TCR_Public/120827.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Monday, August 27, 2012, Vol. 16, No. 238

                            Headlines

AAIPHARMA INC: Cut Loose From Darvocet, Darvon MDL Suits
ACTIVECARE INC: Had $2.4 Million Net Loss in June 30 Quarter
AE BIOFUELS: Inks License Agreement with Chevron Lummus
AFA FOODS: Finds Buyer for Last Facility
AG PRO: Case Summary & 20 Largest Unsecured Creditors

AGS HOLDINGS: S&P Withdraws 'B-' Issuer Credit Rating
ALLIANT TECHSYSTEMS: S&P Keeps 'BB' Corporate Credit Rating
AMERICAN AIRLINES: US Air, AMR Pilots Agree on Seniority Lists
AMERICAN BETHEL: Case Summary & 20 Largest Unsecured Creditors
AMERICAN NATURAL: Steven Ensz Discloses 8% Equity Stake

AMERICAN NATURAL: Michael Paulk Discloses 6.6% Equity Stake
APPLIANCE DOCTOR: Case Summary & 20 Largest Unsecured Creditors
ASPEN GROUP: Had $1.7 Million Net Loss in Second Quarter
ATLANTIC BROADBAND: Moody's Assigns 'B1' Corporate Family Rating
AUTOMOTIVE REALTY: Voluntary Chapter 11 Case Summary

AVENTINE RENEWABLE: Has Support for Out-of-Court Restructuring
BANBURY METROLOFTS: Case Summary & 10 Unsecured Creditors
BEACH AT MASON: Case Summary & 20 Largest Unsecured Creditors
BEHRINGER HARVARD: Sells Dallas Office Building for $20 Million
BEHRINGER HARVARD: To Sell Irving Office Complex for $22-Mil.

BERING EXPLORATION: Had $789,000 Net Loss in March 31 Quarter
BERNARD L. MADOFF: Rakoff to Rule on Subsequent Recipient Suits
BERNARD L. MADOFF: Court OKs $2.4-Bil. Payout to Madoff Victims
BEYOND OBLIVION: Court Approves Liquidation Plan
BION ENVIRONMENTAL: Top Executives to Extend Service for 1 Year

BON-TON STORES: Board Declares Cash Dividend of 5 Cents Per Share
BON-TON STORES: Amends Employment Pacts with EVP Stores & COO
BROADVIEW NETWORKS: Icahn Opposes Interim Loan, Prepack
BROADVIEW NETWORKS: Moody's Downgrades PDR to 'D'; Oulook Stable
BROADVIEW NETWORKS: S&P Cuts Sec. Notes Rating to D on Bankruptcy

BROADWAY FINANCIAL: To Restate 2011 Form 10-K and Q1 Form 10-Q
BROWNIE'S MARINE: Sale Proceeds Insufficient to Pay BBT in Full
CAESARS ENTERTAINMENT: Completes Offering of $750MM Sr. Notes
CASTLEVIEW LLC: U.S. Trustee Unable to Form Committee
CENTRAL FEDERAL: Sells 15 Million Common Shares for $22.5 Million

CHAMPION INDUSTRIES: In Default Under Fifth Third Credit Pact
CHARLES SCHWAB: Fitch Puts 'BB+' Rating on Preferred Stock
CHINA CEETOP.COM: Had $274,000 Net Loss in Second Quarter
CITY NATIONAL: Incurs $644,000 Net Loss in First Quarter
CITY NATIONAL: Preston Pinkett Discloses 13.3% Equity Stake

COMPETITIVE TECHNOLOGIES: Incurs $942,000 Net Loss in 2nd Quarter
CONEX INT'L: Wells, Prudential Caused Bankruptcy Over $150M Loan
CONFECTIONERS FINANCE: Petitioner Objects to Case Dismissal
CONSOLIDATION SERVICES: Had $197,000 Net Loss in Second Quarter
CONTEC HOLDINGS: Bain Unit Said to File for Bankruptcy This Week

CRAMER MOUNTAIN: Case Summary & 12 Unsecured Creditors
CROWN HOLDINGS: Moody's Upgrades CFR to 'Ba1'; Outlook Stable
CUMMINGS ENTERPRISES: Case Summary & Creditors List
DCB FINANCIAL: Amends 1.3 Million Common Shares Offering
DECISION DIAGNOSTICS: Had $756,000 Net Loss in Second Quarter

DEWEY & LEBOEUF: Collected $40MM From Clients Since Ch. 11
DEX ONE: To Merge with SuperMedia in Stock-for-Stock Transaction
DOLPHIN DIGITAL: DTC Lifts "Chill" on Common Stock
DYNEGY INC: Can Hire White & Case as Bankruptcy Counsel
DYNEGY INC: Epiq Bankruptcy Approved as Administrative Advisor

DYNEGY INC: Epiq Bankruptcy Approved as Claims and Noticing Agent
DYNEGY INC: Ernst & Young OK'd to Audit 2012 Financial Statements
DYNEGY INC: KPMG LLP OK'd as Valuation and Accounting Advisors
EASTMAN KODAK: Starts Sale Processes for Imaging Businesses
EASTMAN KODAK: Apple Files Appeal Bankr. Judge Didn't Authorize

EDG HOLDCO: S&P Assigns 'B+' Corporate Credit Rating
ENERGY EDGE: Had $6,290 Net Loss in Second Quarter
ESSENTIAL POWER: S&P Rates $665MM Sr. Secured Debt Facilities 'BB'
FIBERTOWER CORPORATION: Court OKs Andrews Kurt, BMC, FTI Hiring
FIDELITY NAT'L: Fitch Rates $400MM Sr. Unsec. Debt Offering BB+

FIFTH SEASON: Had $9.7 Million Net Loss in Second Quarter
FLETCHER INTERNATIONAL: Wants Ch. 11 Trustee Appointed
GATEHOUSE MEDIA: Board Member Burl Osborne Dies
GEO POINT: Had $283,000 Net Loss in June 30 Quarter
GOLDEN NUGGET: Moody's Upgrades CFR to 'Caa3'; Outlook Stable

GAMETECH INT'L: Court OKs BMC Group as Administrative Advisor
GAMETECH INT'L: Court OKs Greenberg Traurig as Counsel
GREAT CHINA INTERNATIONAL: Reports $664,000 Q2 Net Loss
HAMPTON ROADS: Inks Settlement Agreement with Former Pres. & CEO
HEARTHSTONE VILLAGE: Case Summary & 14 Unsecured Creditors

HEARTHWOOD NORTH: Voluntary Chapter 11 Case Summary
HERCULES OFFSHORE: Files Fleet Status Report as of Aug. 21
HOSTESS BRANDS: All Workers Now Voting on New Union Contracts
IDEARC INC: Verizon Fails Again to Dismiss $9.8-Bil. Suit
IMMUCOR INC: S&P Keeps 'BB-' Ratings on $715MM Credit Facilities

IMPERIAL CAPITAL: Says FDIC's $17MM Claim Comes 'Far Too Late'
IMPERIAL RESOURCES: Had $52,200 Net Loss in June 30 Quarter
INERGETICS INC: Had Net Loss of $1.5 Million in Second Quarter
INTELLICELL BIOSCIENCES: Reports $11 Million Net Income in Q2
ISTAR FINANCIAL: To Issue 8 Million Shares Under 2009 LTIP

JESCO CONSTRUCTION: Taps Firms to Aid in Illinois FEMA Litigation
K-V PHARMACEUTICAL: Common Stock Delisted from NYSE
K2 PURE: S&P Affirms 'B' Rating on Senior Secured Bank Facility
KUZINA HOSPITALITY: Voluntary Chapter 11 Case Summary
LODGENET INTERACTIVE: Exploring Refinancing Alternatives

LSP ENERGY: Seeks Third Extension of Exclusivity Period
LUXEYARD INC: Reports $7.5-Mil. Operating Loss in Second Quarter
LYFE COMMUNICATIONS: Had $491,500 Net Loss in Second Quarter
MAMMOTH LAKES: Settles With Developer That Caused Bankruptcy
MARCUS PITTMAN: Voluntary Chapter 11 Case Summary

MARITIME COMMUNICATIONS: Taps Graham Curtin for New Jersey Suit
MEDIA GENERAL: George Mahoney to Succeed Marshall Morton as CEO
MICHAELS STORES: Reports $13 Million Net Income in July 28 Qtr.
MILSTEIN ENTERPRISES: Case Summary & 6 Unsecured Creditors
MONTGOMERY VILLAGE: Case Summary & 20 Largest Unsecured Creditors

MONTHAVEN HOLDINGS: Case Summary & 3 Unsecured Creditors
MOTORS LIQUIDATION: Trustee Executes Amendment to GUC Trust Pact
MS MARK SHALE: Case Summary & 20 Largest Unsecured Creditors
NATIONAL CENTER: Case Summary & 20 Largest Unsecured Creditors
NAVISTAR INTERNATIONAL: Enters Into $1-Bil. Sr. Secured Facility

NEDAK ETHANOL: Inks Collateral Maintenance Pact with AgCountry
NORTH AMERICAN ENERGY: S&P Revises Outlook on 'B+' Rated Notes
NORTH CONNECTIONS: Voluntary Chapter 11 Case Summary
NUTRICION PUERTORRIQUENA: Case Summary & Creditors List
OK SOD: Case Summary & 20 Largest Unsecured Creditors

ORIGINOIL INC: Had $3.3 Million Net Loss in Second Quarter
PANDA TEMPLE: S&P Gives 'B' Rating on $340MM Senior Secured Debt
PATRIOT COAL: U.S. Trustee Supports Moving to West Virginia
PENN TREATY: Robert Alpert Lowers Equity Stake to 1.8%
PENN TREATY: Commissioner Has Until Oct. 30 to File Plan

PEREGRINE FINANCIAL: Trustee Can Hire Foley & Lardner as Counsel
PETER DEHAAN: Files Schedules of Assets and Liabilities
PETRA FUND: Final Decree Closing Chapter 11 Cases Entered
PMI GROUP: Files Suit Against PMI Mortgage, AZ Dept of Insurance
PORTER BANCORP: Wants to Hire John Davis as PBI Bank CRO

PRESIDENTIAL REALTY: Six Directors Elected at Annual Meeting
PROELITE INC: Isaac Blech Discloses 78.8% Equity Stake
PROGRESSIVE CARE: Had $53,400 Net Loss in Second Quarter
PROTEONOMIX INC: Reports $1.5 Million Net Income in 2nd Quarter
QUANTUM CORP: Stockholders Approve Amended Incentive Plans

