prior to Residential Capital's bankruptcy filing.

The firm does not hold interest adverse to Residential Capital and
its affiliated debtors, according to a declaration by Tom
Robinson, a partner at Deloitte.

                     About Residential Capital

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

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

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

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

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

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

ResCap is selling its mortgage origination and servicing
businesses and its legacy portfolio, consisting mainly of mortgage
loans and other residual financial assets.  At the onset of the
bankruptcy case, ResCap struck a deal with Nationstar Mortgage LLC
for the mortgage origination and servicing businesses, and with
Ally Financial for the legacy portfolio.  Together, the asset
sales are expected to generate roughly $4 billion in proceeds.

According to Bloomberg News, following a hearing in June, the
bankruptcy judge scheduled auctions for Oct. 23.  A hearing to
approve the sales was set for Nov. 5.  Fortress Investment Group
LLC will make the first bid for the mortgage-servicing business,
while Berkshire Hathaway Inc. will serve as stalking-horse bidder
for the remaining portfolio of mortgages.

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


RESIDENTIAL CAPITAL: Wins OK for KPMG LLP as Tax Advisor
--------------------------------------------------------
Residential Capital LLC obtained court approval to employ KPMG
LLP to provide tax compliance and information technology advisory
services.

The company selected KPMG because of the firm's "diverse
experience and extensive knowledge" in the fields of taxation and
operational controls for large sophisticated companies, according
to James Whitlinger, Residential Capital's chief financial
officer.

KPMG will be paid for its tax compliance services at these hourly
rates:

   Personnel                   Hourly Rates
   ---------                   ------------
   Partners/Managing Directors     $510
   Directors                       $435
   Managers                        $345
   Senior Associates               $240
   Associates                      $195

Meanwhile, the firm's hourly billing rates for IT advisory
services to be provided are:

   Personnel                   Hourly Rates
   ---------                   ------------
   Partners/Principals             $330
   Directors/Senior Managers       $260
   Managers                        $215
   Senior Associates               $195
   Associates                      $160

James McAveeney, a principal of KPMG, disclosed in court papers
that the firm does not hold nor represent interest adverse to
Residential Capital's estate, and that it is a "disinterested
person" under Section 101(14) of the Bankruptcy Code.

                     About Residential Capital

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

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

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

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

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

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

ResCap is selling its mortgage origination and servicing
businesses and its legacy portfolio, consisting mainly of mortgage
loans and other residual financial assets.  At the onset of the
bankruptcy case, ResCap struck a deal with Nationstar Mortgage LLC
for the mortgage origination and servicing businesses, and with
Ally Financial for the legacy portfolio.  Together, the asset
sales are expected to generate roughly $4 billion in proceeds.

According to Bloomberg News, following a hearing in June, the
bankruptcy judge scheduled auctions for Oct. 23.  A hearing to
approve the sales was set for Nov. 5.  Fortress Investment Group
LLC will make the first bid for the mortgage-servicing business,
while Berkshire Hathaway Inc. will serve as stalking-horse bidder
for the remaining portfolio of mortgages.

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


RESIDENTIAL CAPITAL: Wins OK for Bradley Arant as Special Counsel
-----------------------------------------------------------------
Judge Martin Glenn approved an application by Residential Capital
LLC and its affiliated debtors to employ Bradley Arant Boult
Cummings LLP as their special litigation and compliance counsel.

Since January 2008, the Debtors have employed BABC to represent
them and/or the investors for which the Debtors provide servicing
or sub-servicing services in approximately 600 open litigation
files related to a variety of causes of action, like claims
asserted under the Truth in Lending Act (TILA), the Home Ownership
and Equity Protection Act (HOEPA), the Fair Debt Collection
Practices Act (FDCPA), the Fair Credit Reporting Act (FCRA), the
Real Estate Settlement Procedures Act (RESPA), the Racketeer
Influenced and Corrupt Organizations Act (RICO), and state
deceptive trade practice laws.  BABC's representation of the
Debtors has also included matters related to pooling and servicing
agreements, loan repurchase disputes, secondary market
representations and warranties, servicing matters, and settlement
services issues.  BABC has further represented the Debtors in
numerous pre-litigation situations with borrowers, state agencies
and consumer advocacy groups and has assisted the Debtors with
numerous non-litigation legal projects related to their daily
mortgage servicing operations, including related regulatory and
compliance matters.  In addition, BABC has represented the Debtors
with respect to their duties as servicer to manage, maintain,
dispose of, and pursue claims with respect to various "REO" (real
estate owned) properties upon which the Debtors have foreclosed,
including claims against insurers of the REO properties and claims
involving boundary and lien disputes.  Further, on behalf of the
Debtors, BABC has responded to informal and formal inquiries by
state attorneys general (both individual state subpoenas and
multi-state civil investigative demands (CIDs)), the Department of
Justice, the Office of Inspector General of the Department of
Housing and Urban Development (HUD), and the United States
Attorney's office.  Finally, BABC has assisted the Debtors in the
negotiation of, and compliance with their obligations under, the
Consent Order, the Consent Judgment, and the Related Agreements.

As Special Litigation and Compliance Counsel to the Debtors, BABC
is expected to continue to:

   (a) represent the Debtors and/or the investors for which the
       Debtors provide servicing or sub-servicing services in
       existing or future litigation concerning claims related to
       mortgage loans and related servicing practices brought by
       borrower against the Debtors and/or such investors
       primarily, but not exclusively, within the jurisdictions
       of Alabama, Florida, Kentucky, Mississippi, North
       Carolina, Oklahoma, South Carolina, Tennessee, and Texas;

   (b) represent the Debtors and/or the investors for which the
       Debtors provide servicing or sub-servicing services in
       existing or future consumer and class action litigation
       relating to the Debtors' mortgage servicing operations;

   (c) advise the Debtors regarding the performance and
       satisfaction of their obligations under and in compliance
       with (i) the Board of Governors of the Federal Reserve
       System Consent Order, dated April 13, 2011, by and among
       AFI, Ally Bank, Residential Capital, LLC, GMAC Mortgage,
       LLC, the Board of Governors of the Federal Reserve System,
       and the Federal Deposit Insurance Corporation, (ii) the
       consent judgment entered April 5, 2012 by the District
       Court for the District of Columbia, dated February 9,
       2012, and (iii) all related agreements with the Debtors
       and their respective affiliates;

   (d) advise the Debtors regarding compliance with various
       federal, state, and local laws, statutes, regulations,
       orders, and similar restrictions regarding the operation
       of the Debtors' businesses and the performance of their
       obligations under their servicing, sub-servicing, and
       related contracts and agreements;

   (e) counsel and otherwise advise and assist the Debtors in the
       development, drafting, review, and revision of practices,
       policies, and procedures relating to the operation of the
       Debtors' businesses; and

   (f) counsel and otherwise advise and assist the Debtors with
       regard to research and review projects as needed and
       directed by the Debtors in furtherance of the Debtors'
       ongoing business operations.

With respect to the Prepetition Matters, the Debtors employed BABC
both on an hourly rate basis and pursuant to an alternative
billing arrangement. The Debtors seek to continue postpetition
these same employment and compensation arrangements with BABC.

Some of the material terms of the alternative billing arrangement
between the Debtors and BABC were:

   * The Alternative Billing Arrangement extends through
     December 31, 2012; provided that either the Debtors or BABC
     can terminate the arrangement on 90 day's notice.

   * The Debtors agreed to pay BABC $7,300 per matter for all
     legal fees and expenses (exclusive of certain expenses),
     subject to Safety Valve/Stop Loss adjustments, for all
     matters within the scope of the Alternative Billing
     Arrangement.

   * With respect to any individual matter, if the fees
     (exclusive of expenses) incurred by BABC with respect to
     any case exceed $18,000 -- the "Safety Valve Level" -- that
     case would be removed from the Alternative Billing
     Arrangement and would convert to an hourly-rate payment
     arrangement, including payment of out of pocket expenses
     incurred from and after the month in which the matter
     converted to hourly billing. BABC would provide the Debtors
     with a list each month of all cases subject to the agreement
     in which the legal fees exceeded $7,000.

   * BABC agreed to absorb the first $11,000 in fee overages on
     each case plus expenses until the month of conversion.

   * The Debtors agreed to reimburse BABC for the fees of expert
     witnesses engaged on behalf of the Debtors for all cases
     within the scope of the agreement.

   * BABC submits monthly invoices generally in conformity with
     the Debtors' billing policies.

   * BABC and the Debtors agreed to hold regular 90-Day Reviews
     with administrative staff, joined where appropriate by more
     senior legal personnel, to consider all aspects of the
     engagement relationship with the view toward improving
     efficiency in administrative functions, identifying any
     problem areas and discussing mutual outlooks and resource
     demands.

The current hourly billing rates for BABC professionals expected
to spend a significant time on the Special Counsel Matters range
from $236 to $603 for partners, $184 to $341 for associates, and
$65 to $150 for paralegals.  BABC customarily charges its clients
for reimbursable expenses incurred.

                     About Residential Capital

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

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

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

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

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

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

ResCap is selling its mortgage origination and servicing
businesses and its legacy portfolio, consisting mainly of mortgage
loans and other residual financial assets.  At the onset of the
bankruptcy case, ResCap struck a deal with Nationstar Mortgage LLC
for the mortgage origination and servicing businesses, and with
Ally Financial for the legacy portfolio.  Together, the asset
sales are expected to generate roughly $4 billion in proceeds.

According to Bloomberg News, following a hearing in June, the
bankruptcy judge scheduled auctions for Oct. 23.  A hearing to
approve the sales was set for Nov. 5.  Fortress Investment Group
LLC will make the first bid for the mortgage-servicing business,
while Berkshire Hathaway Inc. will serve as stalking-horse bidder
for the remaining portfolio of mortgages.

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


RESIDENTIAL CAPITAL: Panel Can Hire AlixPartners as Fin'l Advisor
-----------------------------------------------------------------
Judge Martin Glenn authorized the Official Committee of Unsecured
Creditors of Residential Capital LLC to retain AlixPartners LLP as
its financial adviser.

As financial advisor, AlixPartners will, among other things,
advise and assist the Creditors Committee in its review and
investigation of (i) intercompany transactions and selected other
prepetition transactions, and (ii) preference payments, fraudulent
conveyances and other causes of action that the Debtors'
bankruptcy estates may hold against third parties.

AlixPartners will be paid on an hourly basis and reimburse the
firm for its expenses.  The firm's hourly rates are:

     Personnel                   Hourly Rates
     ---------                   ------------
     Managing Directors           $815 - $970
     Directors                    $620 - $760
     Vice Presidents              $455 - $555
     Associates                   $305 - $405
     Analysts                     $270 - $300
     Paraprofessionals            $205 - $225

Harvey R. Kelly, a Managing Director with AlixPartners, attests
that AlixPartners is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.

                     About Residential Capital

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

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

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

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

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

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

ResCap is selling its mortgage origination and servicing
businesses and its legacy portfolio, consisting mainly of mortgage
loans and other residual financial assets.  At the onset of the
bankruptcy case, ResCap struck a deal with Nationstar Mortgage LLC
for the mortgage origination and servicing businesses, and with
Ally Financial for the legacy portfolio.  Together, the asset
sales are expected to generate roughly $4 billion in proceeds.

According to Bloomberg News, following a hearing in June, the
bankruptcy judge scheduled auctions for Oct. 23.  A hearing to
approve the sales was set for Nov. 5.  Fortress Investment Group
LLC will make the first bid for the mortgage-servicing business,
while Berkshire Hathaway Inc. will serve as stalking-horse bidder
for the remaining portfolio of mortgages.

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


REVEL AC: S&P Downgrades CCR to 'CCC' on Weak Performance
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Atlantic City-based Revel AC Inc., the operator of the
Revel Resort, to 'CCC' from 'B-'. The rating outlook is negative.

"We also revised our recovery rating on the company's $900 million
senior secured term loan to '3' from '2' and lowered our issue-
level rating to 'CCC' (at the same level as the corporate credit
rating) from 'B'," said Standard & Poor's credit analyst Jennifer
Pepper. "The recovery rating of '3' reflects our expectation of
meaningful (50%-70%) recovery in the event of a payment default.
The revised recovery rating reflects a lower cash flow base at
Revel in our assumed default scenario because of the weak initial
operating results. The issue-level downgrade reflected both the
downgrade of the corporate credit rating and our recovery-rating
notching criteria."

"The downgrade reflects our view that a strong opening for the
Revel Resort was critical to the company's ability to ramp up cash
flow generation to a level sufficient to service its capital
structure. While one of the tenets of the company's strategy is to
appeal to the non-gaming customer, the property is heavily reliant
on the success of its casino--we had expected about 80% of revenue
to come from gaming. In its first four months of operations,
gaming revenue was well below expectations, and we believe the
property will have difficulty ramping up quickly enough to a level
of EBITDA generation that is sufficient to cover all fixed
charges. For 2013, we expect fixed charges to total about $120
million including about $109 million of interest expense, $4.5
million of scheduled amortization and about $6 million of capital
expenditures. Under our updated expectations, even assuming a
steady ramp up from initial reported revenue levels, it is
questionable whether Revel will be able to generate sufficient
cash flow to meet this level of fixed charges. Furthermore, in
2014, fixed charges increase, as interest on the company's second
lien notes convert to cash pay. In addition, the company's senior
secured term loan contains financial maintenance covenants that
will be measured beginning in the June 2013 quarter. Under our
current performance expectations, we do not believe that the
company will be able to meet those covenants and will need to
negotiate an amendment with lenders," S&P said.


REVEL ENTERTAINMENT: Bank Debt Trades at 25% Off
------------------------------------------------
Participations in a syndicated loan under which Revel
Entertainment Group LLC is a borrower traded in the secondary
market at 74.60 cents-on-the-dollar during the week ended Friday,
Aug. 17, a drop of 6.57 percentage points from the previous week
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal.  The Company pays 750 basis
points above LIBOR to borrow under the facility.  The bank loan
matures on Feb. 15, 2017, and carries Moody's B3 rating and
Standard & Poor's B rating.  The loan is one of the biggest
gainers and losers among 165 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

Revel Entertainment ?- www.revelresorts.com -- owns Revel, a newly
opened beachfront resort that features more than 1,800 rooms with
sweeping ocean views.  The smoke-free resort has indoor and
outdoor pools, gardens, lounges, a 32,000-square-foot spa, a
collection of 14 restaurant concepts, and a casino.  Revel is
located on the Boardwalk at Connecticut Avenue in Atlantic City,
New Jersey.


RGIS HOLDINGS: S&P Keeps 'B+' Rating on Tranche C Term Loan
-----------------------------------------------------------
Standard & Poor's Ratings Services said that its 'B+' issue rating
(the same as the corporate credit rating) and '4' recovery rating
on Auburn Hills, Mich.-based inventory servicing and data
collection company RGIS Holdings LLC's term loan C remain
unchanged after a $60 million add-on. The company will pay down
$60 million of the nonextended term loan B (due April 2014) using
proceeds from an additional $60 million Tranche C term loan (due
October 2017). (All debt is held at subsidiary RGIS Services LLC.)
"We consider the transaction leverage neutral. The '4' recovery
rating indicates our expectation of average (30% to 50%)
recovery for lenders in the event of a payment default," S&P said.

"With this transaction, the company further addresses a portion of
its remaining near-term maturities such that $115 million of the
nonextended Term Loan B will be mature in April 2014. In May 2012,
RGIS engaged in a transaction that repaid debt and extended near-
term maturities," S&P said.

"Our 'B+' corporate credit rating and stable outlook on RGIS
remain unchanged. Over the next 12 months, we believe that the
company will maintain credit protection measures in line with our
indicative ratios for the 'aggressive' descriptor, including the
ratio of funds from operations to total debt between 12% and 20%
and a leverage ratio between 4x and 5x, while the company pursues
acquisitions and investments. Our 'weak' business risk assessment
incorporates our view that the company continues to have a narrow
business focus in inventory servicing and data collection and that
it remains vulnerable to the performance of retailers, especially
in the U.S.," S&P said.

RATINGS LIST

RGIS Holdings LLC
Corporate Credit Rating                  B+/Stable/--

Ratings Remain Unchanged

RGIS Services LLC
Tranche C term loan due 2017             B+
  Recovery Rating                         4


ROCK POINTE: Elsaesser Named as Mediator for DMARC, Spokane Issues
------------------------------------------------------------------
Rock Pointe Holdings Company LLC, DMARC 2006-Cd2 Corporate Center
LLC, and Spokane Rock One have agreed to mediation.  The
bankruptcy judge entered an order appointing Ford Elsaesser to
serve as mediator of all issues regarding the treatment of the
debt owed to DMARC; and regarding the dispute involving Spokane
Rock One and the treatment of its interest and/or debt in this
bankruptcy case.  The parties will focus on the mediation process
and cease unnecessary litigation in the Chapter 11 case and any
related adversary proceedings, according to the June 27 order by
Judge Frank L. Kurtz.

In June 2012, Robert D. Miller Jr., the United States Trustee for
Region 18, pursuant to 11 U.S.C. Sec. 1102(a) and (b), appointed
five unsecured creditors to serve on the Official Committee of
Unsecured Creditors of Rock Pointe Holdings Company LLC.