RADIENT PHARMACEUTICALS: Negotiating Payment Agreement with GCDx
RANCHER ENERGY: Incurs $79,200 Net Loss in June 30 Quarter
RIVIERA HOLDINGS: Reports $11.8 Million Net Income in 2nd Quarter
RCS CAPITAL: Bifferato Gentilotti's as Special Counsel Approved
RIVER-BLUFF: Files List of 5 Largest Unsecured Creditors

SEALY CORP: H Partners Discloses 16.6% Equity Stake
SEARCHMEDIA HOLDINGS: Reports US$9.8 Million Profit in H1 2012
SEARCHMEDIA HOLDINGS: Inks LCD Advertising Joint Venture in China
SELECT SPACE: Case Summary & 20 Largest Unsecured Creditors
SERVICEMASTER COMPANY: Moody's Lifts Secured Debt Rating to 'Ba3'

SHARON HANNA: Voluntary Chapter 11 Case Summary
SHENGDATECH INC: Posts $9.5 Million Net Loss in July
SIRACH PROPERTIES: Case Summary & 4 Unsecured Creditors
SOLYNDRA LLC: Seagate Agrees to Buy Plant for $90 Million
SOUTHERN STAR: S&P Affirms 'BB+' Senior Unsecured Rating

SOUTHERN WATERVIEW: Voluntary Chapter 11 Case Summary
STEVEN BEGGROW: Case Summary & Largest Unsecured Creditor
STOCKTON, CA: Bankruptcy to Go Under Microscope in January
SYMS CORP: Creditors Object to Second Amended Ch. 11 Plan
SYNAGRO TECHNOLOGIES: Moody's Cuts CFR to 'Caa3'; Outlook Neg.

SYSTEM ENERGY: Moody's Raises Sr. Unsec. Debt Rating From 'Ba1'
TALON THERAPEUTICS: James Flynn Discloses 51.6% Equity Stake
THINKFILM INC: Jury Awards Bergstein and Firms $49.5 Million
THOR INDUSTRIES: Realty Executives OK'd to Market Mountain Lake
THOR INDUSTRIES: Shanks & Blackstock OK'd as Spl. Purposes Counsel

THOR INDUSTRIES: Souther & Newhouse Approved as Accountant
THUNDER MOUNTAIN: Case Summary & 5 Unsecured Creditors
TRANSPORT, INC.: Case Summary & 20 Largest Unsecured Creditors
TRIDENT MICROSYSTEMS: Can Examine Ex-Director, Judge Says
UNIVERSAL CORP: S&P Affirms 'BB' Rating on Preferred Stock

VHGI HOLDINGS: Montgomery Replaces Pritchett as Accountants
VISTA MARKETING: Voluntary Chapter 11 Case Summary
VISUALANT INC: Extends Maturity of Gemini Note to Sept. 2013
VOICE ASSIST: Incurs $729,000 Net Loss in Second Quarter
VOICESERVE INC: Reports $33,100 Net Income in June 30 Quarter

WELLESLEY REALTY: Voluntary Chapter 11 Case Summary
WEYERHAEUSER CO: Fitch Retains 'BB+' Sr. Unsecured Debt Rating

* Moody's Says US Not-for-Profit Hospitals Prepare for Change
* Moody's Says US Midwest Droughts to Result in Insurer Losses
* S&P 2012 Corporate Default Tally of 53 Matches Last Year's

* Florida Shooting Neither Criminal Nor Nondischargeable
* Simultaneous Bankruptcies Not Automatically Barred
* 10th Cir. Appoints Davi Thuma as New Mexico Bankruptcy Judge

* BOND PRICING -- For Week From Aug. 13 to 17, 2012

                            *********

AAIPHARMA INC: Cut Loose From Darvocet, Darvon MDL Suits
--------------------------------------------------------
Juan Carlos Rodriguez at Bankruptcy Law360 reports that a Kentucky
federal judge on Tuesday tossed 17 lawsuits against AAIPharma LLC,
NeoSan Pharmaceuticals Inc. and AAIPharma Development Services
Inc. in a multidistrict litigation over injuries tied to
painkillers Darvocet and Darvon, saying the plaintiffs couldn't
prove who made the drugs they took.

Bankruptcy Law360 says the suits claim the companies, as well as
Xanodyne Pharmaceuticals Inc. and Eli Lilly & Co., failed to
address cardiac risks associated with the painkillers, which
contain the active ingredient propoxyphene.

                       About aaiPharma Inc.

Headquartered in Wilmington, North Carolina, aaiPharma Inc. --
http://aaipharma.com/-- provides product development services to
the pharmaceutical industry and sells pharmaceutical products that
primarily target pain management.  AAI operates two divisions:
AAI Development Services and Pharmaceuticals Division.

The Company and eight of its debtor-affiliates filed for chapter
11 protection on May 10, 2005 (Bankr. D. Del. Case No. 05-11341).
Karen McKinley, Esq., and Mark D. Collins, Esq., at Richards,
Layton & Finger, P.A.; Jenn Hanson, Esq., and Gary L. Kaplan,
Esq., at Fried, Frank, Harris, Shriver & Jacobson LLP; and the
firm of Robinson, Bradshaw & Hinson, P.A., represent the Debtors
in their restructuring efforts.  When the Debtors filed for
bankruptcy, they reported $323,323,000 in consolidated assets and
consolidated debts totaling $446,693,000.

As reported in the Troubled Company Reporter on March 9, 2006,
aaiPharma Inc. has emerged from chapter 11, and the Company's
Joint Chapter 11 Plan has become effective.

The Company's Joint Chapter 11 Plan was confirmed by the U.S.
Bankruptcy Court for the District of Delaware on Jan. 20, 2006.
The Company's chapter 11 process included a sale of substantially
all of the assets of its pharmaceutical division in July 2005 and
the restructuring of the Company's business around its development
services division.


ACTIVECARE INC: Had $2.4 Million Net Loss in June 30 Quarter
------------------------------------------------------------
ActiveCare, Inc., reported a net loss of $2.44 million on $432,296
of revenues for the three months ended June 30, 2012, compared
with a net loss of $2.90 million on $184,899 of revenues for the
three months ended June 30, 2011.

According to the Company's quarterly report on Form 10-Q,
derivative loss was $1.32 million and $0 in the quarters ended
June 30, 2012, and 2011, respectively.

For the nine months ended June 30, 2012, the Company had a net
loss of $8.41 million on $781,779 of revenues, compared with a net
loss of $6.24 million on $573,667 of revenues for the nine months
ended June 30, 2011.

Derivative loss was $1.35 million and $0 in the nine months ended
June 30, 2012, and 2011, respectively.

The Company's balance sheet at June 30, 2012, showed $2.08 million
in total assets, $5.34 million in total liabilities, and a
stockholders' deficit of $3.26 million.

"Even though the Company had a positive gross margin for the three
months ended June 30, 2012, the Company incurred a negative gross
margin and has negative cash flows from operating activities for
the years ended Sept. 30, 2011, and 2010, and for the nine months
ended June 30, 2012.  These factors raise substantial doubt about
the Company's ability to continue as a going concern."

"In order for the Company to remove substantial doubt about its
ability to continue as a going concern, the Company must continue
to improve gross margins and generate positive cash flows from
operations and obtain the necessary funding to meet its projected
capital investment requirements."

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

                       http://is.gd/Yd8qvY

South West Valley City, Utah-based ActiveCare, Inc., is organized
into three business segments based primarily on the nature of the
Company's products.  The Stains and Reagents segment is engaged in
the business of manufacturing and marketing medical diagnostic
stains, solutions and related equipment to hospitals and medical
testing labs.  The CareServices segment is engaged in the business
of developing, distributing and marketing mobile health monitoring
and concierge services to distributors and customers.  The Chronic
Illness Monitoring segment is primarily engaged in the monitoring
of diabetic patients on a real time basis.

The Company's business plan is to develop and market products for
monitoring the health of and providing assistance to mobile and
homebound seniors and the chronically ill, including those who may
require a personal assistant to check on them during the day to
ensure their safety and well being.

                           *     *     *

As reported in the TCR on Dec. 30, 2011, Hansen, Barnett &
Maxwell, P.C., expressed substantial doubt about ActiveCare's
ability to continue as a going concern, following the Company's
results for the year ended Sept. 30, 2011.  The independent
auditors noted that the Company has incurred recurring
operating losses and has an accumulated deficit.


AE BIOFUELS: Inks License Agreement with Chevron Lummus
-------------------------------------------------------
Aemetis, Inc., formerly known as AE Biofuels Inc., has signed a
license agreement with Chevron Lummus Global for the inexpensive,
rapid production of renewable jet and diesel fuel by the
conversion of existing biofuels and petroleum refineries.  The
license agreement grants Aemetis Advanced Fuels Inc., a wholly-
owned subsidiary of Aemetis, the use of the Biofuels ISOCONVERSION
Process for the production of 100% drop-in renewable jet fuel and
diesel in Aemetis biorefineries throughout North America.

"Chevron Lummus Global is a technology leader in hydroprocessing
technology with more than 400 refinery units operating worldwide,"
stated Leon de Bruyn, Managing Director of CLG.  "The Biofuels
ISOCONVERSION Process is different from other licensed
technologies in that the biodiesel and biojet produced from the
unit are truly fungible fuel products meeting all ASTM and
military quality specifications.  This offers our clients a unique
advantage by eliminating the need to blend petroleum derived
diesel and jet into biofuels to meet current quality
requirements."

"As an experienced biofuels company that is already operating
refineries in the US and Asia, Aemetis brings significant momentum
to the commercialization of this revolutionary renewable jet and
diesel fuel production process developed by Chevron Lummus Global
and ARA," said Chuck Red, Program Manager at ARA.

"This technology is ideally suited for the conversion of existing
biofuels production facilities by utilizing the rail siding,
feedstock unloading, raw material storage tanks, power generation
units, Clean In Place system, neat fuel storage tanks and loadout
equipment," said Eric McAfee, Chairman and CEO of Aemetis.
"Expanding or converting existing biofuels and refining facilities
to use the Biofuels ISOCONVERSION Process accelerates the scale up
of production to supply the 70 billion gallon per year global
market for jet fuel and the 50 billion gallon US market for
diesel."

                         About AE Biofuels

AE Biofuels, Inc. (OTC BB: AEBF) -- http://www.aebiofuels.com/--
is a biofuels company based in Cupertino, California, developing
sustainable solutions to address the world's renewable energy
needs.  The Company is commercializing its patent-pending next-
generation cellulosic ethanol technology that enables the
production of biofuels from both non-food and traditional
feedstocks.  Its wholly-owned Universal Biofuels subsidiary built
and operates a nameplate 50 million gallon per year biodiesel
production facility on the east coast of India.

The Company reported a net loss of $1.72 million on $1.59 million
of sales for the three months ended Sept. 30, 2010, compared with
a net loss of $3.78 million on $4.05 million of sales for the same
period a year earlier.

BDO Seidman, LLP, in San Jose, Calif., expressed substantial doubt
about AE Biofuels' ability to continue as a going concern,
following the Company's 2009 results.  The independent auditors
noted that the Company has incurred recurring losses, and has a
working capital deficit and total stockholders' deficit as of
Dec. 31, 2009.

The Company's balance sheet at Sept. 30, 2010, showed
$20.23 million in total assets, $29.03 million in total
liabilities, all current, and a stockholders' deficit of
$8.80 million.  The Company has not filed financial reports after
filing its Form 10-Q for the quarter ended Sept. 30, 2010.


AFA FOODS: Finds Buyer for Last Facility
----------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that AFA Foods Inc. now has a buyer for its last plant, in
New York.  Controlled by Yucaipa Cos., AFA already sold plants in
California, Georgia, Pennsylvania and Texas.  Having lined up a
buyer for the last facility, the company is soliciting other bids
by Aug. 27.  There will be an auction on Aug. 28, followed by a
hearing on Aug. 29 in U.S. Bankruptcy Court in Delaware for
approval of the sale.  A group of four buyers will pay
$2.21 million, unless outbid at auction.

                        About AFA Foods

King of Prussia, Pennsylvania-based AFA Foods Inc. is one of the
largest processors of ground beef products in the United States.
The Company has five processing facilities and two ancillary
facilities across the country with annual processing capacity of
800 million pounds.  AFA has seven facilities capable of producing
800 million pound of ground beef annually.  Revenue in 2011 was
$958 million.

Yucaipa Cos. acquired the business in 2008 and currently owns 92%
of the common stock and all of the preferred stock.

AFA Foods, AFA Investment Inc. and other affiliates filed for
Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-11127) on
April 2, 2012, after recent changes in the market for its ground
beef products and the impact of negative media coverage related to
boneless lean beef trimmings -- BLBT -- affected sales.

Judge Mary Walrath presides over the case.  Lawyers at Jones Day
and Pachulski Stang Ziehl & Jones LLP serve as the Debtors'
counsel.  FTI Consulting Inc. serves as financial advisors and
Imperial Capital LLC serves as marketing consultants.  Kurtzman
Carson Consultants LLC serves as noticing and claims agent.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven
members to the official committee of unsecured creditors in the
Chapter 11 cases of AFA Investment Inc., AFA Foods and their
debtor-affiliates.  The Committee has obtained approval to hire
McDonald Hopkins LLC as lead counsel and Potter Anderson &
Corroon LLP serves as co-counsel.  The Committee also obtained
approval to retain J.H. Cohn LLP as its financial advisor, nunc
pro tunc to April 13, 2012.

The Chapter 11 case is being financed with a loan of about $60
million provided by existing lenders General Electric Capital
Corp. and Bank of America Corp.  Prepetition liabilities included
$11.5 million on a term loan and $47.9 million on a revolving
credit owed to first-lien lenders GECC and Bank of America.

Sales of the assets generated enough to cover the first lien, AFA
said.  An affiliate of Yucaipa Cos. has a $75.6 million second
lien.  There was $60 million owing to trade suppliers, according
to court filing.


AG PRO: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------
Debtor: Ag Pro Ltd.
        14 Commerce Drive
        Massena, NY 13662

Bankruptcy Case No.: 12-61549

Chapter 11 Petition Date: August 20, 2012

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

Debtor's Counsel: Mahlon T. Clements, Esq.
                  P.O. Box 213
                  912 Main Street
                  Morristown, NY 13664
                  Tel: (315) 375-6789

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 20 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/nynb12-61549.pdf

The petition was signed by Fred Pollard, president.


AGS HOLDINGS: S&P Withdraws 'B-' Issuer Credit Rating
-----------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings, including
its 'B-' issuer credit rating, on Las Vegas, Nev.-based AGS
Holdings LLC and its subsidiaries at the issuer's request. "The
company refinanced its existing debt with new terms loans, which
we have not been asked to rate. While the transaction eliminates
near-term debt maturities, we believe the 'B-' rating would have
been unaffected by the refinancing, based on our assessment of
AGS's business risk profile as 'vulnerable' and its financial risk
profile as 'highly leveraged,' according to our criteria," S&P
said.


ALLIANT TECHSYSTEMS: S&P Keeps 'BB' Corporate Credit Rating
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BBB-' issue-level
rating to Alliant Techsystems Inc.'s $200 million incremental
secured term loan due 2017. Alliant intends to use the proceeds--
plus cash on hand--to redeem $400 million of its 6.75%
subordinated notes. "We also assigned a '1' recovery rating to the
debt, indicating our expectation for very high (90%-100%) recovery
for lenders in the event of a payment default," S&P said.

The 'BB' corporate credit rating is unchanged. The outlook remains
negative, reflecting risks to the company's government programs.

"The existing issue ratings are also unchanged. The addition to
secured debt implies less value available for both the existing
secured and subordinated creditors. However, the somewhat lower
recovery for secured debt is still within the bounds of our high
recovery category. With respect to the lower priority debt, we
also see no meaningful change in the recovery prospects, given the
anticipated offsetting reduction in the amount of such debt from
Alliant's redemption of the 6.75% subordinated notes," S&P said.

Ratings List

Alliant Techsystems Inc.
Corporate Credit Rating               BB/Negative/--

New Rating

Alliant Techsystems Inc.
$200 mil secured term loan due 2017   BBB-
  Recovery Rating                      1


AMERICAN AIRLINES: US Air, AMR Pilots Agree on Seniority Lists
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that pilots at US Airways Group Inc. and AMR Corp. worked
out the terms of a tentative contract to accompany a merger of the
two airlines.  The contract would meld seniority lists from both
airlines, surmounting a perennial problem anytime airlines merge.

According to the report, the board of the union for the American
Airlines pilots approved taking a strike authorization vote once
the company implements the new contract the bankruptcy judge said
he would approve once changes are made.  There is a hearing
scheduled on Sept. 4 for court approval of the revised contract
the union unsuccessfully opposed.

The Bloomberg report disclosed that under a decision from the U.S.
Court of Appeals in Manhattan arising in the bankruptcy
reorganization of Northwest Airlines Inc., union workers at an
airline can't strike even if the court lowers wages and benefits
without the workers' consent.  The union and the airline must
negotiate until the National Mediation Board declares impasse.

                      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).

                         About US Airways

US Airways -- http://www.usairways.com/-- along with US Airways
Shuttle and US Airways Express, operates more than 3,000 flights
per day and serves more than 190 communities in the U.S., Canada,
Mexico, Europe, the Middle East, the Caribbean, Central and South
America.

Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for $240 million infusion of new capital.

US Airways and its subsidiaries filed another Chapter 11 petition
(Bankr. E.D. Va. Case No. 04-13820) on Sept. 12, 2004.  Brian P.
Leitch, Esq., Daniel M. Lewis, Esq., and Michael J. Canning, Esq.,
at Arnold & Porter LLP, and Lawrence E. Rifken, Esq., and Douglas
M. Foley, Esq., at McGuireWoods LLP, represented the Debtors in
their restructuring efforts.  The USAir II bankruptcy plan became
effective on September 27, 2005.  The Debtors completed their
merger with America West on the same date. (US Airways Bankruptcy
News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).

As of Sept. 30, 2010, US Airways had $8.006 billion in total
assets, $3.049 billion in current liabilities, $4.883 billion in
non-current liabilities, and $74 million in stockholders' equity.

                          *     *     *

US Airways Group carries Moody's "Caa1" Long-Term rating, LT Corp.
family rating and probability of default rating.  Outlook is
negative.

US Airways Group carries Standard & Poor's "B-" LT Foreign Issuer
Credit rating and LT Local Issuer credit rating.  Outlook is also
negative.

US Airways Group carries Fitch's "CCC" LT Issuer default rating
and "C" Senior unsecured debt rating.  Outlook is also negative

                      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.

The Company'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.

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 BETHEL: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: American Bethel Corporation
        P.O. Box 1446
        Roanoke, VA 24007

Bankruptcy Case No.: 12-71523

Chapter 11 Petition Date: August 20, 2012

Court: U.S. Bankruptcy Court
       Western District of Virginia (Roanoke)

Judge: William F. Stone, Jr.

Debtor's Counsel: Mark A. Black, Esq.
                  BRUMBERG MACKEY & WALL, P.L.C.
                  P.O. Box 2470
                  30 W Franklin Road, Suite 800
                  Roanoke, VA 24010
                  Tel: (540) 343-2956
                  E-mail: mblack@bmwlaw.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 with the petition is available for free at:
http://bankrupt.com/misc/vawb12-71523.pdf

The petition was signed by John C. Eberhardt, president.


AMERICAN NATURAL: Steven Ensz Discloses 8% Equity Stake
-------------------------------------------------------
In a Schedule 13D filing with the U.S. Securities and Exchange
Commission, Steven P. Ensz, principal financial and accounting
officer of American Natural Energy Corporation, disclosed that, as
of Feb. 17, 2012, he beneficially owns 2,064,832 shares of common
stock of the Company representing 8% of the shares outstanding.  A
copy of the filing is available for free at http://is.gd/ZTY4m0

                       About American Natural

American Natural Energy Corporation (TSX Venture: ANR.U) is a
Tulsa, Oklahoma-based independent exploration and production
company with operations in St. Charles Parish, Louisiana.

The Company reported a net loss of $905,792 in 2011, compared with
a net loss of $2.06 million in 2010.

In its audit report accompanying the 2011 financial statements,
MaloneBailey, LLP, in Houston, Texas, 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 in
2011 and has a working capital deficiency and an accumulated
deficit at Dec. 31, 2011.

The Company's balance sheet at June 30, 2012, showed $17.11
million in total assets, $10.44 million in total liabilities and
$6.67 million in total stockholders' equity.