The Creditors Committee members are:

       1. KC Charles, Inc.
          Cary E. Berger
          5685 Jergens Road
          Nine Mile Falls, WA 99026
          Tel: (509) 276-1228

       2. Yadon Construction Specialties, Inc.
          Barbara Rhodes
          P.O. Box 2672
          Spokane, WA 99220
          Tel: (509) 535-0301

       3. Green Johnny LLC
          John M. Thornton
          P.O. Box 48542
          Spokane, WA 99228
          Tel: (509) 496-3244

       4. BK Enterprises - GW DeMaine
          Bill DeMaine
          1116 N. Best Rd.
          Spokane Valley, WA 99216
          Tel: (509) 926-0143

       5. ABM Janitorial / American Building Maintenance
          Jewell Swinyard
          1766 Fowler Street, Ste. A
          Richland, WA 99352
          Tel: (509) 735-9570

          About Rock Pointe Holdings Company LLC

Rock Pointe Holdings Company LLC owns the Rock Pointe Corporate
Center in Spokane, Washington.  The Company filed for Chapter 11
protection (Bankr. E.D. Wash. Case No.11-05811) on Dec. 2, 2011.
Brett L. Wittner, Esq., at Kent & Wittner PS, represents the
Debtor.  The Debtor estimated both assets and debts of between
$50 million and $100 million.

The U.S. Trustee said an official committee has not been appointed
in the bankruptcy case of Rock Pointe Holdings Company LLC because
an insufficient number of persons holding unsecured claims against
the Debtor have expressed interest in serving on a committee.  The
U.S. Trustee reserves the right to appoint such a committee should
interest developed among the creditors.


ROTECH HEALTHCARE: S&P Lowers CCR to 'CCC-' on Weak Liquidity
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on Orlando,
Fla.-based Rotech Healthcare Inc. to 'CCC-' from 'B'. "We also
lowered our issue-level rating on its $230 million first-lien
notes to 'CCC+' from 'BB-'. The recovery rating on its first-lien
notes is '1', indicating our expectation for a very high (90% to
100%) recovery of principal in the event of payment default. At
the same time, we also lowered our issue-level rating on its $290
million second-lien notes to 'CCC-' from 'B'. The recovery rating
on its second-lien notes is a '4', indicating our expectation for
average (30% to 50%) recovery of principal in the event of payment
default. The downgrade results from Rotech's weak liquidity
position, highlighted by its high cash burn rate," S&P said.

"The ratings reflect Rotech's highly leveraged financial risk
profile, dominated by its weak liquidity position, high debt
burden and overall sensitivity of credit metrics to the uncertain
reimbursement environment," said Standard & Poor's credit analyst
Tahira Wright. "Rotech's 'vulnerable' business risk profile
primarily reflects the lack of clarity in its business strategy
during a transition of senior management. The business risk
profile also reflects the company's narrow operating focus and
exposure to continued Medicare reimbursement reductions for its
products and services, particularly for its nebulizer medication.
Rotech's negative free operating cash flows in recent quarters
were well below our expectations. Our previous expectations
assumed the company would be able to generate cash in 2012, which
incorporated a gradual improvement in days sales outstanding (DSO)
at or below 55 days, from close to 59 days as of Dec. 31, 2011.
This assumed Rotech would be able to address its accounts
receivable, order and billing issues. There was no improvement in
DSO during the second quarter of 2012. As of June 30, 2012, DSO
remained above 58 days. The company had a high cash burn rate in
the second quarter of 2012 of 40%, leaving only $12 million of
cash reserves available as of June 30, 2012."

"Revenue growth and EBITDA margins were also below our
expectations. Revenue declined 3.8% for the second quarter of 2012
compared to the prior year and the EBITDA margin was 16%, lower
than our expectation for the full year of 22%. We still believe
Rotech can benefit from increased patient volume, but continued
challenges from reimbursement cuts for nebulizer medication and
negative adjustments to revenue and claim denials from Medicare
continue to offset any organic growth. Without revenue growth,
Rotech's high cost base and annual capital expenditures of about
$50 million will keep adding to negative cash flows, eroding
already slim cash balances. This will make it a challenge to meet
near-term debt interest payments of about $27 million in the
second-half of 2012," S&P said.


ROYAL SEATING: Voluntarily Dismisses Chapter 11 Case
----------------------------------------------------
The U.S. Bankruptcy Court last month approved Royal Seating LLC's
motion for the voluntary dismissal of its Chapter 11 case.

In late April, the Debtor negotiated new loans with GemCap Lending
I LLC with liens given on equipment and on inventory and accounts
receivable.  In May a new real estate loan was entered into with
Private Capital Group.  Almost immediately a dispute arose between
terms of security interests granted to the two lenders and whether
defaults were created under covenants of the other lender.

The Debtor noted in the motion that it has only one dispute and
that is with the creditor that had posted for sale all of its
equipment, inventory and accounts receivable.  On the other side
of the coin, the Debtor has roughly 100 employees that depend on
its continuing operations to make a living and to be able to
support their families; there are a great many pending contracts
with school districts that depend on the timely completion of
pending jobs to meet the needs of their students who will be
returning to school in just a couple of months, there are many
pending jobs that, if not completed, may not be able to be sent by
customers to other companies in time to meet their deadlines for
installation, and the overall value of the Debtor's accounts
receivable would likely diminish by a significant percentage once
customers that have received shipments find that their warranties
may be with a defunct entity.

Also, the Debtor added that customers with pending orders have
made it known that some of these orders will be cancelled if they
cannot be assured that the debtor entity will be around to
complete those orders.  Thus, the Debtor said that the extended
time in bankruptcy has the very real possibility of causing
significant cancellation of orders which in turn would have the
very real likelihood of causing the demise of the company, even if
it resolved its dispute with Gemcap and subsequently had the
bankruptcy case dismissed.

The Debtor said in the motion that Gemcap will interpose no
opposition to the dismissal.

While in bankruptcy the Debtor obtained an interim order
authorizing the use of cash collateral.  Gemcap's motion to
prohibit the use of cash collateral was dismissed by the court.

The Debtor requested that the dismissal be without prejudice to
any right of future filing.

                     About Royal Seating

Royal Seating, LLC, doing business as Uscapes and Spotlight
Seating, filed a Chapter 11 petition (Bankr. W.D. Tex. Case No.
12-60693) on June 28, 2012.  The Debtor is represented by Larry E.
Kelly, Esq., at Dickson & Squires, LLP.  A copy of the petition is
available at http://bankrupt.com/misc/txwb12-60693.pdf The Debtor
estimated assets of more than $1 billion and liabilities of up to
$10 million in its Chapter 11 petition.


RUDEN MCCLOSKY: Plan to Pay 5% to Unsecured Creditors
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Ruden McClosky PA is scheduled to hold a confirmation
hearing on Sept. 28 for approval of a liquidating Chapter 11 plan
with a 5% recovery for unsecured creditors.

According to the report, the firm in November was authorized on
Nov. 30 by the bankruptcy judge in Fort Lauderdale to sell the
business to Greenspoon Marder PA, a six-office Florida firm.
Greenspoon paid $5.6 million cash plus the assumption of
$2 million in debt.  The sale paid off the secured claim of about
$4.6 million owing to Wells Fargo Bank NA.  Shareholders of the
firm, often called partners at other firms, had guaranteed the
debt.

The report relates that last week, the bankruptcy judge approved
disclosure materials so creditors can vote on the plan.  From the
$2.2 million the firm had left after the sale and expected to
collect later, some $350,000 will remain for distribution to
unsecured creditors once expenses of the Chapter 11 case and
claims with higher priority are paid, according to the disclosure
statement.

                       About Ruden McClosky

Founded in 1959, Ruden McClosky P.A., fdba Ruden, McClosky, Smith,
Schuster & Russell, P.A. -- http://www.ruden.com/-- was a full-
service law firm serving the legal needs of clients throughout
Florida, the U.S., and internationally.  It had eight offices in
Florida.  The Ruden firm had 67 attorneys and 148 total employees
on entering Chapter 11.

In August 2011, the firm was reportedly in merger talks with
Cleveland, Ohio-based Benesch firm.  In September 2011, founder
Donald McClosky died after a long battle with cancer.

Ruden McClosky filed for Chapter 11 protection (Bankr. S.D. Fla.
Case No. 11-40603) on Nov. 1, 2011, in its hometown of Fort
Lauderdale, with a plan to sell a substantial portion of its
assets for $7.6 million to Fort Lauderdale-based Greenspoon
Marder, subject to higher and better offers at an auction.

Judge Raymond B. Ray oversees the case.  Leslie Gern Cloyd, Esq.,
and Paul Steven Singerman, Esq., at Berger Singerman, P.A., serve
as the Debtor's counsel.  Development Specialists, Inc., serves as
the Debtor's restructuring advisors.  The Debtor tapped Steven J.
Gutter, P.A., as its special litigation counsel in connection with
collection of accounts receivable, and authorization to settle
accounts receivable claims in the ordinary course of business.

The petition was signed by DSI's Joseph J. Luzinski, who serves as
chief restructuring officer.  Kurtzman Carson Consultants LLC
serves as the Debtor's claims and noticing agent.  In its
petition, the Debtor estimated $10 million to $50 million in both
assets and debts.

An official committee of unsecured creditors has been appointed in
the case, and is represented by Segall Gordich, P.A.  The
Committee tapped Soneet Kapila, CPA, and the firm of Kapila &
Company as its financial advisor.

Counsel to the Debtor's lender, Wells Fargo Bank, N.A., is
Jonathan Helfat, Esq., at Otterbourg, Steindler, Houston & Rosen,
P.C.  Counsel to Greenspoon Marder, the proposed purchaser, is R.
Scott Shuker, Esq., at Latham, Shuker, Eden & Beaudine, LLP.


SAINTS MEMORIAL: Moody's Raises Rating on 1993 Bonds From 'Caa1'
----------------------------------------------------------------
Moody's Investors Service has upgraded to Baa2 from Caa1 the
rating assigned to Saints Memorial Medical Center's Series 1993
bonds and removes the rating from under review. The outlook is
stable at the higher rating level.

Summary Ratings Rationale

The rating upgrade to Baa2 from Caa1 reflects the impact of the
merger of Saints Medical Center and Lowell General Hospital.

Outlook

The stable outlook reflects Moody's belief that the combined
entity will meet projected financial targets and that over the
longer term, the merger will be strategically beneficial in terms
of increased market share, critical mass, economies of scale, and
keeping external acute care competitors from entering the Lowell
healthcare market.

What Could Make The Rating Go Up

Successful integration of the LGH and Saints facilities with a
return to operating margins historically generated at LGH prior to
the merger; substantial growth in cash and investments; improved
debt service coverage metrics.

What Could Make The Rating Go Down

Disruptions to integration efforts of the two campuses and
inability to meet projected financial performance; mass physician
departures; additional deterioration to balance sheet measures
including decline in cash balances or increase in debt.

The principal methodology used in this rating was Not-For-Profit
Healthcare Rating Methodology published in March 2012.


SEACOR HOLDINGS: Moody's Affirms 'Ba1' CFR; Outlook Negative
------------------------------------------------------------
Moody's Investors Service changed SEACOR Holdings Inc.'s rating
outlook to negative from stable. Moody's affirmed SEACOR's Ba1
Corporate Family Rating (CFR), Ba1 senior notes ratings and other
existing ratings.

Ratings Rationale

"The negative outlook reflects SEACOR's slower than expected
earnings recovery in 2012 which has hindered the anticipated
improvement in its leverage metrics," commented Pete Speer,
Moody's Vice President. "The company has also consumed a
significant amount of its cash and investment balances, reducing
an important cushion for its financial risk that underpins its Ba1
ratings."

Persistently weak earnings and higher debt balances have lifted
SEACOR's financial leverage above the levels Moody's expects for
its Ba1 CFR. Debt/EBITDA (including Moody's standard adjustments)
was over 4x at June 30, 2012. Second quarter 2012 EBITDA was
significantly lower than the first quarter of this year, primarily
because of a large decline in profitability in its Offshore Marine
Services segment. These results were inconsistent with Moody's
expectations given the ongoing improvement in overall offshore
Gulf of Mexico activity and the earnings contribution from its
lift boats acquisition completed at the end of the first quarter.
Consequently Moody's sees more uncertainty regarding the timing
and extent of the anticipated cyclical recovery in SEACOR's
earnings.

The lower cash flows combined with increased capital spending and
the $142.5 million lift boat acquisition has reduced SEACOR's
cash, marketable securities (net of short sale liabilities) and
construction/Title XI reserve funds by about 33% to $531 million
at June 30, 2012. The heavy capital spending looks likely to
continue in the near term based on the trends in the company's
capital commitments and therefore SEACOR's cash and investments
could continue to decline. The company's practice of maintaining
high levels of cash and highly liquid investments relative to
reported debt has always been a key risk mitigation to the
cyclicality of its earnings. The decline in these funds has also
pressured the Ba1 CFR.

The negative outlook also highlights SEACOR's increasing
structural complexity, including the separate capitalization of
its Era Group Inc. subsidiary. The addition of a senior secured
bank credit facility at that subsidiary has structurally
subordinated the claims of SEACOR's corporate credit facility and
senior unsecured notes to the helicopters and other assets
included in its Aviation Services business. This adds to the Title
XI bonds priority claims to three of the company's products and
chemical tankers. Further subordination of SEACOR's unsecured
creditors to the company's consolidated asset base could result in
a notching of the senior notes rating beneath the CFR.

If SEACOR's leverage does not decline through cyclical earnings
recovery and/or debt reduction while also maintaining ample cash
and investment balances then its ratings could be downgraded.
However, if the company is able to reduce and sustain Debt/EBITDA
below 3.5x while also holding its cash and investment balance
above 50% of its reported debt then the outlook could be changed
to stable.

The principal methodology used in rating SEACOR was the Global
Oilfield Services Rating Industry Methodology published in
December 2009. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.

SEACOR Holdings, Inc., headquartered in Fort Lauderdale, Florida,
provides offshore marine and aviation services to oil and gas
companies. The company also provides marine and inland river
transportation, emergency and crisis services, and other services.


SEARS HOLDINGS: Incurs $133 Million Net Loss in Second Quarter
--------------------------------------------------------------
Sears Holdings Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $133 million on $9.46 billion of revenue for the 13
weeks ended July 28, 2012, compared with a net loss of $144
million on $10.13 bllion of revenue for the 13 weeks ended
July 30, 2011.

The Company reported net income of $61 million on $18.73 billion
of revenue for the 26 weeks ended July 28, 2012, compared with a
net loss of $318 million on $19.67 billion of revenue for the 26
weeks ended July 30, 2011.

The Company's balance sheet at July 28, 2012, showed $21.18
billion in total assets, $16.68 billion in total liabilities and
$4.49 billion in total equity.

Lou D'Ambrosio, Sears Holdings' Chief Executive Officer and
President, said, "We continue to make progress against the
priorities we outlined in our fourth quarter earnings release and
call.  In particular, we have improved our profit position, as we
reduced expenses and expanded margin rate through more effective
promotional design.  We have also successfully lowered inventory,
reduced debt from year end, and enhanced our liquidity.  In
addition, the Sears Hometown transaction remains on track to close
in the third quarter.  While we drive operational discipline, we
are also investing in our customer experience, particularly
through our ShopYourWay membership program and Integrated Retail.
Our focus is on providing clear benefits to our members and
customers, and delivering an excellent and seamless experience
across the store, online, mobile and in the home."

A copy of the Form 10-Q is available for free at:

                        http://is.gd/5JhfgR

                            About Sears

Hoffman Estates, Illinois-based Sears Holdings Corporation
(Nasdaq: SHLD) -- http://www.searsholdings.com/-- is the nation's
fourth largest broadline retailer with more than 4,000 full-line
and specialty retail stores in the United States and Canada.
Sears Holdings operates through its subsidiaries, including Sears,
Roebuck and Co. and Kmart Corporation.  Sears Holdings also owns a
94% stake in Sears Canada and an 80.1% stake in Orchard Supply
Hardware.  Key proprietary brands include Kenmore, Craftsman and
DieHard, and a broad apparel offering, including such well-known
labels as Lands' End, Jaclyn Smith and Joe Boxer, as well as the
Apostrophe and Covington brands.  It also has the Country Living
collection, which is offered by Sears and Kmart.

Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary
Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on
Jan. 22, 2002.  Kmart emerged from chapter 11 protection on May 6,
2003, pursuant to the terms of an Amended Joint Plan of
Reorganization.  John Wm. "Jack" Butler, Jr., Esq., at Skadden,
Arps, Slate, Meagher & Flom, LLP, represented the retailer in its
restructuring efforts.  The Company's balance sheet showed
$16,287,000,000 in assets and $10,348,000,000 in debts when it
sought chapter 11 protection.  Kmart bought Sears, Roebuck & Co.,
for $11 billion to create the third-largest U.S. retailer, behind
Wal-Mart and Target, and generate $55 billion in annual revenues.
Kmart completed its merger with Sears on March 24, 2005.

                         Negative Outlook

Standard & Poor's Ratings Services in January 2012 lowered its
corporate credit rating on Hoffman Estates, Ill.-based Sears
Holdings Corp. to 'CCC+' from 'B'.  "We removed the rating from
CreditWatch, where we had placed it with negative implications on
Dec. 28, 2011.  We are also lowering the short-term and commercial
paper rating to 'C' from 'B-2'.  The rating outlook is negative,"
S&P said.

"The corporate credit rating reflects our projection that Sears'
EBITDA will be negative in 2012, given our expectations for
continued sales and margin pressure," said Standard & Poor's
credit analyst Ana Lai.  She added, "We further expect that
liquidity could be constrained in 2013 absent a turnaround
or substantial asset sales to fund operating losses."