AMERICAN NATURAL: Michael Paulk Discloses 6.6% Equity Stake
-----------------------------------------------------------
In a Schedule 13D filing with the U.S. Securities and Exchange
Commission, Michael K. Paulk, president and chief executive
officer of American Natural Energy Corporation disclosed that, as
of Feb. 17, 2012, he beneficially owns 1,714,888 shares of common
stock of the Company representing 6.6% of the shares outstanding.
A copy of the filing is available at http://is.gd/QmvYhv

                      About American Natural

American Natural Energy Corporation (TSX Venture: ANR.U) is a
Tulsa, Oklahoma-based independent exploration and production
company with operations in St. Charles Parish, Louisiana.

The Company reported a net loss of $905,792 in 2011, compared with
a net loss of $2.06 million in 2010.

In its audit report accompanying the 2011 financial statements,
MaloneBailey, LLP, in Houston, Texas, 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 in
2011 and has a working capital deficiency and an accumulated
deficit at Dec. 31, 2011.

The Company's balance sheet at June 30, 2012, showed $17.11
million in total assets, $10.44 million in total liabilities and
$6.67 million in total stockholders' equity.


APPLIANCE DOCTOR: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Appliance Doctor Inc.
        aka The Appliance Doctor
            Doctor Appliance Inc.
        1309 N. Mosley Street
        Wichita, KS 67214

Bankruptcy Case No.: 12-12278

Chapter 11 Petition Date: August 20, 2012

Court: U.S. Bankruptcy Court
       District of Kansas (Wichita)

Judge: Robert E. Nugent

Debtor's Counsel: Mark J. Lazzo, Esq.
                  MARK J. LAZZO, P.A.
                  Landmark Office Park
                  3500 N. Rock Road
                  Building 300, Suite B
                  Wichita, KS 67226
                  Tel: (316) 263-6895
                  Fax: (316) 264-4704
                  E-mail: mark@lazzolaw.com

Scheduled Assets: $430,532

Scheduled Liabilities: $953,891

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/ksb12-12278.pdf

The petition was signed by Terry W. Conway, president.


ASPEN GROUP: Had $1.7 Million Net Loss in Second Quarter
--------------------------------------------------------
Aspen Group, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $1.7 million on $1.4 million of revenues
for the three months ended June 30, 2012, compared with a net
loss of $308,679 on $950,592 of revenues for the same period
last year.

For the six months ended June 30, 2012, the Company had a net loss
of $3.4 million on $2.8 million of revenues, compared with a net
loss of $350,821 on $2.0 million of revenues for the same period a
year earlier.

The Company's balance sheet at June 30, 2012, showed $3.7 million
in total assets, $5.6 million in total liabilities, and a
stockholders' deficit of $1.9 million.

The Company had a net loss allocable to common stockholders of
$3.5 million and negative cash flows from operations of
$2.0 million for the six months ended June 30, 2012.  "The
Company's ability to continue as a going concern is contingent on
securing additional debt or equity financing from outside
investors.  These matters raise substantial doubt about the
Company's ability to continue as a going concern."

"Management plans to continue to implement its business plan and
to fund operations by raising additional capital through the
issuance of debt and equity securities.  The Company has presently
engaged a placement agent, Laidlaw & Company (UK) Ltd., to assist
with raising up to $7,200,000 in additional debt and equity
capital subsequent to the close of the merger with Aspen Group,
Inc.  Since the beginning of 2012, the Company has raised
$2,306,000 in gross funding including $1,706,000 from the sale of
convertible notes and warrants under the Laidlaw arrangement and
$600,000 from the sale of convertible notes to the Company's CEO."

A copy of the Form 10-Q for the quarterly period ended June 30,
2012, is available for free at http://is.gd/FdxqRD

The Company also filed Amendment No. 1 to its quarterly report for
the three months ended March 31, 2012, filed on May 15, 2012.
According to the Company, the Amendment was necessary to reflect a
restatement relating to the write-off of a loan receivable of
approximately $2.2 million owed by a corporation which is believed
to still be controlled by Aspen's former Chairman.  The Amendment
was also necessary to reflect the failure to record an accrued
expense of $163,545.  "Except as otherwise stated herein, no other
information contained in the Initial 10-Q has been updated by this
report, and no disclosures have been updated to reflect events
that occurred at a later date."

Revenue for the quarter ended March 31, 2012, rose to $1.4 million
from $1.0 million for the quarter ended March 31, 2011, an
increase of 34.7%.

For the quarter ended March 31, 2012, Aspen's operations produced
a net loss of $1.8 million as compared with the prior year first
quarter's net loss of $42,142.

A copy of the Form 10-Q/A for the quarterly period ended March 31,
2012, is available for free at http://is.gd/Qj9yU0

Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in
1987 as the International School of Information Management.  On
Sept. 30, 2004, it was acquired by Higher Education Management
Group, Inc., and changed its name to Aspen University Inc.  On
May 13, 2011, the Company formed in Colorado a subsidiary, Aspen
University Marketing, LLC, which is currently inactive.  On
March 13, 2012, the Company was recapitalized in a reverse merger.

Aspen's mission is to become an institution of choice for adult
learners by offering cost-effective, comprehensive, and relevant
online education.  Approximately 88% of the Company's degree-
seeking students (as of June 30, 2012) were enrolled in graduate
degree programs (Master or Doctorate degree program).  Since 1993,
the Company has been nationally accredited by the Distance
Education and Training Council, a national accrediting agency
recognized by the U.S. Department of Education.


ATLANTIC BROADBAND: Moody's Assigns 'B1' Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service assigned B1 corporate family and
probability of default ratings to Atlantic Broadband Operating
Holdings, as well as a Ba3 rating to its proposed senior secured
first lien credit facilities and an SGL-2 liquidity rating. The
outlook is stable. Moody's also withdrew all ratings of
predecessor company Atlantic Broadband Finance, LLC as part of a
corporate reorganization resulting from the pending acquisition of
Atlantic Broadband by Cogeco Cable Inc (Cogeco) from private
equity owners, expected to close before the end of 2012. The
effective upgrade from the prior B2 CFR at Atlantic Broadband
Finance, LLC is based upon a modest decrease in leverage on
closing and ownership by a strong strategic owner more likely to
favor a conservative capital structure than private equity.

The proposed transaction reduces Atlantic Broadband's leverage to
6.2 times debt-to-EBITDA from 6.7 times. Even after increasing
debt to fund the acquisition, Cogeco will have a reasonably strong
financial profile, with the capacity to provide solid sponsorship
despite the absence of guarantees on the proposed Atlantic
Broadband debt. Moody's estimates Cogeco's leverage will increase
to approximately 2.8 times debt-to-EBITDA pro forma for the
transaction from 1.9 times (based on trailing twelve months EBITDA
through May 31).

Atlantic Broadband Operating Holdings

    Corporate Family Rating, Assigned B1

    Probability of Default Rating, Assigned B1

    Speculative Grade Liquidity Rating, Assigned SGL-2

    Senior Secured First Lien Revolver, Assigned Ba3, LGD3, 36%

    Senior Secured First Lien Term Loan, Assigned Ba3, LGD3, 36%

Atlantic Broadband Finance, LLC (Old)

    Corporate Family Rating, Withdrawn, previously rated B2

    Probability of Default Rating, Withdrawn, previously rated B2

    Speculative Grade Liquidity Rating, Withdrawn, previously
    rated SGL-2

Ratings Rationale

Atlantic Broadband's B1 CFR primarily reflects leverage of
slightly over 6 times debt-to-EBITDA, which poses risk for a small
company operating in a competitive environment, but the solid
EBITDA margin and good liquidity profile enable the company to
better manage the leverage. Also, Atlantic Broadband currently
benefits from a relatively more benign competitive environment
than some cable peers, with FiOS and uVerse combined operating in
only about 10% of its footprint. This environment, combined with
the recent network upgrade and plans for further investment,
positions the company well for continued high speed data (HSD)
subscriber gains and upside from its commercial business.
Nevertheless, the direct broadcast satellite operators pose
formidable competition for the mature core video product, which
still comprises about half of total revenue, and over time the
telecom operators could create a greater threat with either lower
prices or improved HSD offerings.

The stable outlook incorporates Moody's expectations for leverage
to fall to the mid 5 times debt-to-EBITDA range over the next 18
months, driven by a combination of debt reduction and EBITDA
growth. The outlook also assumes maintenance of good liquidity and
that Atlantic Broadband will continue to offset video subscriber
erosion with high speed and phone subscriber gains.

Moody's would consider an upgrade based on expectations for
debt/EBITDA sustained around 4 times and sustained high single
digit free cash flow-to-debt. An upgrade would also require
evidence of Cogeco's commitment to maintaining this more
conservative credit profile.

Moody's would consider a downgrade based on expectations for debt-
to-EBITDA to remain closer to 6 times, a deterioration of the
liquidity profile, or evidence of below-peer subscriber trends.

The principal methodology used in rating Atlantic Broadband was
the Global Cable Television 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.

Headquartered in Quincy, Massachusetts, Atlantic Broadband serves
approximately 252 thousand video, 156 thousand high speed data and
72 thousand phone residential subscribers across Western
Pennsylvania, Maryland, Delaware, Miami Beach and South Carolina
in addition to providing commercial video, high speed data, and
phone services within its footprint. The company was formed in
August 2003 from Charter Communications' divestiture of certain
cable assets to private equity sponsors ABRY Partners, Oak Hill
Capital Partners, and management. On July 18, Cogeco Cable, Inc.,
announced a definitive plan to acquire the company, expected to
close in late 2012. Atlantic Broadband's annual revenue is
approximately $335 million.

With headquarters in Montreal, Cogeco Cable, Inc. provides
residential customers in Ontario and Qu‚bec with television, high
speed Internet, and telephony services. Cogeco Cable also provides
advanced communication solutions to commercial customers. Its
annual revenue is approximately $1.4 billion.


AUTOMOTIVE REALTY: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Automotive Realty Associates, Inc.
        1435 Route 112
        Port Jefferson Station, NY 11776

Bankruptcy Case No.: 12-75159

Chapter 11 Petition Date: August 22, 2012

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

Judge: Dorothy Eisenberg

Debtor's Counsel: Robert S Arbeit, Esq.
                  PINKS ARBEIT & NEMETH, ESQS.
                  140 Fell Court, Suite 303
                  Hauppauge, NY 11788
                  Tel: (631) 234-4400
                  Fax: (631) 234-4445
                  E-mail: robert@pinksarbeit.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 John P. Rampone, president.


AVENTINE RENEWABLE: Has Support for Out-of-Court Restructuring
--------------------------------------------------------------
Aventine Renewable Energy Holdings, Inc., has entered into a
Restructuring Agreement with 100% of its term loan lenders.  Under
the terms of this agreement the Company would convert the majority
of its outstanding term loan debt into newly issued common equity
of the Company, representing, on a fully diluted basis,
approximately 92.5% of the issued and outstanding common stock
after the issuance.

The Company's Board of Directors unanimously approved entering
into the agreement and holders of approximately 60% of its common
stock have also approved the agreement.  If completed, the Company
expects the restructuring to reduce the Company's existing debt by
approximately $135 million and significantly lower the Company's
annual cash interest expense.  As part of the transactions, the
term loan lenders have also agreed, subject to receipt of internal
credit approvals, to provide $30 million in the form of additional
indebtedness to further improve the Company's liquidity.

With the commitment of all the requisite stakeholders the
transactions are expected to be consummated without any court
approvals.  If completed, the Company expects that unsecured
creditors would not be affected by the restructuring and trade
creditors would continue to receive payments in the ordinary
course.  The transactions are targeted to close by the end of the
3rd quarter of 2012.

Completion of the transactions contemplated by the Restructuring
Agreement is subject to certain customary conditions and approvals
as well as the finalization of definitive documentation.

"The Company would like to thank its lenders and significant
stakeholders for supporting its business and operations.  These
are difficult times for the industry and the consummation of these
transactions is expected to result in a much stronger balance
sheet for the Company," said John Castle, Aventine's Chief
Executive Officer.

The securities of the Company to be issued or offered and sold
to the term loan lenders in reliance on Section 4(a)(2) or Rule
506 of Regulation D of the Securities Act of 1933, as amended,
have not been registered under the Securities Act and may not be
offered or sold in the United States absent registration or an
applicable exemption from the registration requirements.

A copy of the Restructuring Agreement is available for free at:

                        http://is.gd/D92Ejw

                      About Aventine Renewable

Pekin, Illinois-based Aventine Renewable Energy Holdings, Inc.
(OTC BB: AVRW) -- http://www.aventinerei.com/-- markets and
distributes ethanol to many of the leading energy companies in the
U.S.  In addition to producing ethanol, its facilities also
produce several by-products, such as distillers grain, corn gluten
meal and feed, corn germ and grain distillers dried yeast, which
generate revenue and allow the Company to help offset a
significant portion of its corn costs.

The Company and all of its direct and indirect subsidiaries
filed for Chapter 11 on April 7, 2009 (Bankr. D. Del. Lead Case
No. 09-11214).  The Debtors filed their First Amended Joint Plan
of Reorganization under Chapter 11 of the Bankruptcy Code on
Jan. 13, 201.  The Plan was confirmed by order entered by the
Bankruptcy Court on Feb. 24, 2010, and became effective on
March 15, 2010.

The Company reported a net loss of $43.39 million for the year
ended Dec. 31, 2011, compared with a net loss of $25.46 million
for the ten months ended Dec. 31, 2010.

The Company's balance sheet at March 31, 2012, showed $384.90
million in total assets, $248.91 million in total liabilities and
$135.98 million in total stockholders' equity.

                           *     *     *

As reported by the TCR on July 20, 2012, Standard & Poor's Ratings
Services lowered its corporate credit rating on Aventine Renewable
Energy Holdings Inc. to 'CC' from 'CCC+'.  "The downgrade reflects
the company's uncertain liquidity following its announcement that
on July 6, 2012, it entered into an amendment to its credit
agreement that could effectively prevent it from drawing on its
revolving credit facility and letters of credit," said Standard &
Poor's credit analyst Matthew Hobby.

In the Aug. 8, 2012, edition of the TCR, Moody's Investors Service
lowered Aventine Renewable Energy Holdings Inc.'s Corporate Family
Rating (CFR) to Ca from Caa3 and Probability of Default Rating to
Ca/LD from Caa3.  The CFR downgrade and Ca/LD probability of
default rating reflect Moody's understanding that Aventine did not
make its scheduled July 31, 2012, term loan interest payment.


BANBURY METROLOFTS: Case Summary & 10 Unsecured Creditors
---------------------------------------------------------
Debtor: Banbury Metrolofts, LLC
        1040 South Arlington Heights Road
        Arlington Heights, IL 60005

Bankruptcy Case No.: 12-33300

Chapter 11 Petition Date: August 22, 2012

Court: United States Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Carol A. Doyle

Debtor's Counsel: David K. Welch, Esq.
                  CRANE HEYMAN SIMON WELCH & CLAR
                  135 S Lasalle St., Suite 3705
                  Chicago, IL 60603
                  Tel: (312) 641-6777
                  Fax: (312) 641-7114
                  E-mail: dwelch@craneheyman.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 10 largest unsecured creditors
filed together with the petition is available for free at
http://bankrupt.com/misc/ilnb12-33300.pdf

The petition was signed by Dennis L. Hesse, manager.


BEACH AT MASON: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: The Beach at Mason Limited Partnership
        dba The Beach Waterpark
        aka The Beach at Mason, Ltd.
        2590 Water Park Drive
        Mason, OH 45040

Bankruptcy Case No.: 12-33854

Chapter 11 Petition Date: August 20, 2012

Court: U.S. Bankruptcy Court
       Southern District of Ohio (Dayton)

Judge: Guy R. Humphrey

Debtor's Counsel: Ira H. Thomsen, Esq.
                  LAW OFFICE OF IRA H. THOMSEN
                  140 North Main Street, Suite A
                  P.O. Box 639
                  Springboro, OH 45066
                  Tel: (937) 748-5001
                  Fax: (937) 748-5003
                  E-mail: cornell76@aol.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 20 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/ohsb12-33854.pdf

The petition was signed by Michael T. Schueler, president of Water
Parks, Inc., managing general partner.


BEHRINGER HARVARD: Sells Dallas Office Building for $20 Million
---------------------------------------------------------------
Behringer Harvard 1221 Coit LP, a 90% owned subsidiary of
Behringer Harvard Short-Term Opportunity Fund I LP, sold a two-
story office building containing approximately 125,030 rentable
square feet located on approximately 7.3 acres of land in Plano,
Texas, a suburb of Dallas, Texas to an unaffiliated buyer, Carter
Validas Properties, LLC.  The contract sales price for 1221 Coit
Road was $20.0 million.  Proceeds from the sale of the asset,
after closing costs, were used to fully satisfy the existing
indebtedness associated with the property and paydown additional
indebtedness of Behringer.

A copy of the Form 8-K filing is available for free at:

                         http://is.gd/drR2sY

                       About Behringer Harvard

Addison, Tex.-based Behringer Harvard is a limited partnership
formed in Texas on July 30, 2002.  The Company's general partners
are Behringer Harvard Advisors II LP and Robert M. Behringer.  As
of Sept. 30, 2011, seven of the twelve properties the Company
acquired remain in the Company's  portfolio.  The Company's
Agreement of Limited Partnership, as amended, provides that the
Company will continue in existence until the earlier of Dec. 31,
2017, or termination of the Partnership pursuant to the
dissolution and termination provisions of the Partnership
Agreement.

For the year ended Dec. 31 2011, Deloitte & Touche LLP, in Dallas,
Texas, noted that the uncertainty surrounding the ultimate outcome
of settling unpaid debt and its effect on the Partnership, as well
as the Partnership's operating losses at its subsidiaries, raise
substantial doubt about its ability to continue as a going
concern.  The Partnership is facing a significant amount of debt
maturities in the near future and debt which has matured but
remains unpaid, which is recourse to the Partnership.

Behringer reported a net loss of $50.15 million in 2011, a net
loss of $18.71 million in 2010, and a net loss of $15.47 million
in 2009.

The Company's balance sheet at June 30, 2012, showed
$66.71 million in total assets, $84.46 million in total
liabilities, and a $17.75 million total deficit.

                         Bankruptcy Warning

Of Behringer's $122.8 million in notes payable at March 31, 2012,
$51.3 million has matured and is subsequently in default and an
additional $50.8 million is scheduled to mature in the next twelve
months.  As of March 31, 2012, of the Company's $122.8 million in
notes payable, $110.4 million was secured by properties and $99.9
million was recourse to the Company.  The Company continues to
have negotiations and discussions with lenders to modify or
restructure loans, outcomes of which may include a sale to a third
party or returning the property to the lender.  The Company may
also consider putting certain of its subsidiaries into bankruptcy
in order to protect the Company's interest in the property.


BEHRINGER HARVARD: To Sell Irving Office Complex for $22-Mil.
-------------------------------------------------------------
Behringer Harvard 250/290 John Carpenter LP, a wholly owned
subsidiary of Behringer Harvard Short-Term Opportunity Fund I LP,
entered into a contract for the sale of a three-building office
complex containing approximately 539,000 square feet, on
approximately 15.3 acres of land located at 250/290 John Carpenter
Freeway in Irving, Texas, to an unaffiliated buyer, Fairways JC
Central, LLC.  The contract sales price for 250/290 John Carpenter
Freeway is $22.8 million.

On Aug. 15, 2012, Behringer Harvard 250/290 John Carpenter LP
terminated a contract which was previously entered into on
April, 20, 2011, for the sale of 250/290 John Carpenter Freeway to
an unaffiliated buyer, Forest City Commercial Development, Inc.
The contract sales price for 250/290 John Carpenter Freeway was
$18.9 million, with rights to additional consideration under
certain conditions.  All earnest money deposits were refunded as
required under the contract.

                      About Behringer Harvard

Addison, Tex.-based Behringer Harvard is a limited partnership
formed in Texas on July 30, 2002.  The Company's general partners
are Behringer Harvard Advisors II LP and Robert M. Behringer.  As
of Sept. 30, 2011, seven of the twelve properties the Company
acquired remain in the Company's  portfolio.  The Company's
Agreement of Limited Partnership, as amended, provides that the
Company will continue in existence until the earlier of Dec. 31,
2017, or termination of the Partnership pursuant to the
dissolution and termination provisions of the Partnership
Agreement.

For the year ended Dec. 31 2011, Deloitte & Touche LLP, in Dallas,
Texas, noted that the uncertainty surrounding the ultimate outcome
of settling unpaid debt and its effect on the Partnership, as well
as the Partnership's operating losses at its subsidiaries, raise
substantial doubt about its ability to continue as a going
concern.  The Partnership is facing a significant amount of debt
maturities in the near future and debt which has matured but
remains unpaid, which is recourse to the Partnership.

Behringer reported a net loss of $50.15 million in 2011, a net
loss of $18.71 million in 2010, and a net loss of $15.47 million
in 2009.