Moody's Investors Service in January 2012 lowered Sears Holdings
Family and Probability of Default Ratings to B3 from B1.
The outlook remains negative. At the same time Moody's affirmed
Sears' Speculative Grade Liquidity Rating at SGL-2.

The rating action reflects Moody's expectations that Sears will
report a significant operating loss in fiscal 2011.  Moody's added
that the rating action also reflects the company's persistent
negative trends in sales, which continue to significantly
underperform peers.


SEARS HOLDINGS: S&P Affirms 'CCC+' Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services revised the outlook on Sears
Holdings Corp. to stable from negative based on Sears' improved
liquidity. "We affirmed all the ratings, including the 'CCC+'
corporate credit rating," S&P said.

"The rating on Sears Holdings Corp. reflects its 'vulnerable'
business risk profile and 'highly leveraged' financial risk
profile. We expect the financial risk profile to remain highly
leveraged, with total debt to EBITDA remaining elevated at over
9x," S&P said.

"Despite some recovery in profitability because of gross margin
expansion in the second quarter ended July 28, 2012, sales trends
remain poor, with comparable-store sales declining 3.7% in the
quarter," said Standard & Poor's credit analyst Ana Lai.

"The stable outlook reflects our expectations that Sears will
maintain adequate liquidity despite our estimate for a continuing
trend of sales erosion. Still, we could lower the rating if we
believe Sears' liquidity will become constrained because of worse
operating performance than we expect and the revolver usage is
greater than we expect, resulting in a revision of our liquidity
descriptor to less than adequate. Although unlikely in the next
year, we could take a positive rating action if the company can
turn its operating performance around and achieve sustainable
sales growth and improve its profitability," S&P said.


SEDONA DEVELOPMENT: Sept. 4 Hearing on Amended Competing Plans
--------------------------------------------------------------
There's a Sept. 4 hearing to consider approval of the disclosure
statements explaining the competing plans for debtors Sedona
Development Partners, LLC, and The Club at Seven Canyons, LLC.
One plan was filed by Specialty Mortgage and the second was filed
by the Debtors.

The Debtors and Specialty this month filed amendments to their
respective plans and disclosure statements and after failing to
win court approval of their plan disclosures at prior hearings.
The Debtors' plan now provides that there would be up to
$10,750,000 in financing to pay off claims.  Specialty's plan now
says that a bulk sale -- as opposed to separate auctions -- will
be conducted and there's now a stalking horse bidder for the
assets.

                     Specialty Mortgage Plan

According to the Creditor Disclosure Statement filed Aug. 17,
2012, Specialty -- servicer for multiple secured creditors of the
Debtor with over $70 million in loans outstanding to SDP --
proposes a Plan where an independent trustee, proposed by
Specialty and approved by the Bankruptcy Court, will be appointed
if the Creditor Plan is approved and confirmed.

The Trustee will operate Seven Canyons and conduct a competitive
auction process within 60 days after the Confirmation Date. The
Creditor Plan proposes that the Trustee will conduct a "Bulk
Auction", for the entire Seven Canyons, as well as a "Lot
Auction", which divides Seven Canyons into its individual
development pieces for sale.  The Bankruptcy Court will then
determine which auction alternative, the Bulk Auction or the Lot
Auction, resulted in the best interest of the Estate and its
creditors, and will accordingly approve only one of the auctions.

Specialty believes this method will provide the highest and best
recovery for the Debtors' creditors.  In both auction
alternatives, the secured creditors will pay for the
administrative claims and approved expenses of the bankruptcy
process.  If the Bulk Auction is approved, the winning bidder will
pay a "Buyers Premium" of 5% of the purchase price, the majority
of which will be distributed to unsecured creditors.

In connection with its proposed plan, Specialty has identified a
proposed purchaser for the Bulk Auction and purchase of Seven
Canyons, Northlight Trust I, or one of its appointed affiliates.
The proposed stalking horse bidder has offered to purchase the
combined assets for $10 million, absent higher and better offers.

Specialty said that in the event that a Bulk Auction is approved,
the Buyer's Premium will be available to pay the allowed claims of
priority and unsecured creditors.  It said that in a Chapter 7
liquidation scenario, there is no guarantee there would be funds
for payment of allowed administrative expenses.

Club members who made deposits totaling $26.8 million can either
have their claims treated as general unsecured claims or obtain a
new golf membership with the winning bidder of the Bulk Auction.
Holders of general unsecured claims (trade claims anticipated
$2.41 million) will share in the distribution of the proceeds of
the Buyer's Premium as well as the proceeds of unencumbered
assets.  Proposed auction rules provide that the winning bidder at
the Bulk Auction, if the sale is ultimately approved by the
Bankruptcy Court, must also pay a 5% Buyer's Premium on the
purchase price in order to pay off unsecured claims, and assume
contracts with club members.  Interest holders won't receive
anything.

The prior iteration of Specialty's plan contemplated that various
"auction lots" will be separately sold at open auction through a
series of 1129(b) auctions.  Club members are offered either the
same treatment as general unsecured claims or pro rata share from
proceeds of causes of auction.  Unsecured creditors were to from
proceeds of unencumbered assets.  This version of the Plan,
according to the Debtors, does not provide for payments to
unsecured creditors or any compensation to or protection of the
interests of club members.

A copy of the Specialty Disclosure Statement dated Aug. 17, 2012,

        http://bankrupt.com/misc/Sedona_Specialty_DS_081712.pdf

                         Debtor's Plan

According to the Debtor's Disclosure Statement dated Aug. 10,
2012, the Plan proposes two alternatives:

     "Alternative A" requires the cooperation of various diverse
creditor interests, while

     "Alternative B" provides for a lesser approach that achieves
a possible, but less beneficial, division of the Property.

The Debtors believe the maximum recovery from their property can
be achieved with these steps:

  (A) Dividing the Property into its divisible components (the
      golf course properties, including the practice park and
      range house; the Parcel A and D villas and the
      Debtors' unsold villa intervals; Parcel B; and Parcel C),

  (B) Restructuring lien interests so that secured creditors
      receive (i) payment of their Creditor Value; (ii) ownership
      of the collateral, or (iii) participation in the joint
      venture development of the collateral;

  (C) Facilitating the development of Parcel B and Parcel C by
      providing for its development with villa intervals and
      permitting purchasers of such intervals to participate in,
      and share the cost of, the golf course, infrastructure and
      other amenities; and

  (D) Completing amenities for the golf club and permitting
      existing club members to manage the affairs of club
      operations for the benefit of existing and future club
      members.

If Alternative A is approved, then all classes will be treated
under Alternative A.  If not, all classes will be treated under
Alternative B.

Under Alternative A, the Debtors will have a new loan from 7C
Clubhouse Lenders in the amount of $10,750,000 to pay, among other
things, administrative claims in full, pay secured creditors, and
make distributions to unsecured creditors.  If Alternative B is
pursued, the loan will be reduced to $3.5 million, which amount
will be used solely to pay administrative expenses.  Under
Alternative A, creditor Specialty Trust would receive payment of
$1.5 million in cash plus title to a certain parcel, and Seven
Secured Recap will receive full payment of its $2.1 million
secured claim.  Under Alternative B, Specialty Trust and Seven
Secured Recap would receive liens or titles to certain parcels of
the Debtor's property.  As to club members, they would retain
their club memberships under Alternative A, while they would be
treated as unsecured creditors in the second.  As for unsecured
creditors, they will split $650,000 under the first alternative,
while they'll only split $100,000 under the second.  Holders of
interests will retain their interests.

The prior iteration of the Plan contemplated that allowed secured
claims will be paid in full over a period of seven to 10 years.
General unsecured claims will share, pro-rata, in a distribution
of the sum of $2,000,000 in cash paid by the Reorganized Debtor
from a New Value contribution from interest holders, on the 90th
day following the Effective Date of the Plan.

A copy of the Debtors' Disclosure Statement dated Aug. 10, 2012,
is available at:

   http://bankrupt.com/misc/Sedona_Specialty_DS_081712.pdf

                About Sedona Development Partners

Sedona Development Partners owns an 18-hole golf course and
related properties, including luxury villas, a practice park,
range house, tennis courts and related facilities in Sedona,
Arizona, known generally as Seven Canyons.  The Club at Seven
Canyons, LLC, operates the golf course and related facilities for
SDP.  SDP is the manager and sole member of the Club.

Sedona Development Partners filed for Chapter 11 bankruptcy
protection (Bankr. D. Ariz. Case No. 10-16711) on May 27, 2010.
The Club at Seven Canyons filed a separate Chapter 11 petition
(Bankr. D. Ariz. Case No. 10-16714).  John J. Hebert, Esq., Philip
R. Rudd, Esq., and Wesley D. Ray, Es., at Polsinelli Shughart PC,
in Phoenix, Ariz., assist the Debtors in their restructuring
efforts.  Lender Specialty Trust is represented by Joseph E.
Cotterman, Esq., and Nathan W. Blackburn, Esq., at Gallagher &
Kennedy, P.A.  Sedona disclosed $29,171,168 in assets and
$121,679,994 in liabilities.

Sedona Development Partners, LLC, and The Club at Seven Canyons,
LLC, filed with the U.S. Bankruptcy Court for the District of
Arizona on June 17, 2011, a second amended joint disclosure
statement in support of their second amended joint pan of
reorganization.  The Debtors' disclosure statement was approved on
June 28, 2011.


SMART ONLINE: Incurs $1 Million Net Loss in Second Quarter
----------------------------------------------------------
Smart Online, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.04 million on $138,022 of total revenues for the three
months ended June 30, 2012, compared with a net loss of $800,257
on $111,072 of total revenues for the same period during the prior
year.

The Company reported a net loss of $2.10 million on $277,255 of
total revenues for the six months ended June 30, 2012, compared
with a net loss of $1.78 million on $249,809 of total revenues for
the same period a year ago.

The Company's balance sheet at June 30, 2012, showed $1.49 million
in total assets, $26.38 million in total liabilities and a $24.88
million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/W5kt6v

On Aug. 8, 2012, Smart Online sold an additional convertible
secured subordinated note due Nov. 14, 2016, in the principal
amount of $350,000 to a current noteholder.  The Company is
obligated to pay interest on the New Note at an annualized rate of
8% payable in quarterly installments commencing Nov. 8, 2012.  The
Company is not permitted to prepay the New Note without approval
of the holders of at least a majority of the aggregate principal
amount of the Notes then outstanding.

The sale of the New Note was made pursuant to an exemption from
registration in reliance on Section 4(a)(2) of the Securities Act
of 1933, as amended.

                        About Smart Online

Durham, North Carolina-based Smart Online, Inc., develops and
markets a full range of mobile application software products and
services that are delivered via a SaaS model.  The Company also
provides Web site and mobile consulting services to not-for-profit
organizations and businesses.

Cherry, Bekaert & Holland, L.L.P., in Raleigh, North Carolina,
expressed substantial doubt about Smart Online's ability to
continue as a going concern, following the Company's results for
the fiscal year ended Dec. 31 2011.  The independent auditors
noted that the Company has suffered recurring losses from
operations and has a working capital deficiency as of Dec. 31,
2011.


SOUTHEAST BANKING: Ch. 11 Trustee Files Notice of Sale
------------------------------------------------------
BankruptcyData.com reports that the Chapter 11 Trustee assigned to
Southeast Banking case filed with the U.S. Bankruptcy Court a
notice of the sale not in the ordinary course of business by the
estate's wholly-owned nondebtor subsidiary SWQ Holdings, Inc. of
undeveloped real property owned jointly by SWQ and the Southwest
Quadrant Joint Venture to JAX SQW Apartments. The total gross
purchase price was $4.2 million, while the net proceeds to the
estate from the sale are $3.7 million.

Southeast Banking Corp. was the holding company of Southeast Bank,
N.A., and its sister institution, Southeast Bank of West Florida,
and the direct or indirect parent of a number of subsidiary
corporations and affiliates, active and inactive, which at various
times conducted substantial business throughout the State of
Florida and beyond.  The businesses of SEBC and its affiliates
consisted of banking, real estate investment and development,
insurance, mortgage banking, venture capital, and asset
investment.

At the time of their failure the Banks had total assets of
$10.5 billion and total deposits of $7.6 billion.  Most of the
assets were with SEBNA, which had 218 of the combined 224 branches
and all but $100 million of the assets.  Together, the two banks
had approximately 6,200 employees, operating exclusively in
Florida.

On September 20, 1991, Southeast Bank filed a voluntary petition
under Chapter 7 of the Bankruptcy Code (Bankr. S.D. Fla. Case
No. 91-14561).  Southeast Bank, N.A., was seized by federal
regulators while Southeast Bank of West Florida was seized by
state regulators on September 19, 1991.  On September 20, 1991,
SEBC's board of directors voted to authorize the filing of a
voluntary Chapter 7 petition, and then promptly resigned along
with all of SEBC's officers.

Jeffrey H. Beck was the fourth Trustee appointed in the Debtor's
liquidation proceeding.

This bankruptcy case was converted to Chapter 11 on September 17,
2007, almost sixteen years after its initial filing.


SUMMERWIND PARTNERS: Case Summary & 20 Largest Unsec Creditors
--------------------------------------------------------------
Debtor: Summerwind Partners, LLC
        3311 S. Rainbow Boulevard, Suite 209
        Las Vegas, NV 89146

Bankruptcy Case No.: 12-19536

Chapter 11 Petition Date: August 16, 2012

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Mike K. Nakagawa

Debtor's Counsel: Timothy P. Thomas, Esq.
                  LAW OFFICES OF TIMOTHY P. THOMAS, LLC
                  8670 W. Cheyenne Ave. #120
                  Las Vegas, NV 89129
                  Tel: (702) 227-0011
                  Fax: (702) 227-0015
                  E-mail: tthomas@tthomaslaw.com

Scheduled Assets: $4,588,406

Scheduled Liabilities: $1,476,624

A copy of the Company's list of its 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/nvb12-19536.pdf

The petition was signed by William Dyer, president of Integrated
Financial Associates, Inc., manager.

Affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Integrated Financial Associates, Inc.  11-13537   03/14/11
Kings Inn Holdings, LLC                12-12101   02/28/12
Ranches Holdings, LLC                  12-13157   03/21/12
Tennvada Holdings 1, LLC               11-24135   09/09/11
Victorville Partners Limited
  Partnership, LP                      12-15517   05/08/12
VMV Land Holdings 1, LLC               12-14095   04/06/12


SUNRISE REAL ESTATE: Delays Form 10-Q for Second Quarter
--------------------------------------------------------
Sunrise Real Estate Group, Inc., informed the U.S. Securities and
Exchange Commission that it will be delayed in the filing its Form
10-Q for the period ended June 30, 2012, due to a delay in the
preparation of the financial statements.

                     About Sunrise Real Estate

Headquartered in Shanghai, the People's Republic of China, Sunrise
Real Estate Group, Inc. was initially incorporated in Texas on
Oct. 10, 1996, under the name of Parallax Entertainment, Inc.
On Dec. 12, 2003, Parallax changed its name to Sunrise Real
Estate Development Group, Inc.  On April 25, 2006, Sunrise Estate
Development Group, Inc. filed Articles of Amendment with the Texas
Secretary of State, changing the name of Sunrise Real Estate
Development Group, Inc. to Sunrise Real Estate Group, Inc.,
effective from May 23, 2006.

The Company and its subsidiaries are engaged in the property
brokerage services, real estate marketing services, property
leasing services and property management services in China.

In its report accompanying the 2011 financial statements, Kenne
Ruan, CPA, P.C., in Woodbridge. CT, USA, noted that the Company
has significant accumulated losses from operations and has a net
capital deficiency that raise substantial doubt about its ability
to continue as a going concern.

The Company reported a net loss of US$1.22 million in 2011,
compared with a net loss of US$25,487 in 2010.


SYLVAIN ANALYTICS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Sylvain Analytics, Inc.
        dba Center for Innovative Studies and Analysis (CISA)
        fka Sylvain Consulting, Inc.
        12007 Sunrise Valley Dr., Suite 105
        Reston, VA 20191-3446

Bankruptcy Case No.: 12-14999

Chapter 11 Petition Date: August 16, 2012

Court: United States Bankruptcy Court
       Eastern District of Virginia (Alexandria)

Judge: Brian F. Kenney

Debtor's Counsel: Derek K. Prosser, Esq.
                  Steven B. Ramsdell, Esq.
                  TYLER, BARTL, RAMSDELL & COUNTS, PLC
                  300 N. Washington St., Suite 202
                  Alexandria, VA 22314
                  Tel: (703) 842-0538
                  Fax: (703) 549-5011
                  E-mail: dprosser@tbrclaw.com
                          sramsdell@tbrclaw.com

Estimated Assets: $100,001 to $500,000

Estimated Debts: $1,000,001 to $10,000,000

A copy of the Company's list of its 20 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/vaeb12-14999.pdf

The petition was signed by Raymond Sylvain, president & CEO.


SYMS CORP: Wins Approval to Sell Florida Property for $4.5 Million
------------------------------------------------------------------
Rachel Feintzeig at Dow Jones' DBR Small Cap reports that Syms
Corp. won court clearance to sell a Miami property for $4.5
million as it embarks on the real-estate initiative that lies at
the heart of its Chapter 11 plan.

                           About Syms Corp.

Massachusetts-based Filene's Basement, also called The Basement,
is the oldest off-price retailer in the United States.  The
Basement focuses on high-end goods and is known for its
distinctive, low-technology automatic markdown system.

Filene's Basement first filed for Chapter 11 bankruptcy protection
in August 1999.  Filene's Basement was bought by a predecessor of
Retail Ventures, Inc., the following year.  Retail Ventures in
April 2009 transferred the unit to Buxbaum.