The Company's balance sheet at June 30, 2012, showed
$66.71 million in total assets, $84.46 million in total
liabilities, and a $17.75 million total deficit.

                        Bankruptcy Warning

Of Behringer's $122.8 million in notes payable at March 31, 2012,
$51.3 million has matured and is subsequently in default and an
additional $50.8 million is scheduled to mature in the next twelve
months.  As of March 31, 2012, of the Company's $122.8 million in
notes payable, $110.4 million was secured by properties and $99.9
million was recourse to the Company.  The Company continues to
have negotiations and discussions with lenders to modify or
restructure loans, outcomes of which may include a sale to a third
party or returning the property to the lender.  The Company may
also consider putting certain of its subsidiaries into bankruptcy
in order to protect the Company's interest in the property.


BERING EXPLORATION: Had $789,000 Net Loss in March 31 Quarter
-------------------------------------------------------------
Bering Exploration, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $789,307 on $24,077 of oil and gas revenue
for the three months ended June 30, 2012, compared with a net loss
of $562,730 on $0 revenue for the three months ended June 30,
2011.

The Company's balance sheet at June 30, 2012, showed $1.3 million
in total assets, $275,766 in total liabilities, and stockholders'
equity of $1.0 million.

"The Company has not generated significant revenue since its
inception and is unlikely to generate earnings in the immediate or
foreseeable future.  The continuation of the Company as a going
concern is dependent upon the continued financial support from its
shareholders and the ability of the Company to obtain necessary
equity financing to continue operations and the attainment of
profitable operations.  As of June 30, 2012, the Company has
accumulated losses of $7,653,653 since inception and negative
working capital of $154,882.  These factors raise substantial
doubt regarding 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/Sg2cQr

As of March 31, 2012, Bering Exploration, Inc., had two wholly-
owned subsidiaries as follows:

  -- Secure Voice Communications, Inc.  This subsidiary was
incorporated in the State of Texas on May 9, 2007, with the
initial primary focus being the development and readying for
market a SIP (Session Initiation Protocol) based approach to
defending voice traffic and voice packets against deliberate
attacks such as DoS (Denial of Service) developing information.

  -- Bering Operations, Inc. (formerly Bering Exploration (Texas),
Inc.), (formerly New Enersource, Inc.).  This subsidiary was
incorporated in the State of Texas on Aug. 28, 2007, with the
primary purpose to operate oil and gas properties.

In addition, the Company owns 25% of Intertech Bio Corporation,
which is developing products to treat cancer, infectious diseases
and other medical conditions associated with compromised immune
systems.  The Company is not actively involved in the management
of Intertech Bio.

                          *     *     *

LBB and Associates, Ltd, LLP, in Houston, Texas, expressed
substantial doubt about Bering'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 of the
the Company's limited amounts of revenue, recurring losses from
operations and negative working capital.


BERNARD L. MADOFF: Rakoff to Rule on Subsequent Recipient Suits
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that U.S. District Judge Jed Rakoff will decide after a
late November hearing whether to dismiss 42 lawsuits filed by the
trustee for Bernard L. Madoff Investment Securities LLC against
banks and investors who didn't receive payments directly from the
Madoff firm.

According to the report, Irving Picard, the Madoff trustee, sued
the so-called subsequent transferees under Section 550 of the U.S.
Bankruptcy Code, contending that they must return stolen money
even though they didn't receive it directly from Madoff.
Mr. Picard says that he is only required to show that whoever
initially received the transfer was given money stolen from other
investors.

The report relates that the subsequent transferees contend that
they can't be sued until Mr. Picard has obtained a judgment
against those who first received the transfers.  Even if
Mr. Picard wins a judgment, the subsequent transferees contend a
suit against them is barred unless it was filed within two years
of bankruptcy.  In an order filed Aug. 23, Judge Rakoff is having
the subsequent transferees file dismissal papers by Oct. 5.
Mr. Picard will file his papers on Nov. 2, giving the subsequent
transferees the right to file a final set of papers on Nov. 16.
Judge Rakoff will hear oral arguments on Nov. 30.

                      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.


BERNARD L. MADOFF: Court OKs $2.4-Bil. Payout to Madoff Victims
---------------------------------------------------------------
Lisa Uhlman at Bankruptcy Law360 reports that victims of Bernard
Madoff's Ponzi scheme are set to begin receiving $2.4 billion from
his bogus investment firm's estate, the largest payout yet in the
3 1/2-year-old case, after a New York bankruptcy judge overruled
several objections to the distribution Wednesday.

Bankruptcy Law360 relates that U.S. Bankruptcy Judge Burton R.
Lifland, who is overseeing the long-running case -- one attorney
pegged Wednesday as its 1,346th day -- approved the distribution,
which Bernard L. Madoff Investment Securities LLC liquidating
trustee Irving Picard proposed July 26, over objections by several
customers.

                        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.


BEYOND OBLIVION: Court Approves Liquidation Plan
------------------------------------------------
Jamie Santo at Bankruptcy Law360 reports that U.S. Bankruptcy
Judge Allan L. Gropper on Tuesday signed off on Beyond Oblivion
Inc.'s Chapter 11 liquidation plan, as well as a settlement
between the failed music startup and Warner Music Inc. and Sony
Music Entertainment that limits the labels' payouts from the
estate.

Judge Gropper approved the plan, which establishes a liquidating
trust to oversee the company's remaining assets, subject to a few
minor changes to the proposed confirmation order, debtor's
attorney Gerard S. Catalanello told Law360.

                        About Beyond Oblivion

Beyond Oblivion Inc. is a digital music startup that raised
$87 million from investors like Rupert Murdoch's News Corp and
investment bank Alle & Co. director Snaley Shuman.  Beyond
Oblivion aimed to compete with Apple Inc.'s iTunes but its music
service never saw the light of day.

Beyond Oblivion Inc. filed for Chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 12-10282) on Jan. 24, 2012, estimating
assets of between $1 million and $10 million, and debts of between
$100 million to $500 million.

The Company owes $50 million each to Sony Music Entertainment and
Warner Music Group in unsecured 'trade debt.'

Gerard Sylvester Catalanello, Esq., at Duane Morris LLP, in New
York, serves as counsel.


BION ENVIRONMENTAL: Top Executives to Extend Service for 1 Year
---------------------------------------------------------------
Bion Environmental Technologies, Inc., executed a memorialization
of Extension Agreements (effective July 15, 2012) with Mark A.
Smith, the Company's executive chairman, president and general
counsel and Dominic Bassani, the Company's chief executive
officer.  Mr. Smith agreed to extend his service to Bion for 18
additional months through June 30, 2014, while Mr. Bassani agreed
to continue his service to Bion as CEO for an additional year.
Messrs. Smith and Bassani agreed to continue certain deferrals of
cash compensation and other matters.

The Company also memorialized certain agreements with Edward
Schafer, the Company's Executive Vice Chairman, related to his
potential extended service to Bion, continued deferral of certain
cash compensation and other matters.

                     About Bion Environmental

Bion Environmental Technologies Inc.'s patented and proprietary
technology provides a comprehensive environmental solution to a
significant source of pollution in US agriculture, large scale
livestock facilities known as Confined Animal Feeding Operations.
Bion's technology produces substantial reductions of nutrient
releases (primarily nitrogen and phosphorus) to both water and air
(including ammonia, which is subsequently re-deposited to the
ground) from livestock waste streams based upon the Company's
operations and research to date (and third party peer review).

As of March 31, 2012, Bion had total assets of $8,528,685, total
liabilities of $9,214,838 and total deficit of $728,678.

"The Company has not generated revenues and has incurred net
losses (including significant non-cash expenses) of approximately
$6,998,000 and $2,976,000 during the years ended June 30, 2011,
and 2010, respectively, and a net loss of approximately $5,831,000
for the nine months ended March 31, 2012.  At March 31, 2012, the
Company has a working capital deficit and a stockholders' deficit
of approximately $383,000 and $814,000 respectively.  These
factors raise substantial doubt about the Company's ability to
continue as a going concern.," the Company said in its quarterly
report for the period ended March 31, 2012.


BON-TON STORES: Board Declares Cash Dividend of 5 Cents Per Share
-----------------------------------------------------------------
The Board of Directors of The Bon-Ton Stores, Inc., declared a
cash dividend of five cents per share on the Class A Common Stock
and Common Stock of the Company payable Nov. 1, 2012, to
shareholders of record as of Oct. 15, 2012.

                       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.

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.

                           *     *     *

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.


BON-TON STORES: Amends Employment Pacts with EVP Stores & COO
-------------------------------------------------------------
The Bon-Ton Stores, Inc., entered into amended employment
agreements with Stephen Byers, the Company's Executive Vice
President, Stores, Visual & Loss Prevention, and Barbara J.
Schrantz, the Company's Chief Operating Officer.  The amendments
were made for the purpose of compliance with Section 409A of the
Internal Revenue Code of 1986, as amended.  The amendments provide
that all payments to be provided upon the employees' separation
from service that are subject to Section 409A will be made in
equal installments in accordance with the Company's regular
payroll practices and will be paid at the time and manner as those
payments would have been paid had all severance payments been paid
in those equal installments.

                        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.

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.

                           *     *     *

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.


BROADVIEW NETWORKS: Icahn Opposes Interim Loan, Prepack
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Broadview Networks Holdings Inc. is hoping the
bankruptcy court in New York will approve the pre-arranged
Chapter 11 plan at an Oct. 3 confirmation hearing, although there
may be opposition from Carl Icahn's High River LP.

According to the report, Broadview has filed a prepackaged Chapter
11 plan with sufficient votes already received from the classes of
creditors and equity holders entitled to vote.  High River was
opposing the plan before the Chapter 11 filing and unsuccessfully
opposed interim approval of financing Aug. 23.

The report relates that the bankruptcy judge approved an interim
$16.5 million revolving credit from lenders with CIT
Group/Business Credit Inc. as agent.  Before bankruptcy, there was
$13.9 million owing on the credit, also with CIT as agent.

The report notes that the bankruptcy loan converts the $13.9
million debt into a post-bankruptcy obligation.  At a final
hearing on Sept. 14, the loan is scheduled for increase to $25
million.  Broadview's lawyer told the judge not to expect an
uncontested confirmation hearing in October.

As reported in the Aug. 24, 2012 edition of the Troubled Company
Reporter, the Prepackaged Plan provides that:

    * Holders of senior secured notes aggregating $317.1 million,
      although impaired, will recover 100% in the form of (i)
      97.5% of the common stock, of reorganized Broadview, subject
      to dilution by shares of new common stock issued pursuant to
      the management equity plan or upon exercise of the new
      warrants, and (ii) $150 million of new 10.5% senior secured
      notes due 2017.