Filene's Basement, Inc. and its affiliates filed for Chapter 22
(Bankr. D. Del. Case No. 09-11525) on May 4, 2009, represented by
lawyers at Pachulski Stang Ziehl & Jones LLP.  Epiq Bankruptcy
Solutions serves as claims and notice agent.  The Debtors
disclosed assets of $236 million, including real estate of $97.7
million, and liabilities of $94 million, including $31.1 million
owing on a revolving credit with Bank of America NA as agent. In
addition, there were $11.1 million in letters of credit
outstanding on the revolver.

The 2009 Debtor was formally renamed FB Liquidating Estate,
following the sale of all of its assets to Syms Corp. in June
2009.

Pursuant to the Liquidating Plan confirmed in January 2010,
secured creditors in the Chapter 11 case have been paid in full,
and holders of priority, administrative and convenience class
claims have received 100% of their allowed claims.  As reported by
the Troubled Company Reporter on Dec. 20, 2010, Alan Cohen,
Chairman of Abacus Advisors LLC and Chief Restructuring Officer
for FB Liquidating Estate disclosed that a second distribution of
dividend checks to Filene's unsecured creditors amounting to 12.5%
of approved claims has been made, bringing the cumulative
distributions on unsecured claims to 62.5%.

On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and
two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos.
11-13511 to 11-13514) after a failed bid to sell the business.
The two units are Syms Clothing Inc. and Syms Advertising Inc.

Judge Kevin J. Carey presides over the case.  Lawyers at Skadden
Arps Slate Meagher & Flom LLP serve as the Debtors' counsel.  The
Debtors tapped Rothschild Inc. as investment banker and Cushman
and Wakefield Securities, Inc., as real estate financial advisors.

Syms shuttered its namesake and Filene's Basement outlets upon the
bankruptcy filing and tapped a joint venture of Gordon Brothers
Retail Partners LLC and Hilco Merchant Resources LLC to run the
going-out-of-business sales.  The sale may continue until Jan. 31,
2012.

Filene's Basement estimated $1 million to $10 million in assets
and $50 million to $100 million in debts.  The petitions were
signed by Gary Binkoski, authorized representative of Filene's
Basement.

The official committee of unsecured creditors appointed in the
2011 case has retained Hahn & Hessen LLP as legal counsel.

Holders of equity in Syms Corp. pushed for an official
shareholders' committee and separation of the Syms and Filene's
Basement bankruptcy estates.

Gordon Brothers and Hilco are represented by Goulston & Storrs,
P.C. and Ashby & Geddes, P.A.


T BANCSHARES: Reported $460,000 Net Income in Second Quarter
------------------------------------------------------------
T Bancshares, Inc., filed its quarterly report on Form 10-Q,
reporting net income of $460,000 on $1.2 million of net interest
income for the three months ended June 30, 2012, compared with net
income of $324,000 on $1.1 million of net interest income for the
same period last year.

For the six months ended June 30, 2012, the Company had net income
of $987,000 on $2.5 million of net interest income, compared with
a net loss of $1.5 million on $2.4 million of net interest income
for the same period of 2011.

The Company's balance sheet at June 30, 2012, showed
$118.0 million in total assets, $102.2 million in total
liabilities, and stockholders' equity of $15.8 million.

"In 2010, the Bank was informed by the Office of the Comptroller
of the Currency that the Comptroller intended to institute an
enforcement action for alleged violations of the Federal Trade
Commission Act in connection with certain merchants and a payment
processor that were Bank customers between Sept. 1, 2006, and
Aug. 27, 2007.  The Comptroller proposed that the Bank enter into
a formal agreement with the Comptroller.  To avoid the expense,
delay, and uncertainty related to potential litigation with its
primary regulator, the Bank negotiated a settlement with the
Comptroller.  Accordingly, on April 15, 2010, the Bank executed
the Agreement, neither admitting nor denying the Comptroller's
findings, which among other provisions required the Bank to
reimburse eligible consumers for charges made by the merchants to
the eligible consumers.  On Oct. 28, 2011, the Comptroller
concurred that the Bank had fulfilled this obligation."

"The Bank submitted required capital, liquidity enhancement, and
profit plans, as well as a written program to reduce criticized
assets to the Comptroller in accordance with the requirements of
the Agreement.  Although the Comptroller believed the plans were
reasonable and did not object to the plans and program as
submitted, there is no assurance that the Bank will be able to
comply with all of the remaining requirements of the Agreement."

"Although as of June 30, 2012, the Bank's capital ratios exceeded
the requirements set forth in the Agreement, there is no assurance
the Bank will continue to meet those requirements in the future.
To be categorized as well capitalized under prompt corrective
action provisions, the Bank must maintain minimum total risk-
based, tier 1 risk-based, and tier 1 leverage ratios.  However,
regardless of the Bank's capital position, the requirement in the
Agreement to meet and maintain a specific capital level means that
the Bank may not be deemed to be well capitalized under regulatory
requirements as of June 30, 2012.  The capital ratios required by
the Agreement are 11.5% total capital to risk weighted assets and
9.00% tier 1 capital to average assets.  As of June 30, 2012, the
Bank's total capital to risk weighted assets ratio was 17.89%.
The Bank's tier 1 capital to average assets ratio was 14.63%.
Both ratios exceed the requirements set forth in the Agreement."

A copy of the Form 10-Q is available for free at:

                       http://is.gd/NzE4Tw

T Bancshares, Inc., is a bank holding company headquartered in
Dallas, Texas, offering a broad array of banking services through
T Bank, N.A.  The Company's principal markets include North
Dallas, Addison, Plano, Frisco, Southlake and the neighboring
Texas communities.


T3 MOTION: Incurs $1.52 Million Net Loss in Second Quarter
----------------------------------------------------------
T3 Motion, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.52 million on $1.45 million of net revenues for the three
months ended June 30, 2012, compared with a net loss of $668,381
on $1.33 million of net revenues for the same period during the
prior year.

The Company reported a net loss of $3.09 million on $2.86 million
of net revenues for the six months ended June 30, 2012, compared
with a net loss of $1.31 million on $2.32 million of net revenues
for the same period a year ago.

The Company's balance sheet at June 30, 2012, showed $2.85 million
in total assets, $3.31 million in total liabilities and a $451,781
total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/g6oaby

                          About T3 Motion

Costa Mesa, Calif.-based T3 Motion, Inc., develops and
manufactures T3 Series vehicles, which are electric three-wheel
stand-up vehicles that are directly targeted to the public safety
and private security markets.

After auditing the 2011 results, KMJ Corbin & Company LLP, in
Costa Mesa, California, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company has incurred significant operating
losses and has had negative cash flows from operations since
inception, and at Dec. 31, 2011, has an accumulated deficit of
$54.9 million.

The Company reported a net loss of $5.50 million in 2011, compared
with a net loss of $8.32 million in 2010.


TCIM SERVICES: Call Centers Fetch $5.4 Million in Approved Sale
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that TCIM Services Inc. was authorized last week by the
U.S. Bankruptcy Court in Delaware to sell its call-center business
for about $5.4 million to Ipacesetters LLC.  The buyer signed a
contract before the auction that was canceled because there were
no competing offers.  TCIM submitted papers for approval of
auction and sale procedures in June.

TCIM Services Inc., an operator of six call centers for the
banking and telecommunications industry, filed a Chapter 11
petition (Bankr. D. Del. Case No. 12-11711) on June 3, 2012.

The Debtor estimated assets of less than $10 million and debt
exceeding $10 million.  Liabilities include $7.8 million owing to
Manufacturers & Traders Trust Co. on a revolving credit facility.

Alissa T. Gazze, Esq., and John D. McLaughlin, Jr., Esq., at
Ciardi Ciardi & Astin, in Wilmington, Delaware.


TELKONET INC: Reports $157,000 Net Income in Second Quarter
-----------------------------------------------------------
Telkonet, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $157,184 on $3.46 million of total net revenue for the three
months ended June 30, 2012, compared with net income of $176,800
on $2.92 million of total net revenue for the same period during
the prior year.

The Company reported a net loss of $571,640 on $5.39 million of
total net revenue for the six months ended June 30, 2012, compared
with net income of $1.10 million on $5.41 million of total net
revenue for the same period a year ago.

The Company reported a net loss of $1.90 million in 2011,
compared with a net loss of $2.17 million in 2010.

The Company's balance sheet at June 30, 2012, showed $13.31
million in total assets, $5.09 million in total liabilities, $2.78
million in redeemable preferred stock, and $5.43 million in total
stockholders' equity.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/R5ReTr

                          About Telkonet

Milwaukee, Wisconsin-based Telkonet, Inc., is a clean technology
company that develops and manufactures proprietary energy
efficiency and smart grid networking technology.

Following the 2011 results, Baker Tilly Virchow Krause, LLP, in
Milwaukee, Wisconsin, noted that the Company continues to incur
significant operating losses, has an accumulated deficit of
$118.34 million and has a working capital deficiency of $775,000
that raise substantial doubt about the Company's ability to
continue as a going concern.


THERMOENERGY CORP: Issues $828,750 Shares and Warrants
------------------------------------------------------
ThermoEnergy Corporation, on Aug. 9, 2012, entered into separate
Securities Purchase Agreements with 11 investors including among
others, Frank J. Garofalo, Francis Howard and Terence Edgar,
pursuant to which the Company issued to the Investors an aggregate
of 8,287,500 shares of the Company's Common Stock and Common Stock
Purchase Warrants for the purchase of an additional 8,287,500
shares of the Company's Common Stock.  The aggregate purchase
price for the Shares and Warrants was $828,750.

The Warrants entitle the holders thereof to purchase, at any time
on or prior to July 11, 2017, shares of the Company's Common Stock
at an exercise price of $0.15 per share.

The Shares and Warrants were issued to the Investors in a series
of transactions not involving a public offering and without
registration under the Securities Act in reliance on the exemption
from registration provided by Section 4(2) of such Act.  For its
services in connection with these transactions, the Company paid
Dawson James Securities, Inc., a registered broker-dealer, a fee
of $82,875 and a non-accountable expense allowance of $16,575.
The Company has also agreed to issue to Dawson James two Common
Stock Purchase Warrants, in form identical to the Warrants issued
to the Investors except that the cashless exercise provision will
apply under all circumstances.  One of the Broker's Warrants
entitles the holder to purchase up to 828,750 shares of the
Company's Common Stock at an exercise price of $0.10 per share and
the other Broker's Warrant entitles the holder to purchase up to
828,750 shares of the Company's Common Stock at an exercise price
of $0.15 per share.

A copy of the Form 8-K is available for free at:

                        http://is.gd/er7ghP

                   About ThermoEnergy Corporation

Little Rock, Ark.-based ThermoEnergy Corporation is a clean
technologies company engaged in the worldwide development of
advanced municipal and industrial wastewater treatment systems and
carbon reducing clean energy technologies.

After auditing the 2011 results, Grant Thornton LLP, in Boston,
Massachusetts, expressed substantial doubt about the Company's
ability to continue as a going concern.  The independent auditors
noted that the Company incurred a net loss for the year ended
Dec. 31, 2011, and, as of that date, the Company's current
liabilities exceeded its current assets by $3,387,000 and its
total liabilities exceeded its total assets by $4,603,000.

The Company reported a net loss of $17.38 million in 2011,
compared with a net loss of $14.85 million during the prior year.

The Company's balance sheet at March 31, 2012, showed
$5.26 million in total assets, $10.66 million in total
liabilities, and a $5.39 million total stockholders' deficiency.


THERMOENERGY CORP: Incurs $2.5 Million Net Loss in Second Quarter
-----------------------------------------------------------------
Thermoenergy Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $2.53 million on $1.90 million of revenue for the
three months ended June 30, 2012, compared with a net loss of
$1.53 million on $1.43 million of revenue for the same period a
year ago.

The Company reported a net loss of $4.07 million on $3.58 million
of revenue for the six months ended June 30, 2012, compared with a
net loss of $8.86 million on $2.38 million of revenue for the same
period during the prior year.

The Company's balance sheet at June 30, 2012, showed $4.22 million
in total assets, $11.78 million in total liabilities and a $7.56
million total stockholders' deficiency.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/B4Q60u

                   About ThermoEnergy Corporation

Little Rock, Ark.-based ThermoEnergy Corporation is a clean
technologies company engaged in the worldwide development of
advanced municipal and industrial wastewater treatment systems and
carbon reducing clean energy technologies.

After auditing the 2011 results, Grant Thornton LLP, in Boston,
Massachusetts, expressed substantial doubt about the Company's
ability to continue as a going concern.  The independent auditors
noted that the Company incurred a net loss for the year ended
Dec. 31, 2011, and, as of that date, the Company's current
liabilities exceeded its current assets by $3,387,000 and its
total liabilities exceeded its total assets by $4,603,000.

The Company reported a net loss of $17.38 million in 2011,
compared with a net loss of $14.85 million during the prior year.


TITANIUM GROUP: Delays Form 10-Q for June 30 Quarter
----------------------------------------------------
Titanium Group Limited notified the U.S. Securities and Exchange
Commission that the compilation, dissemination and review of the
information required to be presented in the Company's Form 10-Q
for the quarterly period ended June 30, 2012, has imposed time
constraints that have rendered timely filing of the Form 10-Q
impracticable without unreasonable effort and expense.

                        About Titanium Group

Wanchai, Hong Kong-based Titanium Group Limited, through its
wholly owned subsidiary Shenzhen Kanglv Technology Ltd., is
engaged in the manufacture and sales of electronic cable products
in the PRC.  Shenzhen Kanglv's principal products are various
types of computer cables, such as HDMI, DVI, VGA and USB cables,
as well as electric power cables.

The Company had an accumulated deficit of HK$20.0 million as of
Sept. 30, 2011.  "The continuation of the Group as a going concern
through Sept. 30, 2012, is dependent upon the continuing financial
support from its stockholders," the Company said in its quartelry
report for the period ended Sept. 30, 2011.  These factors raise
substantial doubt about the Group's ability to continue as a going
concern."

The Company's balance sheet at Sept. 30, 2011, showed HK$49.22
million in total assets, HK$46.39 million in total liabilities and
HK$2.83 million in total funds.


TRANSATLANTIC PETROLEUM: Reports $22.9-Mil. Net Income in 2nd Qtr.
------------------------------------------------------------------
TransAtlantic Petroleum Ltd. filed its quarterly report on Form
10-Q, reporting net income of US$22.9 million on US$32.5 million
of revenues for the three months ended June 30, 2012, compared
with a net loss of US$19.8 million on US$31.6 million of
revenues for the same period last year.

For the six months ended June 30, 2012, the Company had net income
of US$18.1 million on US$67.5 million of revenues, compared with a
net loss of US$41.0 million on US$60.7 million of revenues for the
comparable period in 2011.

Net income from discontinued operations was US$12.9 million for
the six months ended June 30, 2012.  This compares with a net loss
from discontinued operations of $27.3 million for the comparable
period ended June 30, 2011.

The Company's balance sheet at June 30, 2012, showed
US$356.1 million in total assets, US$144.5 million in total
liabilities, and stockholders' equity of US$211.6 million.

As reported in the TCR on March 29, 2012, KPMG LLP, in Calgary,
Canada, expressed substantial doubt about TransAtlantic
Petroleum's ability to continue as a going concern, following the
Company's results for the fiscal year ended Dec. 31, 2011.  The
independent auditors noted that the Company has suffered recurring
losses from operations and has a working capital deficiency.

"As of June 30, 2012, we had no short-term debt and availability
of US$44.7 million under our Amended and Restated Credit Facility.
In addition, at June 30, 2012, we had net working capital of
US$19.9 million, excluding assets and liabilities held for sale.
As a result, management believes that the conditions that led to
the substantial doubt about our ability to continue as a going
concern at Dec. 31, 2011, no longer exist at June 30, 2012.

A complete text of the Form 10-Q is available for free at:

                       http://is.gd/CvxyXD

Istanbul, Turkey-based TransAtlantic Petroleum Ltd. is an
international oil and natural gas company engaged in acquisition,
exploration, development and production.  The Company has focused
its operations in countries that are net importers of petroleum,
have an existing petroleum transportation infrastructure and
provide favorable commodity pricing and royalty and tax rates to
exploration and production companies.  The Company holds interests
in developed and undeveloped oil and natural gas properties in
Turkey, Bulgaria and Romania.  As of June 30, 2012, approximately
40% of the Company's outstanding common shares were beneficially
owned by N. Malone Mitchell, 3rd, the chairman of the Company's
board of directors and chief executive officer.

*     *     *

This concludes the Troubled Company Reporter's coverage of
TranAtlantic Petroleum until facts and circumstances, if any,
emerge that demonstrate financial or operational strain or
difficulty at a level sufficient to warrant renewed coverage.


TRANS ENERGY: Incurs $2.7 Million Net Loss in Second Quarter
------------------------------------------------------------
Trans Energy, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $2.71 million on $2.46 million of revenue for the three months
ended June 30, 2012, compared with a net loss of $787,343 on $3.89
million of revenue for the same period a year ago.

The Company reported a net loss of $4.21 million on $5.38 million
of revenue for the six months ended June 30, 2012, compared with
net income of $10.74 million on $5.52 million of revenue for the
same period during the prior year.

The Company's balance sheet at June 30, 2012, showed $77.01
million in total assets, $50.76 million in total liabilities and
$26.24 million in total stockholders' equity.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/8HSFiR

                        About Trans Energy

St. Mary's, West Virginia-based Trans Energy, Inc. (OTC BB: TENG)
-- http://www.transenergyinc.com/-- is an independent energy
company engaged in the acquisition, exploration, development,
exploitation and production of oil and natural gas.  Its
operations are presently focused in the State of West Virginia.

In its audit report on the Company's 2011 results, Maloney +
Novotny, LLC, in Cleveland, Ohio, noted that the Company has
generated significant losses from operations and has a working
capital deficit of $18.37 million at Dec. 31, 2011, which together
raises substantial doubt about the Company's ability to continue
as a going concern.


TRANS-LUX CORP: Delays Form 10-Q for Second Quarter
---------------------------------------------------
Trans-Lux Corporation was unable to file its report on Form 10-Q
for the quarter ending June 30, 2012, within the prescribed time
period because of pending additional information necessary for
finalizing its Form 10-Q.

                    About Trans-Lux Corporation

Norwalk, Conn.-based Trans-Lux Corporation (NYSE Amex: TLX) is a
designer and manufacturer of digital signage display solutions for
the financial, sports and entertainment, gaming and leasing
markets.

The Company reported a net loss of $1.42 million in 2011, compared
with a net loss of $7.03 million in 2010.

The Company's balance sheet at March 31, 2012, showed
$26.72 million in total assets, $24.45 million in total
liabilities, $6.13 million in redeemable convertible preferred
stock, and a $3.86 million total stockholders' deficit.


TRIBUNE CO: Bank Debt Trades at 26% Off in Secondary Market
-----------------------------------------------------------
Participations in a syndicated loan under which Tribune Co. is a
borrower traded in the secondary market at 74.05 cents-on-the-
dollar during the week ended Friday, Aug. 17, an increase of 0.39
percentage points from the previous week according to data
compiled by LSTA/Thomson Reuters MTM Pricing and reported in The
Wall Street Journal.  The Company pays 300 basis points above
LIBOR to borrow under the facility.  The bank loan matures on May
17, 2014.  The loan is one of the biggest gainers and losers among
165 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

                          About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8,
2008.  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.  Chadbourne & Parke LLP and
Landis Rath LLP serve as co-counsel to the Official Committee of
Unsecured Creditors.  AlixPartners LLP is the Committee's
financial advisor.  Landis Rath Moelis & Company serves as the
Committee's investment banker.  Thomas G. Macauley, Esq., at
Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the
Committee in connection with the lawsuit filed against former
officers and shareholders for the 2007 LBO of Tribune.

Protracted negotiations and mediation efforts and numerous
proposed plans of reorganization filed by Tribune Co. and
competing creditor groups have delayed Tribune's emergence from
bankruptcy.  Many of the disputes among creditors center on the
2007 leveraged buyout fraudulence conveyance claims, the
resolution of which is a key issue in the bankruptcy case.  The
bankruptcy court has scheduled a May 16 hearing on Tribune's plan.

Judge Kevin J. Carey issued an order dated July 13, 2012,
overruling objections to the confirmation of Tribune Co. and its
debtor affiliates' Plan of Reorganization.  Before it formally
emerges from bankruptcy, Tribune must still get approval from the
Federal Communications Commission on new broadcast licenses and
waivers for overlapping ownership of television stations and
newspapers in certain markets.

Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News.  The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TRIDENT MICROSYSTEMS: Seeks Court OK of Settlement With Creditors
-----------------------------------------------------------------
BankruptcyData.com reports that Trident Microsystems filed with
the U.S. Bankruptcy Court a motion for approval of a settlement
among the Debtors, the Official Liquidators of TMFE, and the
official committee of equity security holders, resolving all
material issues while providing a likely recovery of 90% to the
TMFE Trade Creditors.

According to the Debtors, "The Parties have recently reached a
consensual Settlement that they believe provides substantial
upside to parties represented by each of the Equity Committee and
the Creditors Committee by, among other things (i) substantially
ameliorating the risk, uncertainty, and administrative expenses
associated with litigating the TMI Claim, the IRS Claim and the
NXP Litigation; (ii) providing final resolution to the TMI Claim
with the TMI Claim Objection and the Adversary Proceeding
dismissed with prejudice; (iii) eliminating the potential
significant adjustment in recoveries posed by the final resolution
of the IRS Claim; (iv) carving out the NXP Litigation so that it
does not impact distributions to the TMFE Trade Creditors; and (v)
guaranteeing a recovery approaching 90% to the TMFE Trade
Creditors."

This settlement is embodied in the Debtors' Joint Chapter 11 Plan
of Liquidation.

The Court scheduled a September 21, 2012 hearing on the matter.

                      About Trident Microsystems

Sunnyvale, California-based Trident Microsystems, Inc., currently
designs, develops, and markets integrated circuits and related
software for processing, displaying, and transmitting high quality
audio, graphics, and images in home consumer electronics
applications such as digital TVs, PC-TV, and analog TVs, and set-
top boxes.  The Company has research and development facilities in
Beijing and Shanghai, China; Freiburg, Germany; Eindhoven and
Nijmegen, The Netherlands; Belfast, United Kingdom; Bangalore and
Hyderabad, India; Austin, Texas; and Sunnyvale, California. The
Company has sales offices in Seoul, South Korea; Tokyo, Japan;
Hong Kong and Shenzhen, China; Taipei, Taiwan; San Diego,
California; Mumbai, India; and Suresnes, France. The Company also
has operations facilities in Taipei and Kaoshiung, Taiwan; and
Hong Kong, China.

Trident Microsystems and its Cayman subsidiary, Trident
Microsystems (Far East) Ltd. filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 12-10069) on Jan. 4,
2011.  Trident said it expects to shortly file for protection in
the Cayman Islands.

Judge Christopher S. Sontchi presides over the case.  Lawyers at
DLA Piper LLP (US) serve as the Debtors' counsel.  FTI Consulting,
Inc., is the financial advisor.  Union Square Advisors LLC serves
as the Debtors' investment banker.  PricewaterhouseCoopers LLP
serves as the Debtors' tax advisor and independent auditor.
Kurtzman Carson Consultants is the claims and notice agent.

Trident had $310 million in assets and $39.6 million in
liabilities as of Oct. 31, 2011.  The petition was signed by David
L. Teichmann, executive VP, general counsel & corporate secretary.

Pachulski Stang Ziehl & Jones LLP represents the Official
Committee of Unsecured Creditors.  The Committee tapped to retain
Fenwick & West LLP as its special tax and claims counsel, Imperial
Capital, LLC, as its investment banker and financial advisor.

Dewey & Leboeuf as represents the statutory committee of equity
security holders.  The statutory committee tapped to retain
Campbells as Cayman Islands counsel, and Quinn Emanuel Urquhart &
Sullivan, LLP as its conflicts counsel.


TUCSON & PIMA: Moody's Confirms 'Ba3' Rating on Mortgage Bonds
--------------------------------------------------------------
Moody's Investors Service has confirmed the Ba3(sf) rating of
Tucson & Pima County Industrial Development Authority, AZ, Single
Family Mortgage Revenue Bonds Series 2006A-2. The rating action
affects $300,000 of outstanding debt.

Summary Rating Rationale

The bonds are secured by surplus revenues from senior assets,
second mortgage portfolio revenues, and the debt service reserve
fund. The Trustee receives and deposits all revenues into the
appropriate accounts and invests them with a Transamerica (A1/P-1)
guaranteed investment contract earning a fixed rate of return. The
rating confirmation was based on a review of updated cash flow
projections which demonstrated sufficiency despite incorporating
high levels of subordinate loan loss forecasts.

Strengths

* Cash flow projections demonstrate a higher break-even
   subordinate loan loss rate than Moody's forecasts.

* The subordinate bonds benefit from a debt service reserve fund
   ($9,056) which is invested in a Transamerica (A1/P-1)
   guaranteed investment contract, and eligible surplus funds
   from both the senior and the subordinate bonds which, pursuant
   to the Indenture, are directed to pay subordinate interest due
   and then to redeem 2006A-2 bonds.

Weaknesses

* Loan portfolio performance has deteriorated, as illustrated by
   a growing composition of delinquent or defaulted loans. As of
   June 2012, the composition of loans that are at least 60 days
   delinquent increased to 42% from 33% last year.

* The Tucson, AZ housing market is recovering slowly, and a
   troublesome foreclosure inventory will cause home values to
   bottom out in early 2013. Foreclosure starts have recently
   dwindled closer to the U.S. average, but the foreclosure
   inventory remains elevated.

What Could Make The Rating Go Up

* Improved loan portfolio performance and real estate conditions

* A material increase in the break-even subordinate loan loss
   rate

What Could Make The Rating Go Down

* Further deterioration of the loan portfolio

* A material reduction in the break-even subordinate loan loss
   rate

The principal methodology used in this rating was Moody's Rating
Approach For Single Family, Whole-Loan Housing Programs published
in May 1999.


TXU CORP: Bank Debt Trades at 31% Off in Secondary Market
---------------------------------------------------------
Participations in a syndicated loan under which TXU Corp., now
known as Energy Future Holdings Corp., is a borrower traded in the
secondary market at 69.45 cents-on-the-dollar during the week
ended Friday, Aug. 17, an increase of 0.57 percentage points from
the previous week according to data compiled by LSTA/Thomson
Reuters MTM Pricing and reported in The Wall Street Journal.  The
Company pays 350 basis points above LIBOR to borrow under the
facility.  The bank loan matures on Oct. 10, 2014, and carries
Standard & Poor's CCC rating.  The loan is one of the biggest
gainers and losers among 165 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

                        About Energy Future

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas.  Oncor,
an 80%-owned entity within the EFH group, is the largest regulated
transmission and distribution utility in Texas.

The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth.  EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.

The Company's balance sheet at Dec. 31, 2011, showed $44.07
billion in total assets, $51.83 billion in total liabilities, and
a $7.75 billion total deficit.

Energy Future had a net loss of $1.91 billion on $7.04 billion of
operating revenues for the year ended Dec. 31, 2011, compared with
a net loss of $2.81 billion on $8.23 billion of operating revenues
during the prior year.

                           *     *     *

In late January 2012, Moody's Investors Service changed the rating
outlook for Energy Future Holdings Corp. (EFH) and its
subsidiaries to negative from stable.  Moody's affirmed EFH's Caa2
Corporate Family Rating (CFR), Caa3 Probability of Default Rating
(PDR), SGL-4 Speculative Grade Liquidity Rating and the Baa1
senior secured rating for Oncor.

EFH's Caa2 CFR and Caa3 PDR reflect a financially distressed
company with limited flexibility. EFH's capital structure is
complex and, in our opinion, untenable which calls into question
the sustainability of the business model and expected duration of
the liquidity reserves.


U.S. NATIONAL SLAVERY: Chapter 11 Case Dismissed by Judge
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the U.S. Bankruptcy Court in Richmond, Virginia, last
month dismissed the Chapter 11 reorganization of the U.S. National
Slavery Museum.

The report recounts that the museum, which exists only as
architect's drawings, filed for Chapter 11 protection in September
to halt tax foreclosure.  The museum had its genesis in 2002 with
the gift of 38 acres in Fredericksburg, Virginia, from Celebrate
Virginia South LLC.  The deed contained a restriction prohibiting
use of the property for anything other than a museum related to
slavery.

The museum owes $3.2 million to unsecured creditors and
$6.1 million to secured creditors including the architects and the
local taxing authority, Celebrate Virginia said in a court filing,
according to the report.

The architect is Pei Partnership Associates LLP.  Although the
museum filed a proposed reorganization plan, Celebrate Virginia
called it 'vague and speculative' without demonstrating how the
necessary $5 million in contributions could be raised.

The report relates that Celebrate Virginia also opposed the plan
because it was based on the idea of selling off 20 acres and
breaking the deed restriction requiring use as a museum.
Celebrate Virginia argued at length that the deed restriction
couldn't be broken under Virginia law.

Celebrate Virginia filed and won a motion to have the case
dismissed or converted to liquidation in Chapter 7.  The museum
recommended that the judge dismiss if he was inclined to grant the
motion.  The judge obliged by dismissing last week.

The United States National Slavery Museum, based in Richmond,
Virginia, filed for Chapter 11 protection (Bankr. E.D. Va. Case
No. 11-36013) on Sept. 21, 2011.  Judge Douglas O. Tice, Jr.,
presides over the case.  Sandra Renee Robinson, Esq., at Robinson
Law & Consulting Firm, P.C., represents the Debtor.  The Debtor
estimated both assets and debts of between $1 million and
$10 million.


ULURU INC: Had $858,100 Net Loss in Second Quarter
--------------------------------------------------
ULURU Inc. filed its quarterly report on Form 10-Q, reporting
a net loss of $858,146 on $56,211 of revenues for the three months
ended June 30, 2012, compared with a net loss of $1.0 million on
$80,186 of revenues for the same period last year.

For the six months ended June 30, 2012, the Company had a net loss
of $1.7 million on $116,216 of revenues, compared with a net loss
of $2.2 million on $155,357 of revenues for the same period of
2011.

The Company's balance sheet at June 30, 2012, showed $8.4 million
in total assets, $5.1 million in total liabilities, and
stockholders' equity of $3.3 million.

Lane Gorman Trubitt, PLLC, in Dallas, Texas, expressed substantial
doubt about ULURU's ability to continue as a going concern,
following the Company's results for the fiscal year ended Dec. 31,
2011.  The independent auditors noted that the Company has
suffered recurring losses from operations, negative cash flows
from operating activities and is dependent upon raising additional
funds from strategic transactions, sales of equity, and/or
issuance of debt.  "The Company's ability to consummate such
transactions is uncertain."

A copy of the Form 10-Q is available for free at

                       http://is.gd/fgQwBd

Addison, Texas-based ULURU Inc. is a diversified specialty
pharmaceutical company committed to developing and commercializing
a broad range of innovative wound care and muco-adhesive film
products based on its patented Nanoflex(R) and OraDisc(TM) drug
delivery technologies, with the goal of improving outcomes for
patients, health care professionals, and health care payers.


UNI-PIXEL INC: Shareholders Elect Seven Directors to Board
----------------------------------------------------------
Uni-Pixel, Inc., held its 2012 Annual Meeting of Shareholders on
Aug. 15, 2012.  At the meeting, the shareholders voted on: (1) the
election of seven directors, namely:

   (1) Reed J. Killion;
   (2) Bernard T. Marren;
   (3) Carl J. Yankowski;
   (4) Bruce I. Berkoff;
   (5) Ross A. Young;
   (6) William Wayne Patterson; and
   (7) Anthony J. LeVecchio.

The shareholders also ratified the appointment of PMB Helin
Donovan as the Company's independent registered public accounting
firm for the year ending Dec. 31, 2012.

                       About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

The Company reported a net loss of $8.57 million in 2011 compared
to a net loss of $3.82 million in 2010.

The Company's balance sheet at June 30, 2012, showed $5.60 million
in total assets, $154,626 in total liabilities and $5.45 million
in total shareholders' equity.


UNI-PIXEL INC: Closes $12.1 Million Offering of Common Stock
------------------------------------------------------------
UniPixel, Inc., announced the closing of its previously announced
public offering of common stock at a price to the public of $5.25
per share.  The underwriter exercised its option to purchase up to
an additional 450,000 shares to cover over-allotments, resulting
in a total sale of 3,557,665 shares of common stock.  Of the
3,557,665 shares sold, UniPixel sold 2,520,585 shares and two of
its stockholders, The Altar Rock Fund Liquidating Trust and The
Raptor Global Portfolio Liquidating Trust, sold an aggregate
1,037,080 shares.  The net proceeds from the sale of shares by
UniPixel, after underwriting discounts and commissions and other
offering expenses, total approximately $12.1 million.  UniPixel
intends to use the net proceeds from the offering for working
capital and general corporate purposes.  UniPixel did not receive
any of the proceeds from the sale of shares by the selling
stockholders.

Craig-Hallum Capital Group LLC is the sole book-running manager
for the offering.

This offering was conducted pursuant to a shelf registration
statement that was declared effective by the U.S. Securities and
Exchange Commission on June 8, 2012.  The offering was made only
by means of a prospectus supplement and accompanying prospectus,
forming an effective part of the registration statement.  Copies
of the prospectus supplement and accompanying prospectus relating
to these securities may be obtained from Craig-Hallum Capital
Group LLC at 222 South Ninth Street, Suite 350, Minneapolis,
Minnesota 55402, by calling 612-334-6300, or by emailing
robbie.kelley@craig-hallum.com.

                        About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

The Company reported a net loss of $8.57 million in 2011 compared
to a net loss of $3.82 million in 2010.

The Company's balance sheet at June 30, 2012, showed $5.60 million
in total assets, $154,626 in total liabilities and $5.45 million
in total shareholders' equity.


UNI-PIXEL INC: James Pallotta Holds 399,021 Warrants
----------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, James J. Pallotta and his affiliates
disclosed that, as of Aug. 9, 2012, they beneficially own warrants
to purchase 399,021 shares of common stock of Uni-Pixel, Inc.,
representings 4.15% of the shares outstanding.  A copy of the
filing is available for free at http://is.gd/rckY52

                        About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

The Company reported a net loss of $8.57 million in 2011 compared
to a net loss of $3.82 million in 2010.

The Company's balance sheet at June 30, 2012, showed $5.60 million
in total assets, $154,626 in total liabilities and $5.45 million
in total shareholders' equity.


UNILAVA CORP: Delays Form 10-Q for Second Quarter
-------------------------------------------------
Unilava Corporation was unable, without unreasonable effort and
expense, to prepare the financial statements for the period ended
June 30, 2012, in sufficient time to allow the timely filing of
the Report.