    * Holders of claims of up to $14 million under the five-year
      revolving credit facility (ABL Facility) are unimpaired and
      will be paid in full.  The Debtors intend to pay the claims
      shortly after the commencement of the Reorganization Cases
      pursuant to the DIP Facility.

    * Holders of general unsecured claims estimated at $25 million
      to $27 million are not impaired and will be paid in full in
      cash or will have their claims reinstated as of the
      Effective Date.

    * Holders of existing preferred interests are to recover
      $14.6 million.  In exchange for the cancellation of their
      preferred interests, they will receive (i) 2.5% of the New
      Common Stock, subject to dilution by shares of new common
      stock issued pursuant to the Management Equity Plan or upon
      exercise of the new warrants, and (ii) two series of 8-year
      warrants to purchase up to (A) 11% of the fully diluted New
      Common Stock, subject to dilution by the 4% Warrants and (B)
      4% of the fully diluted New Common Stock.

    * Holders of other equity interests won't receive anything and
      their existing equity interests will be cancelled.

The Bloomberg report disclosed that the secured notes last traded
on Aug. 23 for 66.481 cents on the dollar, according to Trace, the
bond-price reporting system of the Financial Industry Regulatory
Authority.

                     About Broadview Networks

Rye Brook, N.Y.-based Broadview Networks Holdings, Inc., is a
communications and IT solutions provider to small and medium sized
business ("SMB") and large business, or enterprise, customers
nationwide, with a historical focus on markets across 10 states
throughout the Northeast and Mid-Atlantic United States, including
the major metropolitan markets of New York, Boston, Philadelphia,
Baltimore and Washington, D.C.

Broadview Networks and 27 affiliates on Aug. 22 sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 12-13579) with a plan
that will eliminate half of the debt under the Company's existing
senior secured notes and lower interest expense by roughly
$17 million annually.

The Company's restructuring counsel is Willkie Farr & Gallagher
LLP and its financial advisor is Evercore Group, L.L.C.
Bingham McCutchen LLP is the special regulatory counsel.  Kurtzman
Carson Consultants is the claims and notice agent.

The restructuring counsel for the ad hoc group of noteholders is
Dechert LLP and their financial advisor is FTI Consulting.


BROADVIEW NETWORKS: Moody's Downgrades PDR to 'D'; Oulook Stable
----------------------------------------------------------------
Moody's Investors Service downgraded Broadview Networks Holdings,
Inc.'s Probability of Default Rating (PDR) to D from Ca following
the company's announcement that it had reached an agreement on a
comprehensive restructuring plan with the requisite senior secured
note holders and preferred stock holders and has filed a voluntary
petition for reorganization under Chapter 11 of the U.S.
Bankruptcy Code.

Moody's plans to withdraw all ratings for the company over the
near-term consistent with its business practice for companies
operating under the purview of the bankruptcy courts wherein
information flow typically becomes much more limited.

A summary of the rating actions is listed below:

Issuer: Broadview Networks Holdings, Inc.

   Probability of Default Rating, Downgraded to D from Ca

   Corporate Family Rating, Unchanged at Caa3

   $300 million 11.375% Sr. Secured Notes due 2012, Unchanged
   at Ca (LGD-3, 40%)

   Outlook, Stable

Ratings Rationale

The principal methodology used in rating Broadview was the Global
Telecommunications Industry Methodology published in December
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.

A competitive local exchange carrier (CLEC) headquartered in Rye
Brook, NY, Broadview Networks Holdings, Inc. (Broadview) serves
approximately 34,000 business customers primarily throughout the
Northeast and Mid-Atlantic United States.


BROADVIEW NETWORKS: S&P Cuts Sec. Notes Rating to D on Bankruptcy
-----------------------------------------------------------------
Standard & Poor's Ration Services lowered its issue-level rating
on Broadview Network Holdings Inc.'s $300 million of senior
secured notes due 2012 to 'D' from 'C'. "This action reflects
Broadview's filings yesterday of its prepackaged plan of
reorganization and Chapter 11 bankruptcy petitions. We lowered our
corporate credit rating on the company to 'D' on July 23, 2012, in
anticipation of the imminent bankruptcy filing. The '5' recovery
rating on the notes, indicating expectations for modest (10%-30%)
recovery in the event of default, remains unchanged," S&P said.

"Under the terms of the prepackaged plan, the 2012 secured notes
will be converted into $150 million of new 10.5% senior secured
notes due 2017 and 97.5% of the common stock of the reorganized
company," S&P said.

"Upon the company's completion of its restructuring, we would
expect to raise the corporate credit rating on Broadview. While we
will evaluate the company's business plan and financial profile as
it emerges, we do not anticipate that the corporate credit rating
would be any higher than 'B', given the significant competitive
challenges facing the company; our expectations for limited near-
term cash-generating ability; and leverage, which we estimate, pro
forma for the proposed debt restructuring, to be about 3x," S&P
said.

Ratings List

Broadview Networks Holdings Inc.
Corporate Credit Rating                D/--

Ratings Lowered; Recovery Rating Unchanged
                                        To            From
Broadview Networks Holdings Inc.
Senior Secured
  $300 mil. nts due 2012                D             C
   Recovery Rating                      5             5


BROADWAY FINANCIAL: To Restate 2011 Form 10-K and Q1 Form 10-Q
--------------------------------------------------------------
Management of Broadway Financial Corporation concluded that the
consolidated financial statements of the Company and its wholly
owned subsidiary, Broadway Federal Bank, f.s.b., for the year
ended Dec. 31, 2011, and the related discussion of results of
operations and financial condition included in the Company's
annual report on Form 10-K for the year ended Dec. 31, 2011,
should be restated and should no longer be relied on.

The discussion of and management's report on the Company's
internal control over financial reporting included in the Report
will be amended to include a description of material weaknesses in
such controls.  Management also concluded that the Company's
previously issued earnings release summarizing the Company's
financial results for the first quarter of 2012, including the
summary financial statements included therein, should be revised
and should no longer be relied upon.

In discussions that began in early May 2012 with the Company's
auditors, Crowe Horwath LLP, concerning appraisal valuations, the
Company determined that more analysis was required of certain
appraisals that were received by the Company during the first and
second quarters of 2012, and the potential impact of that analysis
on the Dec. 31, 2011, financial statements.  The restatement of
2011 financial statements is being made because the fourth quarter
2011 results reflected therein did not include the impact of
updated valuations of the collateral of certain collateral
dependent impaired loans based on appraisals received after the
end of the year but stating appraised values as of dates prior to
the date (March 30, 2012) the financials statements were issued.
The 2011 financial statements also included errors in the
calculation of the impairment for certain impaired loans
considered to be troubled debt restructurings caused by the use of
the original contract rate in the calculation.

The first quarter 2012 earnings release and financial statements
will be revised to include the effects of a substantial increase
in general valuation allowances required by the Office of the
Comptroller of the Currency during the most recent OCC supervisory
examination, which ended July 27, 2012.  The OCC commenced its
most recent supervisory examination of the Company and the Bank on
July 9, 2012.  While the Company has not yet received the final
written report of that examination, the OCC has informed the
Company and the Bank that the OCC will require the Bank to
increase the amount of its allowance for loan losses as of
March 31, 2012, by a substantial amount.

The Company is in the process of preparing its restated audited
financial statements for the year ended Dec. 31, 2011, and its
unaudited financial statements for the quarter ended March 31,
2012.  The Company currently expects to file those financial
statements and reports with Securities and Exchange Commission
within the next few weeks.

                     About Broadway Financial

Los Angeles, Calif.-based Broadway Financial Corporation was
incorporated under Delaware law in 1995 for the purpose of
acquiring and holding all of the outstanding capital stock of
Broadway Federal Savings and Loan Association as part of the
Bank's conversion from a federally chartered mutual savings
association to a federally chartered stock savings bank.  In
connection with the conversion, the Bank's name was changed to
Broadway Federal Bank, f.s.b.  The conversion was completed, and
the Bank became a wholly owned subsidiary of the Company, in
January 1996.

The Company is currently regulated by the Board of Governors of
the Federal Reserve System ("FRB").  The Bank is currently
regulated by the Office of the Comptroller of the Currency ("OCC")
and the Federal Deposit Insurance Corporation ("FDIC").

Crowe Horwath LLP, in Costa Mesa, California, issued a "going
concern" qualification on the financial statements for the year
ended Dec. 31, 2011.  The independent auditors noted that the
Company has a tax sharing liability to its consolidated subsidiary
that exceeds its available cash.  The liability will be settled
pursuant to the tax sharing agreement on or before April 2, 2012,
at which point the Company will run out of operating cash.  "In
addition, the Company is in default under the terms of a $5
million line of credit with another financial institution lender.
Finally, the Company has sustained recurring operating losses
mainly caused by elevated levels of loan losses, and as discussed
in Note 15, the Company and its Bank subsidiary, Broadway Federal
Bank are both under formal regulatory agreements."

The Company's balance sheet at March 31, 2012, showed $413.38
million in total assets, $390.59 million in total liabilities and
$22.79 million in total stockholders' equity.


BROWNIE'S MARINE: Sale Proceeds Insufficient to Pay BBT in Full
---------------------------------------------------------------
On Feb. 18, 2011, Brownie's Marine Group, Inc.'s wholly owned
subsidiary, Trebor Industries, Inc., entered into a Forbearance
Agreement with Branch Banking and Trust Company for the promissory
note in the principal amount of $1,000,000 in favor of BBT and the
promissory note in the principal amount of $199,991.  The Secured
Notes are secured by the Company's Fort Lauderdale facilities and
personally guaranteed by the Company's chief executive officer.

The Company failed to bring the Secured Notes current and in
January 2011 BBT accelerated the full principal and accrued
interest due under the Secured Notes, as well as initiated
collection and legal action.  The Forbearance Agreement
effectively extended the maturity date of the Secured Notes to
May 22, 2012.  The Secured Notes were consolidated under a
Consolidated and Restated Promissory Note in the principal amount
of $1,053,993, effective Nov. 22, 2010.  The maturity date of the
Consolidated Note was May 22, 2012.  The interest rate on the
Consolidated Note was 7.5% per annum.