                     About Unilava Corporation

Unilava Corporation (OTC BB: UNLA)-- http://www.unilava.com/-- is
a diversified communications holding company incorporated under
the laws of the State of Wyoming in 2009.  Unilava Corporation and
its subsidiary brands provide a variety of communications
services, products, and equipment that address the needs of
corporations, small businesses and consumers.  The Company is
licensed to provide long distance services in 41 states throughout
the U.S. and local phone services across 11 states.  Through its
carrier-grade microwave wireless broadband infrastructure and
broadband Internet access partners, the Company also offers mobile
and high-definition IP-hosted voice services to residential
customers and corporate clients. Additionally, Unilava Corp.
delivers a comprehensive and integrated suite of fee-based online
and mobile advertising and web services to a broad array of
business enterprises.  Headquartered in San Francisco, the Company
has regional offices in Chicago, Seoul, Hong Kong, and Beijing.

The Company reported a net loss of $2.98 million in 2011, compared
with a net loss of $1 million in 2010.

In its audit report accompanying the financial statements for
fiscal 2011, De Joya Griffith & Company, LLC, in Henderson,
Nevada, noted that the Company has suffered losses from
operations, which raises substantial doubt about its ability to
continue as a going concern.

The Company's balance sheet at March 31, 2012, showed $2.84
million in total assets, $7.35 million in total liabilities and a
$4.41 million total stockholders' deficit.


UNIQUE BROADBAND: Julian, McGoey Fail in Bid for Funds
------------------------------------------------------
Unique Broadband Systems, Inc. disclosed that the court had
ordered UBS to pay, among others, Jolian Investments Limited and
Mr. Gerald McGoey, their past legal costs and their ongoing legal
expenses in the litigation against UBS, including all legal costs
relating to the claims for termination payments under certain
management services agreements.  On July 5, 2011, UBS announced
that it was appealing the decision of the court in connection with
the indemnification of these legal expenses.  At that time, it was
also disclosed that UBS had commenced proceedings under the
Companies' Creditors Arrangement Act and that all proceedings
against UBS had been stayed.  The CCAA proceedings had been
commenced to, among other things, facilitate the determination of
the Claims being asserted against UBS by Jolian and McGoey, among
others, in a cost effective and expeditious manner.

Following commencement of the CCAA proceedings, Jolian and McGoey
sought an order from the Court that UBS must advance them legal
fees to fund the determination of the Claims.  They also requested
that the Court add certain former directors of UBS as third
parties to the CCAA claims process so that any claims for
contribution that Jolian and McGoey might have against these
former directors could be determined at the same time as the
determination of UBS counterclaims against them.

On Aug. 13, 2012, Justice Wilton-Siegel released his decision in
respect of Jolian and McGoey's motions.  Justice Wilton-Siegel
denied both the request for funds to be advanced to cover ongoing
legal expenses and the request that certain former directors be
added as third parties to the CCAA claims process.  The decision
notes that Jolian and McGoey's entitlement to indemnification will
be determined as a part of the CCAA claims process and if it is
determined that they are entitled to indemnification, that claim
will rank ahead of other creditors at the conclusion of the claims
process.  It was further noted that it was premature to determine
whether the former directors should be added as parties to the
CCAA claims process at this time and that the court should be
cautious not to include third party claims in a CCAA process when
those claims would prolong the CCAA process and add needless
expense.

UBS is pleased to have both of these issues resolved in its favor
and can now focus on completing the claims process.  Further
information on the status of the claims process will be provided
as soon as the scheduling for the next phase of the process is
settled.

               About Unique Broadband Systems, Inc.

Unique Broadband Systems, Inc. is a Canadian based company with
holdings in Look Communications and a continuing business interest
with Unique Broadband Systems Ltd. More information can be found
at the Company's web site at http://www.uniquebroadband.com/

A copy of the UBS Statement of Claim will be made available on the
UBS web site.

At November 30, 2003, the Company's balance sheet shows that its
total current liabilities exceeded its total current assets by
about $1 million, while total shareholders' equity shrank to about
$15 million, from about $23 million six months ago.


UNIVERSAL BIOENERGY: Delays Form 10-Q for Second Quarter
--------------------------------------------------------
Universal Bioenergy, Inc., has been unable to complete its Form
10-Q for the quarter ended June 30, 2012, within the prescribed
time because of delays in completing the preparation of its
financial statements and its management discussion and analysis.

                     About Universal Bioenergy

Headquartered in Irvine, California, Universal Bioenergy Inc.
develops markets alternative and natural energy products
including, natural gas, solar, biofuels, wind, wave, tidal, and
green technology products.

After auditing the 2011 results, Bongiovanni & Associates, CPA'S,
in Cornelius, North Carolina, noted that the Company has suffered
recurring operating losses, has an accumulated deficit, has
negative working capital, and has yet to generate an internal cash
flow that raises substantial doubt about its ability to continue
as a going concern.

The Company reported a net loss of $2.11 million in 2011,
compared with a net loss of $2 million in 2010.

The Company's balance sheet at March 31, 2012, showed
$5.23 million in total assets, $4.38 million in total liabilities,
and $850,781 in total stockholders' equity.


U-SWIRL INC: Had $42,400 Net Loss in Second Quarter
---------------------------------------------------
U-Swirl, Inc., formerly Healthy Fast Food, Inc., filed its
quarterly report on Form 10-Q, reporting a net loss of $42,411 on
$858,069 of revenues for the three months ended June 30, 2012,
compared with a net loss of $47,797 on $824,449 of revenues for
the same period last year.

For the six months ended June 30, 2012, the Company had a net loss
of $166,519 on $1.5 million of revenues, compared with a net loss
of $243,241 on $1.4 million of revenues for the same period of
2011.

The Company's balance sheet at June 30, 2012, showed $2.1 million
in total assets, $798,412 in total liabilities, and stockholders'
equity of $1.3 million.

The Company incurred a net loss of $166,519 for the six months
ended June 30, 2012, and has accumulated net losses totaling
$6.5 million since inception.

L.L. Bradford & Company, LLC, in Las Vegas, Nevada, expressed
substantial doubt about U-Swirl's ability to continue as a going
concern, following the Company's results for the fiscal year ended
Dec. 31, 2011.  The independent auditors noted that the Company
has incurred recurring losses and lower-than-expected sales.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/3mPFQY

Henderson, Nev.-based U-Swirl, Inc., U-Swirl, Inc., formerly
Healthy Fast Food, Inc.,was incorporated in the state of Nevada on
Nov. 14, 2005.

As of March 31, 2012, the Company owned and operated six U-Swirl
Yogurt cafes.  From the Company's inception through June 30,
2012, the Company has sold (a) 13 franchise area development
agreements; (b) 15 single-unit franchise agreements; and (c) one
license converted to a franchise agreement.




VANITY EVENTS: Delays Form 10-Q for Second Quarter
--------------------------------------------------
Vanity Events Holding, Inc., informed the U.S. Securities and
Exchange Commission that the compilation, dissemination and review
of the information required to be presented in the Form 10-Q for
the quarter ended June 30, 2012, has imposed time constraints that
have rendered timely filing of the Form 10-Q impracticable without
undue hardship and expense to the registrant.  The Company
undertakes the responsibility to file that quarterly report no
later than 5 days after its original due date.

                         About Vanity Events

Based in New York, Vanity Events Holding, Inc. (OTC BB: VAEV)
-- http://www.vanityeventsholding.com/-- is a holding company
with two primary subsidiary companies.  The subsidiaries are
Vanity Events, Inc. and America's Cleaning Company.  America's
Cleaning Company(TM) is the Company's flagship division which
provides cleaning services to residential and commercial clients.
Vanity Events, Inc. seeks out, Licenses, develops, promotes, and
brings to market various innovative consumer and commercial
products.

Vanity Events' balance sheet at March 31, 2012, showed $3.28
million in total assets, $18.80 million in total liabilities, all
current, and a $15.52 million total stockholders' deficit.

The Company reported net income of $330,705 in 2011 compared with
a net loss of $544,831 in 2010.

RBSM LLPk, in New York, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2011.  The independent auditors noted that the Company has
suffered losses since inception and is experiencing difficulty in
generating sufficient cash flows to meet its obligations and
sustain its operations, which raises substantial doubt about its
ability to continue as a going concern.

                        Bankruptcy Warning

The Company said in its quarterly report for the period ended
March 31, 2012, that management has implemented new business
plans.  The Company's ability to implement its current business
plan and continue as a going concern ultimately is dependent upon
its ability to obtain additional equity or debt financing, attain
further operating efficiencies and to achieve profitable
operations.

"There can be no assurances that funds will be available to the
Company when needed or, if available, that such funds would be
available under favorable terms.  In the event that the Company is
unable to generate adequate revenues to cover expenses and cannot
obtain additional funds in the near future, the Company may seek
protection under bankruptcy laws.  To date, management has not
considered this alternative, nor does management view it as a
likely occurrence, since the Company is progressing with various
potential sources of new capital and we anticipate a successful
outcome from these activities.  However, capital markets remain
difficult and there can be no certainty of a successful outcome
from these activities."


VERTICAL COMPUTER: Incurs $209,000 Net Loss in Second Quarter
-------------------------------------------------------------
Vertical Computer Systems, Inc., filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $208,669 on $1.40 million of total
revenues for the three months ended June 30, 2012, compared with a
net loss of $66,058 on $1.51 million of total revenues for the
same period a year ago.

The Company reported a net loss of $418,002 on $2.79 million of
total revenues for the six months ended June 30, 2012, compared
with a net loss of $13,103 on $3.14 million of total revenues for
the same period during the prior year.

The Company's balance sheet at June 30, 2012, showed $1.20 million
in total assets, $13.19 million in total liabilities, $9.90
million in convertible cumulative preferred stock, and a $21.88
million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/Cdjjif

                     About Vertical Computer

Richardson, Tex.-based Vertical Computer Systems, Inc., is a
multinational provider of Internet core technologies, application
software, and software services through its distribution network
with operations or sales in the United States, Canada and Brazil.

In the auditors' report accompanying the consolidated financial
statements for the year ended Dec. 31, 2011, MaloneBailey, LLP, in
Houston, Texas, noted that the Company suffered net losses and has
a working capital deficiency, which raises substantial doubt about
its ability to continue as a going concern.

The Company reported a net loss of $167,588 in 2011, compared with
a net loss of $245,164 in 2010.


VHGI HOLDINGS: Delays Form 10-Q for Second Quarter
--------------------------------------------------
VHGI Holdings, Inc., informed the U.S. Securities and Exchange
Commission that its quarterly report on Form 10-Q for the period
ending June 30, 2012, could not be filed within the prescribed
time period.

                       About VHGI Holdings

Fort Worth, Tex.-based VHGI Holdings, Inc., is a holding company
with revenue streams from the following business segments: (a)
precious metals (b) oil and gas (c) coal and (d) medical
technology.

In the auditors' report accompanying the financial statements for
year ended Dec. 31, 2011, Siler & Hardy, P.C., in Salt Lake City,
Utah, expressed substantial doubt about VHGI Holdings' ability to
continue as a going concern.  The independent auditors noted that
the Company has incurred substantial losses and has a working
capital deficit.

The Company reported a net loss of $5.43 million on $499,600 of
revenues for 2011, compared with a net loss of $1.67 million on
$482,300 of revenues for 2010.

The Company's balance sheet at March 31, 2012, showed $49.06
million in total assets, $48.54 million in total liabilities and
$524,106 in total stockholders' equity.

In its auditors' report on the Company's consolidated financial
statements for the year ended Dec. 31, 2011, Pritchett, Siler &
Hardy, P.C., in Salt Lake City, Utah, expressed substantial doubt
about VHGI Holdings' ability to continue as a going concern.  The
independent auditors noted that the Company has incurred
substantial losses and has a working capital deficit.


VIASPACE INC: Incurs $273,000 Net Loss in Second Quarter
--------------------------------------------------------
VIASPACE Inc. reported financial results for the second-quarter
ended June 30, 2012.

Second-Quarter 2012 Financial Highlights

   * Total revenue for second-quarter 2012 was $1,049,000,
     compared with total revenue for second-quarter 2011 of
     $2,823,000, a decrease of $1,774,000.

   * Gross profit was $330,000, compared to gross profit of
     $899,000 for second-quarter 2011, a decrease of $569,000.

   * Total operating expenses in 2012 were $547,000, including
     $494,000 of selling, general and administrative (SG&A)
     expense and $53,000 for operations.  Total operating expenses
     for second-quarter 2011 were $893,000 and included $833,000
     in SG&A and $60,000 for operations.

   * Operating loss for second-quarter 2012 was $217,000, compared
     to operating income of $6,000 in second-quarter 2011.

   * Net loss was $273,000 in second-quarter 2012 compared to a
     net loss in second-quarter 2011 of $12,000, a decrease of
     $261,000.

   * Net loss per share for second-quarter 2012 and second-quarter
     2011 were both less than $0.01 per share.

VIASPACE Chief Executive Dr. Carl Kukkonen commented: "Framed-
artwork sales during the second-quarter were lower due to reduced
orders in 2012 as compared with the same period in 2011.  On
July 31, 2012, the Company announced that formal term sheets
outlining the mechanism and orderly separation of VIASPACE and
VIASPACE Green Energy (VGE) have been signed by VIASPACE and Mr.
Sung Chang.  In addition, term sheets were also signed which give
VGE the right to commercially develop Giant King Grass in China
and Taiwan and give VIASPACE the right to commercially develop
Giant King Grass in the rest of the world outside China and
Taiwan.  Under the terms, VIASPACE will no longer have any
ownership in VGE and the VIASPACE debt to Chang will be satisfied.
The term sheets are now being drafted into legal documents.  The
details will be made public when the final legal documents have
been signed and filed with the Securities and Exchange Commission.
During this time of separating VIASPACE and VGE, I have been
working diligently with several prospective clients in many
different locations.  I am currently in Asia and have been meeting
with potential joint venture partners here whose projects could
benefit tremendously from the use of Giant King Grass. I am
working hard to get deals done."

                         About VIASPACE Inc.

Irvine, Calif.-based VIASPACE Inc. (OTC Bulletin Board: VSPC -
News) -- http://www.VIASPACE.com/-- is a clean energy company
providing products and technology for renewable and alternative
energy that reduce or eliminate dependence on fossil and high-
pollutant energy sources.  Through its majority-owned subsidiary
VIASPACE Green Energy Inc., the Company grows Giant King Grass as
a low carbon fuel for electricity generating power plants and as a
feedstock for cellulosic biofuels.

Viaspace reported a net loss of $668,000 on $588,000 of total
revenues for the three months ended March 31, 2012.  The Company
reported a net loss of $9.36 million in 2011, compared with a net
loss of $2.96 million in 2010.

The Company's balance sheet at March 31, 2012, showed
$9.82 million in total assets, $7.32 million in total liabilities
and $2.50 million in total equity.

                           Going Concern

The Company has incurred significant losses from operations,
resulting in an accumulated deficit of $43,650,000.  The Company
expects such losses to continue.  In addition, the Company has
limited working capital and based on current cash flows does not
have sufficient funds to pay the May 14, 2012, installment due on
the note to Changs LLC.  These raises substantial doubt about the
Company's ability to continue as a going concern.

After auditing the financial results for the year ended Dec. 31,
2011, Hein & Associates LLP, in Irvine, Calif., expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that he Company has
incurred significant losses from operations, resulting in an
accumulated deficit of $43.05 million.  The Company expects those
losses to continue.  In addition, the Company has limited working
capital and based on current cash flows does not have sufficient
funds to pay the May 2012 instalment due on the note to Changs
LLC.


VIEW SYSTEMS: Delays Form 10-Q for Second Quarter
-------------------------------------------------
View Systems Inc.'s quarterly report on Form 10-Q for the period
ended June 30, 2012, will be filed on or before the fifth calendar
day following the prescribed due date.  The reason for the delay
is that the Company is waiting for certain information from a
third party.  The Company's audit for the year ended Dec. 31,
2011, has not been completed.

                         About View Systems

Baltimore, Md.-based View Systems, Inc., develops, produces and
markets computer software and hardware systems for security and
surveillance applications.

The Company reported a net loss of $368,329 on $576,735 of
net revenues for the nine months ended Sept. 30, 2011, compared
with a net loss of $294,065 on $722,042 of net revenues for the
same period during the prior year.

The Company's balance sheet at Sept. 30, 2011, showed
$1.48 million in total assets, $1.82 million in total liabilities,
and a $339,294 total stockholders' deficit.

As reported in the TCR on March 15, 2011, Robert L. White &
Associates, Inc., in Cincinnati, Ohio, expressed substantial doubt
about View Systems' ability to continue as a going concern,
following the Company's 2010 results.  The independent auditors
noted that the Company had a net loss of $513,353 for the year
ended Dec. 31, 2010, and has an accumulated deficit of $22,837,787
at Dec. 31, 2010.


VOICE ASSIST: Delays Form 10-Q for Second Quarter
-------------------------------------------------
Voice Assist, Inc., has experienced a delay in completing the
necessary disclosures and compiling its financial statements for
review by its independent public accountant in connection with its
quarterly report on Form 10-Q for the period ended June 30, 2012.
As a result of this delay, the Company was unable to file its
Quarterly Report by the prescribed filing date of Aug. 14, 2012,
without unreasonable effort or expense.

                        About Voice Assist

Lake Forest, Calif.-based Voice Assist, Inc., operates a cloud-
based speech recognition platform that supports speech recognition
based enterprise services such as Customer Relationship Management
(CRM), field force automation, as well as direct-to-enterprise
services such as virtual assistants that unify communications and
direct-to-consumer "safe driving" services that allow SMS, email,
and social media messaging through a single personal phone number.

In the auditors' report accompanying the annual report for the
year ended Dec. 31, 2011, Mantyla McReynolds LLC, in Salt Lake
City, Utah, expressed substantial doubt about Voice Assist's
ability to continue as a going concern.  The independent auditors
noted that the Company has working capital deficits and has
incurred losses from operations and negative operating cash flows
during the years ended Dec. 31, 2011, and 2010.

The Company reported a net loss of $10.24 million on $872,010 of
revenues for 2011, compared with a net loss of $1.30 million on
$1.26 million of revenues for 2010.

The Company's balance sheet at March 31, 2012, showed
$1.05 million in total assets, $3.22 million in total liabilities,
and a $2.17 million total stockholders' deficit.


VUZIX CORP: Delays Form 10-Q for Second Quarter
-----------------------------------------------
Vuzix Corporation was unable to file its report on Form 10-Q for
the calendar quarter ended June 30, 2012, on or before the
required due date, because the Company was unable prepare the
financial statements required in that Report without unreasonable
effort or expense.  Specifically, on June 15, 2012, the Company
sold a significant portion of its assets and business to an
unrelated third party.  Determination of the accounting treatment
for that transaction, which had a material effect on the Company's
financial statements for the calendar quarter ended June 30, 2012,
delayed the completion of the Company's financial statements for
that quarter.

                         About Vuzix Corp.

Rochester, New York-based Vuzix Corporation (TSX-V: VZX)
OTC BB: VUZI) -- http://www.vuzix.com/-- is a supplier of Video
Eyewear products in the defense, consumer and media &
entertainment markets.

The Company reported a net loss of $3.87 million in 2011, a net
loss of $4.55 million in 2010, and a net loss of $3.25 million in
2009.

The Company reported a net loss of $3.87 million in 2011, a net
loss of $4.55 million in 2010, and a net loss of $3.25 million in
2009.

The Company's balance sheet at March 31, 2012, showed $4.72
million in total assets, $12.33 million in total liabilities and a
$7.61 million total stockholders' deficit.

After auditing the 2011 annual report, EFP Rotenberg, LLP, in
Rochester, New York, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company has incurred substantial losses
from operations in recent years.  In addition, the Company is
dependent on its various debt and compensation agreements to fund
its working capital needs.  And while there are no financial
covenants with which the Company must comply with, these debts are
past due in some cases.

                         Bankruptcy Warning

The Company said in its 2011 annual report that its future
viability is dependent on its ability to execute these plans
successfully.  If the Company fails to do so for any reason, the
Company would not have adequate liquidity to fund its operations,
would not be able to continue as a going concern and could be
forced to seek relief through a filing under U.S. Bankruptcy Code.


WESTINGHOUSE SOLAR: Had $2.2 Million Net Loss in Second Quarter
---------------------------------------------------------------
Westinghouse Solar, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $2.2 million on $1.2 million of net
revenue for the three months ended June 30, 2012, compared with a
net loss of $1.3 million on $2.8 million of net revenue for the
comparable period last year.

For the six months ended June 30, 2012, the Company had a net loss
of $5.0 million on $3.6 million of net revenue, compared with a
net loss of $2.6 million on $4.8 million of net revenue for the
same period in 2011.

The Company's balance sheet at June 30, 2012, showed
$5.9 million in total assets, $5.4 million in total liabilities,
and stockholders' equity of $479,173.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/aSlQhD

Campbell, Calif.-based Westinghouse Solar, Inc., is a designer and
manufacturer of solar power systems and solar panels with
integrated microinverters.

*     *     *

As reported in the TCR on April 16, 2012, Burr Pilger Mayer, Inc.,
in San Francisco, California, expressed substantial doubt about
Westinghouse Solar's ability to continue as a going concern,
following the Company's results for the fiscal year ended Dec. 31,
2011.  The independent auditors noted that the Company has
suffered significant operating losses and has negative
cash flow from operations.


WEST CORP: Closes $970 Million Senior Secured Credit Facilities
---------------------------------------------------------------
West Corporation has closed its previously announced $970 million
term loan under its senior secured credit facilities.  The new
term loan will be due in 2018 and the proceeds will be used to
refinance approximately $448 million of term loans due in October
2013, pay a cash dividend in the amount of approximately $500
million to West's stockholders, and pay related fees and expenses.

"This transaction will improve the Company's capital structure,
with no significant principal payments due until 2016," said Paul
Mendlik, chief financial officer.

With the new term loan, West also received lender consent to amend
its credit agreement.  The amendment modifies the step-down
schedule in the current financial covenants and modifies certain
covenant baskets.

Certain of the Company's named executive officers are currently
holders of shares of restricted stock, stock options and deferred
compensation accounts credited with notional shares of West common
stock and, therefore those executive officers will be entitled to
receive dividend equivalent payments or adjustments.

The Company's board of directors has declared a special cash
dividend of $1.00 per share.  The dividend was paid to
shareholders of record as of Aug. 15, 2012.

A copy of the Form8-K is available for free at:

                        http://is.gd/SErGcO

                       About West Corporation

Founded in 1986 and headquartered in Omaha, Nebraska, West
Corporation -- http://www.west.com/-- provides outsourced
communication solutions to many of the world's largest companies,
organizations and government agencies.  West Corporation has a
team of 41,000 employees based in North America, Europe and Asia.

The Company's balance sheet at June 30, 2012, showed $3.33 billion
in total assets, $4.15 billion in total liabilities and a $823.98
million total stockholders' deficit.

                        Bankruptcy Warning

The Company said in its quarterly report for the period ended
June 30, 2012, that if it cannot make scheduled payments on its
debt, the Company will be in default, and as a result:

   * the Company's debt holders could declare all outstanding
     principal and interest to be due and payable;

   * the lenders under the Company's new senior secured credit
     facilities could terminate their commitments to lend the
     Company money and foreclose against the assets securing its
     borrowings; and

   * the Company could be forced into bankruptcy or liquidation.

                           *     *     *

West Corp. carries a 'B2' corporate rating from Moody's and 'B+'
corporate rating from Standard & Poor's.

Moody's Investors Service upgraded the ratings on West
Corporation's existing senior secured term loan to Ba3 from B1 and
the rating on $650 million of existing senior notes due 2014 to B3
from Caa1 upon the closing of its recent refinancing transactions.
Concurrently, Moody's affirmed all other credit ratings including
the B2 Corporate Family Rating and B2 Probability of Default
Rating.  The rating outlook is stable.

Standard & Poor's Ratings Services assigned Omaha, Neb.-based
business process outsourcer West Corp.'s proposed $650 million
senior unsecured notes due 2019 its 'B' issue-level rating (one
notch lower than the 'B+' corporate credit rating on the company).
The recovery rating on this debt is '5', indicating S&P's
expectation of modest (10% to 30%) recovery in the event of a
payment default.  The company will use proceeds from the proposed
transaction and some cash on the balance sheet to redeem its
$650 million 9.5% senior notes due 2014.


WIZARD WORLD: Had $2.7 Million Net Loss in Second Quarter
---------------------------------------------------------
Wizard World, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $2.7 million on $1.9 million of convention
revenue for the three months ended June 30, 2012, compared with a
net loss of $1.3 million on $1.1 million of convention revenue for
the same period last year.

For the six months ended June 30, 2012, the Company had a net loss
of $3.0 million on $2.4 million of convention revenue, compared
with a net loss of $722,464 on $1.6 million of convention revenue
for the same period of 2011.

Loss from operations for the six months ended June 30, 2012, was
$594,489, as compared to a loss of $2.4 million for the six months
ended June 30, 2011.

The Company's balance sheet at June 30, 2012, showed
$2.2 million in total assets, $8.4 million in total current
liabilities, and a stockholders' deficit of $6.2 million.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/qDmNco

Based in New York, N.Y., Wizard World, Inc., is a producer of pop
culture and multimedia conventions ("Comic Cons") across North
America that markets movies, TV shows, video games, technology,
toys, social networking/gaming platforms, comic books and graphic
novels.  These Comic Cons provide sales, marketing, promotions,
public relations, advertising and sponsorship opportunities for
entertainment companies, toy companies, gaming companies,
publishing companies, marketers, corporate sponsors and retailers.


WIZZARD SOFTWARE: Had $330,100 Net Loss in Second Quarter
---------------------------------------------------------
Wizzard Software Corporation filed its quarterly report on Form
10-Q, reporting a net loss of $330,138 on $2.0 million of revenue
for the three months ended June 30, 2012, compared with a net
loss of $428,743 on $1.5 million of revenue for the same period
last year.

For the six months ended June 30, 2012, the Company had a net loss
of $1.3 million on $3.9 million of revenue, compared with a net
loss of $1.0 million on $3.0 million of revenue for the same
period of 2011.

The Company's balance sheet at June 30, 2012, showed
$14.3 million in total assets, $847,850 in total current
liabilities, and stockholders' equity of $13.5 million.

As reported in the TCR on April 5, 2012, Gregory & Associates,
LLC, in Salt Lake City, Utah, expressed substantial doubt about
Wizzard Software' ability to continue as a going concern,
following the Company's results for the fiscal year ended Dec. 31,
2011.  The independent auditors noted that the Company
has not yet established profitable operations and has incurred
significant losses since its inception.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/e5RVoD

Pittsburgh, Pa.-based Wizzard Software Corporation's business
includes Media, Software and Healthcare.  Wizzard's core focus is
on its Media business, which consists of providing podcasting
hosting, distribution, audience analysis, advertising, content
subscriptions and App sales for podcast producers worldwide.  Its
legacy Software business focuses on selling and supporting speech
recognition and text-to-speech technology from IBM and AT&T.  Its
legacy Healthcare business focuses on providing home health
services and nurse staffing in the Western part of the United
States.


WM SIX FORKS: Lenox Mortgage Objects to Cash Collateral Use
-----------------------------------------------------------
Lenox Mortgage XVII LLC lodged an objection to the request of WM
Six Forks LLC to use cash collateral.  Lenox said it does not
consent to the use of its cash collateral, and the Debtor must
demonstrate both that it has a need to use the cash collateral and
that Lenox's interest in the cash collateral will be adequately
protected if the cash collateral is used over Lenox' objection.

Lenox said it is owed $39,023,900 in principal plus unpaid
interest and other charges, pursuant to a Deed of Trust Note made
by the Debtor and payable to Capmark Finance Inc., the original
lender.  Lenox said it holds a claim that is secured by a first
priority, perfected lien upon and security interest in, the
Debtor's property together with all rents, income, and proceeds of
the property.

Although the Debtor has not asserted a fair market value for the
real property, the Debtor states that the tax value of the real
property is $32,544,445 and agrees that the debt is roughly
$39,000,000.

Lenox noted that the Debtor generates rental income in the
approximately monthly amount of $285,000 from the property and has
funds on deposit in three accounts at Wells Fargo Bank in the
aggregate amount of $600,000.  The Debtor has failed to make the
full monthly payment due under the Loan since February 2011.
According to Lenox, the expenses proposed in the Debtor's budget
are lavish and unnecessary by any measure.

A hearing on the bid to use cash collateral was set for Aug. 16.
According to the case docket, the Debtor has until Nov. 13 to file
a plan and disclosure statement.  The Court also has scheduled a
status hearing in the case via telephone for Sept. 24 at 10:45
a.m.

Lenox is represented by:

          A. Lee Hogewood, III, Esq.
          Margaret R. Westbrook, Esq.
          Brian C. Fork, Esq.
          K&L GATES LLP
          Post Office Box 17407 (27619-7047)
          4350 Lassiter at North Hills Avenue, Suite 300
          Raleigh, NC 27609
          Telephone: (919) 743-7306
          Facsimile: (919) 516-2006
          E-mail: lee.hogewood@klgates.com
                  margaret.westbrook@klgates.com
                  brian.fork@klgates.com

                        About WM Six Forks

WM Six Forks LLC is the owner of an apartment and retail/office
complex in Raleigh, North Carolina, known as Manor Six Forks,
which opened in March 2010.  The property includes 298 residential
apartments and roughly 14,000 square feet of retail/office space
on the ground floor.  As of the bankruptcy filing date, all the
retail/office space is vacant and roughly 95% of the residential
apartments are subject to existing leases.

WM Six Forks filed a Chapter 11 petition (Bankr. E.D.N.C. Case No.
12-05854) on Aug. 12, 2012.  The Debtor disclosed assets of $33.36
million and liabilities of $49.8 million.  The Debtor said in
court papers the Manor is valued at $32.54 million.  The Debtor
also owns a 15.15-acre property, the value of which is not yet
determined.  The Debtors' property serves as collateral to a $39
million debt to Lenox Mortgage XVI, LLC.  A copy of the schedules
filed together with the petition is available at
http://bankrupt.com/misc/nceb12-05854.pdf

Bankruptcy Judge J. Rich Leonard oversees the case.  The Debtor
hired Northen Blue, LLP as counsel.  The petition was signed by
William G. Garner, manager of WM6F Completion & Performance
Assoc., LLC.  Dawn Barnes has been assigned as case manager.


WM SIX FORKS: Wants to Hire Analytical Consultants as Appraiser
---------------------------------------------------------------
WM Six Forks LLC seeks permission from the Bankruptcy Court to
employ Paul L. Snow and Analytical Consultants Inc. to prepare a
written appraisal, and provide supporting testimony when needed,
with respect to the fair market value of the Company's property.

Analytical Consultants is a real estate appraising and consulting
firm in Chapel Hill, North Carolina.

The Company proposes to pay Mr. Snow, the owner of the firm:

     -- a $7,500 flat fee for the written appraisal.  The amount
        was paid by the Company prior to the petition date; and

     -- additional compensation for time and expenses incurred in
        connection with preparation for and testimony in
        deposition or at trial, at his customary hourly rate of
        $225.

Mr. Snow, in an affidavit filed with the Court, attests that he is
a disinterested person as defined in 11 U.S.C. Section 101(14).

                        About WM Six Forks

WM Six Forks LLC is the owner of an apartment and retail/office
complex in Raleigh, North Carolina, known as Manor Six Forks,
which opened in March 2010.  The property includes 298 residential
apartments and roughly 14,000 square feet of retail/office space
on the ground floor.  As of the bankruptcy filing date, all the
retail/office space is vacant and roughly 95% of the residential
apartments are subject to existing leases.

WM Six Forks filed a Chapter 11 petition (Bankr. E.D.N.C. Case No.
12-05854) on Aug. 12, 2012.  The Debtor disclosed assets of $33.36
million and liabilities of $49.8 million.  The Debtor said in
court papers the Manor is valued at $32.54 million.  The Debtor
also owns a 15.15-acre property, the value of which is not yet
determined.  The Debtors' property serves as collateral to a $39
million debt to Lenox Mortgage XVI, LLC.  A copy of the schedules
filed together with the petition is available at
http://bankrupt.com/misc/nceb12-05854.pdf

Bankruptcy Judge J. Rich Leonard oversees the case.  The Debtor
hired Northen Blue, LLP as counsel.  The petition was signed by
William G. Garner, manager of WM6F Completion & Performance
Assoc., LLC. Dawn Barnes has been assigned as case manager.


WM SIX FORKS: Sec. 341 Creditors' Meeting Set for Sept. 18
----------------------------------------------------------
The Bankruptcy Administrator for the Eastern District of North
Carolina, in Wilson, set a Meeting of Creditors under 11 U.S.C.
Sec. 341(a) in the Chapter 11 case of WM Six Forks LLC on
Sept. 18, 2012, at 10:00 a.m. at Raleigh 341 Meeting Room.

The last day to file a complaint is Nov. 19, 2012.  Proofs of
claim are due Dec. 17, 2012.  Government proof of claim due by
Feb. 8, 2013.

                        About WM Six Forks

WM Six Forks LLC is the owner of an apartment and retail/office
complex in Raleigh, North Carolina, known as Manor Six Forks,
which opened in March 2010.  The property includes 298 residential
apartments and roughly 14,000 square feet of retail/office space
on the ground floor.  As of the bankruptcy filing date, all the
retail/office space is vacant and roughly 95% of the residential
apartments are subject to existing leases.

WM Six Forks filed a Chapter 11 petition (Bankr. E.D.N.C. Case No.
12-05854) on Aug. 12, 2012.  The Debtor disclosed assets of $33.36
million and liabilities of $49.8 million.  The Debtor said in
court papers the Manor is valued at $32.54 million.  The Debtor
also owns a 15.15-acre property, the value of which is not yet
determined.  The Debtors' property serves as collateral to a $39
million debt to Lenox Mortgage XVI, LLC.  A copy of the schedules
filed together with the petition is available at
http://bankrupt.com/misc/nceb12-05854.pdf

Bankruptcy Judge J. Rich Leonard oversees the case.  The Debtor
hired Northen Blue, LLP as counsel.  The petition was signed by
William G. Garner, manager of WM6F Completion & Performance
Assoc., LLC.  Dawn Barnes has been assigned as case manager.


WORLD SURVEILLANCE: Reports $872,000 Net Income in 2nd Quarter
--------------------------------------------------------------
World Surveillance Group Inc. filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $872,103 on $236,445 of net revenues for the three
months ended June 30, 2012, compared with a net loss of $2.51
million on $9,748 of net revenues for the same period during the
prior year.

The Company reported a net loss of $519,794 on $251,945 of net
revenues for the six months ended June 30, 2012, compared with a
net loss of $111,632 on $9,748 of net revenues for the same period
a year ago.

The Company reported a net loss of $1.12 million in 2011, compared
with a net loss of $9.79 million in 2010.

The Company's balance sheet at June 30, 2012, showed $2.95 million
in total assets, $15.73 million in total liabilities and a $12.78
million total stockholders' deficit.

                         Bankruptcy Warning

The Company's indebtedness at June 30, 2012, was $15,706,655.  A
portion of those indebtedness reflects judicial judgments against
the Company that could result in liens being placed on the
Company's bank accounts or assets.  The Company is reviewing its
ability to reduce this debt level due to the age or settlement of
certain payables but the Company may not be able to do so.  This
level of indebtedness could, among other things:

     * make it difficult for the Company to make payments on this
       debt and other obligations;

     * make it difficult for the Company to obtain future
       financing;

     * require the Company to redirect significant amounts of cash
       from operations to servicing the debt;

     * require the Company to take measures such as the reduction
       in scale of the Company's operations that might hurt the'
       Company's future performance in order to satisfy its debt
       obligations; and

     * make the Company more vulnerable to bankruptcy or an
       unwanted acquisition on terms unsatisfactory to the
       Company.

After auditing the 2011 results, Rosen Seymour Shapss Martin &
Company LLP, in New York, expressed substantial doubt about World
Surveillance's ability to continue as a going concern.  The
independent auditors noted that the Company has experienced
significant losses and negative cash flows, resulting in decreased
capital and increased accumulated deficits.

A copy of the Form 10-Q is available for free at:

                       http://is.gd/d5BsUv

                    About World Surveillance

World Surveillance Group Inc. designs, develops, markets and sells
autonomous lighter-than-air (LTA) unmanned aerial vehicles (UAVs)
capable of carrying payloads that provide persistent security
and/or wireless communication from air to ground solutions at low,
mid and high altitudes.  The Company's airships, when integrated
with electronics systems and other high technology payloads, are
designed for use by government-related and commercial entities
that require real-time intelligence, surveillance and
reconnaissance or communications support for military, homeland
defense, border control, drug interdiction, natural disaster
relief and maritime missions.  The Company is headquartered at the
Kennedy Space Center, in Florida.


WOUND MANAGEMENT: Delays Form 10-Q for Second Quarter
-----------------------------------------------------
Wound Management Technologies, Inc.'s quarterly report on Form
10-Q for the period ending June 30, 2012, was not filed within the
prescribed time period because the report and financial statements
was not completed and reviewed by the Company's independent
auditor in time without unreasonable effort and expense.

                      About Wound Management

Fort Worth, Texas-based Wound Management Technologies, Inc.,
markets and sells the patented CellerateRX(R) product in the
expanding advanced wound care market; particularly with respect to
diabetic wound applications.

The Company's balance sheet at March 31, 2012, showed
$3.27 million in total assets, $6.90 million in total liabilities,
and a stockholders' deficit of $3.63 million.

Pritchett, Siler & Hardy, P.C., in Salt Lake City, Utah, expressed
substantial doubt about Wound Management's ability to continue as
a going concern, following the Company's results for the fiscal
year ended Dec. 31, 2011.  The independent auditors noted that the
Company has incurred substantial losses and has a working capital
deficit.


Z TRIM HOLDINGS: Incurs $477,000 Net Loss in Second Quarter
-----------------------------------------------------------
Z Trim Holdings, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $476,802 on $323,890 of total revenues for the three months
ended June 30, 2012, compared with net profit of $589,279 on
$207,560 of total revenues for the same period during the prior
year.

The Company reported a net loss of $5.51 million on $642,273 of
total revenues for the six months ended June 30, 2012, compared
with a net loss of $5.68 million on $454,926 of total revenues for
the same period a year ago.

The Company's balance sheet at June 30, 2012, showed $4.72 million
in total assets, $14.35 million in total liabilities, $6.34
million in total commitments and contingencies, and a $15.97
million total stockholders' deficit.

A copy of the Form 10-Q is available for free at:

                        http://is.gd/n4A2HT

                           About Z Trim

Mundelein, Ill.-based Z Trim Holdings, Inc., is a functional food
ingredient company which provides custom product solutions that
help answer the food industry's problems.  Z Trim's revolutionary
technology provides value-added ingredients across virtually all
food industry categories.  Z Trim's all-natural products, among
other things, help to reduce fat and calories, add fiber, provide
shelf-stability, prevent oil migration, and add binding capacity
-- all without degrading the taste and texture of the final food
products.

M&K CPAs,PLLC, in Houston, Texas, expressed substantial doubt
about the Company's ability to continue as a going concern
following the 2011 financial results.  The independent auditors
noted that the Company had a working capital deficit and
reoccurring losses as of Dec. 31, 2011.

The Company reported a net loss of $6.94 million in 2011, compared
with a net loss of $10.91 million in 2010.


* Committee Floats Bankruptcy Rule Changes in Light of Stern
------------------------------------------------------------
Brian Mahoney at Bankruptcy Law360 reports that parties in all
bankruptcy proceedings may have to formally consent to judgment
from the bankruptcy court to help remove confusion over court
authority in light of the U.S. Supreme Court's landmark decision
in Stern v. Marshall, a U.S. Judicial Conference committee said on
Friday.


* Calif. Cities at Greater Risk of Bankruptcy, Report Warns
-----------------------------------------------------------
Lisa Uhlman at Bankruptcy Law360 reports that Californian
municipalities are at greater risk of going bankrupt, thanks in
part to new legislation that essentially puts stressed areas on
track for Chapter 9 filings, according to a Moody's Investors
Service Inc. report released Friday.

An economic, legal and policy environment perfect storm is making
California's cities more prone to file for bankruptcy, the report
said, also citing as factors the state's "boom-bust" real estate
economy and its hands-off policy toward local governments' fiscal
problems, Bankruptcy Law360 relates.


* Moody's Examines Why Some California Cities Choose Bankruptcy
---------------------------------------------------------------
A new report by Moody's Investors Service details the economic,
legal and policy environment that is helping to drive the increase
in bankruptcy filings and defaults by California cities and
concludes that the risk profile of California cities has increased
across the board.

Factors include the state's boom-bust real estate economy, its
hands-off policy with regard to the fiscal problems of local
governments, and newly enacted legislation that, according to
Moody's, effectively lays out a path to bankruptcy court for
stressed municipalities.

The report, "Why Some California Cities Are Choosing Bankruptcy,"
outlines how California cities are now facing large and persistent
budget gaps as their key revenue sources -- sales and property
taxes -- have fallen with the recession and housing market
collapse, while expenses continue to rise due to costly public
sector salary and benefits contracts that were awarded during the
good times.

"As a consequence of the adverse economic and fiscal governance
environment, the risk of default on municipal bonds in California
is rising," said Moody's Managing Director Robert Kurtter, lead
author of the report. "Across-the-board rating revisions are
possible following a review of our ratings on California cities
over the next month or two, and additional negative rating actions
are also possible for individual cities that are experiencing more
acute economic and budgetary distress."

At the same time, he said, Moody's will consider a further
lowering of the ratings on lease-backed appropriations and other
non-general obligation (GO) debts relative to the ratings on GO
debts in the state. The strength of the GO pledge relative to all
others has been affirmed by some recent bankruptcy court decisions
in California, although there has not been a lot of precedent in
this area.

"While our assessment of the changed legal, fiscal and economic
environment applies to all cities in the state, our analysis and
assessment of outcomes will apply to rated cities only," said
Kurtter. "Bankruptcy and defaults are likely to be higher among
unrated entities, which are generally smaller, weaker, or have
non-traditional revenue pledges. Many of these entities would be
below investment grade, if rated."

"Raising revenues is difficult for all California cities because
tax hikes require voter approval," said Moody's Managing Director
Gail Sussman. "And, unlike other states that are empowered to
intervene in the financial affairs of stressed local governments,
California's strong "home rule" means local governments get
relatively little financial, technical, or oversight help from the
state.

"The inability and unwillingness to honor obligations to
bondholders is relatively new in US public finance and still
remains rare," said Ms. Sussman. "The emergence in California of
bankruptcy as a tool to extract bondholder concessions as part of
a budgetary solution is a significant new risk for bondholders."


* Nobina Pushes 2012 Global Default Tally to 52 Issuers
-------------------------------------------------------
Standard & Poor's Ratings Services on Aug. 2 lowered its issuer
credit rating on Sweden-based bus operator Nobina AB to 'SD'
(selective default) from 'CC'.  This raised the global corporate
default tally to 52 issuers this year, said an article published
Aug. 17 by Standard & Poor's Global Fixed Income Research, titled
"Global Corporate Default Tally Increases to 52 Issuers So Far In
2012 After Sweden-Based Nobina Defaults."

The rating action followed Nobina's announced temporary deferral
of the coupon and principal repayments on its EUR85 million senior
secured notes due Aug. 1, 2012, until Oct. 31, 2012.  By region,
28 of the 52 defaulters were based in the U.S., 14 in the emerging
markets, seven in Europe, and three in the other developed region.
In comparison, the 2011 total (through Aug. 15) was 23.  Of the
defaulters in 2011, 14 were based in the U.S., two in the emerging
markets, two in Europe, and five in the other developed region.

So far this year, bankruptcy filings accounted for 15 defaults,
missed payments for 14; distressed exchanges for 10, and eight
were confidential.  The remaining five entities defaulted for
various other reasons.  In 2011, 21 issuers defaulted because of
missed interest or principal payments, and 13 because of
bankruptcy filings -- both of which were among the top reasons for
defaults in 2010.  Distressed exchanges -- another top reason for
default in 2010 -- followed with 11 defaults in 2011.  Of the
remaining defaults, two issuers failed to finalize refinancing on
bank loans, two were subject to regulatory action, one had its
banking license revoked by its country's central bank, one was
appointed a receiver, and two were confidential.


* Large Companies With Insolvent Balance Sheet
----------------------------------------------

                                              Total
                                             Share-        Total
                                  Total    Holders'      Working
                                 Assets      Equity      Capital
  Company         Ticker           ($MM)       ($MM)        ($MM)
  -------         ------         ------    --------      -------
ABSOLUTE SOFTWRE  ABT CN          127.2        (3.2)        14.0
ADVANCED BIOMEDI  ABMT US           0.2        (1.9)        (1.5)
AK STEEL HLDG     AKS US        3,901.0      (360.6)       129.6
AMC NETWORKS-A    AMCX US       2,173.4      (959.1)       542.5
AMER AXLE & MFG   AXL US        2,441.2      (394.7)       169.7
AMER RESTAUR-LP   ICTPU US         33.5        (4.0)        (6.2)
AMERISTAR CASINO  ASCA US       2,058.5       (28.0)        42.5
AMYLIN PHARM INC  AMLN US       1,998.7       (42.4)       263.0
ARRAY BIOPHARMA   ARRY US         120.0       (78.8)        28.4
ATLATSA RESOURCE  ATL SJ          920.8      (233.7)        20.0
AUTOZONE INC      AZO US        6,148.9    (1,416.8)      (623.1)
BOSTON PIZZA R-U  BPF-U CN        166.1       (91.7)        (1.5)
CABLEVISION SY-A  CVC US        6,991.7    (5,641.6)      (286.1)
CAPMARK FINANCIA  CPMK US      20,085.1      (933.1)         -
CENTENNIAL COMM   CYCL US       1,480.9      (925.9)       (52.1)
CHENIERE ENERGY   CQP US        1,873.0      (442.2)       117.0
CHOICE HOTELS     CHH US          857.7       (11.2)       402.1
CIENA CORP        CIEN US       1,928.6       (41.1)       924.4
CINCINNATI BELL   CBB US        2,702.7      (696.2)       (52.8)
CLOROX CO         CLX US        4,355.0      (135.0)      (685.0)
DEAN FOODS CO     DF US         5,553.1        (3.1)       185.6
DELTA AIR LI      DAL US       44,720.0    (1,135.0)    (6,236.0)
DENNY'S CORP      DENN US         328.9        (2.8)       (20.3)
DIRECTV-A         DTV US       19,632.0    (4,045.0)       520.0
DOMINO'S PIZZA    DPZ US          424.6    (1,369.1)        52.9
DUN & BRADSTREET  DNB US        1,795.6      (821.9)      (655.6)
E2OPEN INC        EOPN US          29.7       (34.5)       (32.5)
ELOQUA INC        ELOQ US          37.5        (9.6)       (14.2)
FAIRPOINT COMMUN  FRP US        1,877.4      (184.4)        51.6
FIESTA RESTAURAN  FRGI US         286.0         2.6        (14.7)
FIFTH & PACIFIC   FNP US          900.5      (175.5)       130.9
FREESCALE SEMICO  FSL US        3,499.0    (4,498.0)     1,374.0
GENCORP INC       GY US           874.0      (171.3)        47.3
GLG PARTNERS INC  GLG US          400.0      (285.6)       156.9
GLG PARTNERS-UTS  GLG/U US        400.0      (285.6)       156.9
GOLD RESERVE INC  GRZ CN           78.3       (25.8)        56.9
GOLD RESERVE INC  GRZ US           78.3       (25.8)        56.9
GRAHAM PACKAGING  GRM US        2,947.5      (520.8)       298.5
HCA HOLDINGS INC  HCA US       27,132.0    (6,943.0)     1,690.0
HUGHES TELEMATIC  HUTC US         110.2      (101.6)      (113.8)
HUGHES TELEMATIC  HUTCU US        110.2      (101.6)      (113.8)
INCYTE CORP       INCY US         312.0      (217.2)       154.4
INFINITY PHARMAC  INFI US         113.0        (3.4)        70.2
IPCS INC          IPCS US         559.2       (33.0)        72.1
ISTA PHARMACEUTI  ISTA US         124.7       (64.8)         2.2
JUST ENERGY GROU  JE US         1,543.0      (527.2)      (481.0)
JUST ENERGY GROU  JE CN         1,543.0      (527.2)      (481.0)
LIMITED BRANDS    LTD US        6,616.0      (131.0)     1,526.0
LIN TV CORP-CL A  TVL US          839.2       (51.8)        52.7
LORILLARD INC     LO US         2,576.0    (1,568.0)       881.0
MARRIOTT INTL-A   MAR US        6,007.0    (1,124.0)    (1,287.0)
MERITOR INC       MTOR US       2,555.0      (933.0)       279.0
MERRIMACK PHARMA  MACK US          64.4       (43.6)        21.0
MONEYGRAM INTERN  MGI US        5,185.1      (116.1)       (35.3)
MORGANS HOTEL GR  MHGC US         545.9      (110.1)        (7.0)
MPG OFFICE TRUST  MPG US        2,061.5      (827.9)         -
NATIONAL CINEMED  NCMI US         794.2      (354.5)        95.8
NAVISTAR INTL     NAV US       11,384.0      (407.0)     1,658.0
NB MANUFACTURING  NBMF US           -          (0.0)        (0.0)
NEXSTAR BROADC-A  NXST US         566.3      (170.6)        40.2
NPS PHARM INC     NPSP US         186.9       (45.3)       130.3
NYMOX PHARMACEUT  NYMX US           6.4        (5.2)         2.9
ODYSSEY MARINE    OMEX US          22.4       (29.5)       (26.9)
OMEROS CORP       OMER US          10.1       (20.5)        (8.7)
PALM INC          PALM US       1,007.2        (6.2)       141.7
PDL BIOPHARMA IN  PDLI US         259.8      (161.1)       144.3
PEER REVIEW MEDI  PRVW US           1.2        (3.8)        (3.8)
PLAYBOY ENTERP-B  PLA US          165.8       (54.4)       (16.9)
PLAYBOY ENTERP-A  PLA/A US        165.8       (54.4)       (16.9)
PRIMEDIA INC      PRM US          208.0       (91.7)         3.6
PROTECTION ONE    PONE US         562.9       (61.8)        (7.6)
QUALITY DISTRIBU  QLTY US         454.5       (29.8)        60.7
REGAL ENTERTAI-A  RGC US        2,306.3      (542.3)        62.5
RENAISSANCE LEA   RLRN US          57.0       (28.2)       (31.4)
REVLON INC-A      REV US        1,173.9      (665.6)       177.8
RURAL/METRO CORP  RURL US         303.7       (92.1)        72.4
SALLY BEAUTY HOL  SBH US        1,813.5      (202.0)       449.5
SINCLAIR BROAD-A  SBGI US       2,160.2       (66.3)        (1.4)
TAUBMAN CENTERS   TCO US        3,096.1      (295.3)         -
TEMPUR-PEDIC INT  TPX US          865.5       (12.1)       258.9
THERAPEUTICS MD   TXMD US           1.5        (3.4)        (1.3)
THRESHOLD PHARMA  THLD US          86.3       (51.4)        71.2
UNISYS CORP       UIS US        2,397.9    (1,190.0)       463.1
VECTOR GROUP LTD  VGR US          885.7      (119.5)       248.2
VERISIGN INC      VRSN US       1,942.0       (59.2)       858.0
VIRGIN MOBILE-A   VM US           307.4      (244.2)      (138.3)
WEIGHT WATCHERS   WTW US        1,193.6    (1,784.6)      (259.9)
ZAZA ENERGY CORP  ZAZA US         255.8       (24.3)         3.7



                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

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

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

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

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

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

                           *********

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

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise
Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2012.  All rights reserved.  ISSN: 1520-9474.

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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
not guaranteed.

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firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
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                  *** End of Transmission ***