In April 2012, the Company received a default notice from BBT
under its Forbearance Agreement and the Consolidated Note.  BBT
subsequently received judgment of foreclosure, as the 17th
Judicial Circuit of the Circuit Court of Broward County awarded
BBT a final judgment in the amount of $1,123,269.

On Aug. 16, 2012, the Facilities were sold through a court ordered
auction for approximately $824,000, an amount approximately
$300,000 less than the final judgment amount.  Until the entire
final judgment amount is satisfied, there can be no assurance that
BBT will not take possession of certain of the Company's assets to
satisfy the judgment.  Further, because this may be considered a
default under the terms and conditions of the Company's
convertible debentures, there can be no assurance that other
lenders may not accelerate as due immediately the full outstanding
principal, interest and related default penalties.

                      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.


CAESARS ENTERTAINMENT: Completes Offering of $750MM Sr. Notes
-------------------------------------------------------------
Caesars Operating Escrow LLC and Caesars Escrow Corporation,
wholly owned subsidiaries of Caesars Entertainment Operating
Company, Inc., a wholly owned subsidiary of Caesars Entertainment
Corporation, completed the offering of $750,000,000 aggregate
principal amount of 9% Senior Secured Notes due 2020.  The notes
were offered only to qualified institutional buyers in reliance on
Rule 144A under the Securities Act of 1933, as amended, and
outside the United States, only to non-U.S. investors pursuant to
Regulation S under the Securities Act.  The notes have not been
registered under the Securities Act or any state securities laws
and may not be offered or sold in the United States absent an
effective registration statement or an applicable exemption from
registration requirements or a transaction not subject to the
registration requirements of the Securities Act or any state
securities laws.

Pursuant to an escrow agreement, dated as of Aug. 22, 2012, among
U.S. Bank National Association, as escrow agent and securities
intermediary, U.S. Bank National Association, as trustee, under
the Indenture, and the Escrow Issuers, the Escrow Issuers
deposited the gross proceeds of the offering of the notes,
together with additional amounts necessary to redeem the notes, if
applicable, into a segregated escrow account until the date that
certain escrow conditions are satisfied.  The escrow conditions
include, among other things, the assumption by the Company of all
obligations of the Escrow Issuers under the notes and the receipt
of all required regulatory approvals.

The funds held in the Escrow Account will be released to the
Company upon delivery by the Company to the escrow agent and the
Trustee of an officer's certificate certifying that, prior to or
concurrently with the release of funds from the Escrow Account,
the escrow conditions have been met.

The Escrow Issuers granted the Trustee, for the benefit of the
holders of the notes, a first-priority security interest in the
Escrow Account and all deposits therein to secure the note
obligations pending disbursement.

The notes, which mature on Feb. 15, 2020, were issued pursuant to
an indenture, dated as of Aug. 22, 2012, among the Escrow Issuers,
the Parent Guarantor, as parent guarantor, and U.S. Bank National
Association, as trustee.

The Company will pay interest on the notes at 9.00% per annum,
semiannually to holders of record at the close of business on
February 1 or August 1 immediately preceding the interest payment
date on February 15 and August 15 of each year, commencing on
Feb. 15, 2013.

On Aug. 22, 2012, in connection with the issuance of the notes,
the Escrow Issuers and the Parent Guarantor entered into a
registration rights agreement with Citigroup Global Markets Inc.,
as representative of the initial purchasers, relating to, among
other things, the exchange offer for the notes and the related
parent guarantee.

Upon the consummation of the CEOC Assumption, the Company will
execute a joinder to the Registration Rights Agreement.

On Aug. 22, 2012, the Company reported that lenders under the
senior secured credit agreement of the Borrower have (i) elected
to extend the maturity of approximately $958.0 million aggregate
principal amount of B-1, B-2 and B-3 term loans from Jan. 28,
2015, to Jan. 28, 2018, as Term B-6 Loans, (ii) elected to extend
the maturity of approximately $12.2 million aggregate principal
amount of revolving commitments from Jan. 28, 2014, to Jan. 28,
2017, and (iii) elected to convert approximately $210.3 million
aggregate principal amount of revolving commitments maturing on
Jan. 28, 2014, into Term B-6 Loans maturing on Jan. 28, 2018.  The
Term B-6 Loans will have a springing maturity to April 14, 2017,
if more than $250.0 million of the Borrower's 11.25% Senior
Secured Notes due 2017 remain outstanding on April 14, 2017.  Upon
the effectiveness of the extension transaction, the Borrower will
repay term loans of extending lenders in an amount equal to 50% of
the principal amount of term loans or revolving commitments
elected to be extended or converted as Term B-6 Loans and
terminate revolving commitments of extending lenders in an amount
equal to 50% of the principal amount of revolving commitments
elected to be extended.

A copy of the Indenture is available for free at:

                        http://is.gd/iZza0u

                    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'.


CASTLEVIEW LLC: U.S. Trustee Unable to Form Committee
-----------------------------------------------------
The United States Trustee said an official committee under
11 U.S.C. Sec. 1102 has not been appointed in the bankruptcy case
of Castleview, 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.

                       About Castleview

Castleview, LLC, filed a Chapter 11 petition (Bankr. D. Colo. Case
No. 12-23954) on July 2, 2012, with a plan that intends to pay
creditors in full.  The Debtor disclosed $14.53 million in assets
and $3.218 million in liabilities in its schedules.  The Debtor
owns a 252-acre residential development site located in
Southeastern Castle Rock, Colorado, which property includes 245
residential lots.  The property is worth $10.2 million and secures
a $3.21 million debt. The Debtor is also entitled to bond proceeds
from the Castleview Metropolitan District appraised at $6,248,724.

The Debtor has tapped Weinman & Associates, P.C, as bankruptcy
counsel, and Allen & Vellone, P.C as special counsel.


CENTRAL FEDERAL: Sells 15 Million Common Shares for $22.5 Million
-----------------------------------------------------------------
Central Federal Corporation successfully sold 15 million shares of
its common stock at $1.50 per share, resulting in gross proceeds
of $22.5 million before expenses, including shares sold to the
standby purchasers.  The standby purchasers were a group of
investors led by Timothy T. O'Dell, Thad R. Perry and Robert E.
Hoeweler.  Going forward, Mr. O'Dell will serve as Chief Executive
Officer, Mr. Perry as President and Mr. Hoeweler as Chairman of
the Board of the Company and CFBank.

Eloise L. Mackus, CEO, commented, "What an exciting time this is
in the 120-year history of CFBank.  We appreciate the confidence
of the Bank's employees and customers and the Company's
stockholders.  Our future, which will benefit from the addition of
great banking talent, has never been brighter."

Pursuant to an agreement with the U.S. Department of Treasury, the
Company will utilize a portion of the offering proceeds to redeem
the Preferred Stock and warrant and all accrued but unpaid
dividends on the Preferred Stock issued in connection with the
Troubled Asset Relief Program Capital Purchase Program.  The
redemption cost will total $3.0 million, resulting in a discount
of approximately $5.0 million.  Redemption of the TARP Securities
will be completed upon receipt of regulatory approval from the
Office of the Comptroller of the Currency (OCC).

The Company will invest $13.5 million of the proceeds from the
stock offering into its subsidiary, CFBank, to improve its
regulatory capital ratios and to support future growth and
expansion.

The new shares are expected to be issued in book entry form and be
available for trading by Thursday, Aug. 23, 2012.  Stockholders
will receive communication from their brokers or from Registrar
and Transfer Company, the Company's transfer agent, when the
shares are issued.

The financial advisor and information agent for the offering was
ParaCap Group, LLC.

                       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.

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.

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.


CHAMPION INDUSTRIES: In Default Under Fifth Third Credit Pact
-------------------------------------------------------------
Champion Industries, Inc., received from Fifth Third Bank, the
Administrative Agent under the Credit Agreement dated Sept. 14,
2007, as amended, a Notice of Forbearance Termination, Additional
Defaults and Reservation of Rights dated Aug. 16, 2012, advising
that the Company is in an immediate event of default.  The Notice
of Default also advised that Fifth Third has not waived the Events
of Default and reserves all rights and remedies as a result
thereof.  Those remedies include, under the Credit Agreement, the
right to accelerate and declare due and immediately payable the
principal and accrued interest on all loans outstanding under the
Credit Agreement.

Champion Industries' Forbearance Agreement with Fifth Third
expired on Aug. 15, 2012.

The Notice of Default further stated that any extension of
additional credit under the Credit Agreement would be made by the
lenders in their sole discretion without any intention to waive
any Events of Default.

In connection with the Credit Agreement, the Company and all of
its subsidiaries entered into a security agreement and deeds of
trust and mortgages in favor of the Administrative Agent for the
various lenders from time to time parties to the Credit Agreement,
pursuant to which the Company and its subsidiaries encumbered
substantially all their assets for the benefit of the secured
parties, as collateral security for the payment and performance of
their obligations under the Credit Agreement.  The encumbered
assets include substantially all tangible and intangible assets of
the Company and its subsidiaries including, without limitation,
substantially all accounts receivable, inventory, equipment, real
estate and stock of the subsidiaries.

Regardless of the Company's inability to remain in compliance with
certain financial covenants, the Company has made every scheduled
payment of principal and interest.  The principal payments made by
the Company from the loan inception in September 2007 through
July 31, 2012, aggregated approximately $46.8 million or 54.8% of
the initial balance outstanding at September 2007 of approximately
$85.5 million, during a significant economic and secular downturn
within the economy.

The Forbearance Agreement provided that if the Company, the
Administrative Agent and applicable Lenders do not enter into a
new agreement or an amendment to the Forbearance Agreement by
Aug. 15, 2012, the defaults will be deemed existing and unsecured
and any remaining funds in the cash collateral account, currently
$500,000, will be immediately available to the Administrative
Agent pursuant to the Contribution Agreement and Cash Collateral
Security Agreement dated March 31, 2010, among the Company, the
Administrative Agent and Marshall Reynolds.  The Company has
received no notification from the Administrative Agent regarding
the use of cash collateral as a result of the Company's inability
to remain in compliance with certain financial covenants.

The Company has continued to work with the investment banking
group of Raymond James & Associates, Inc., to assist it with a
restructuring or refinancing of the existing debt and other
potential transaction alternatives.  The Company continues to have
ongoing dialogue with the Administrative Agent and the syndicate
of banks with respect to a forbearance agreement regarding the
Events of Default or an amendment/restructuring of the existing
debt.  A total of $39,754,720 of current and long-term debt and
outstanding revolving line of credit borrowings are subject to
accelerated maturity and, as such, the Lenders may, at their
option, give notice to the Company that amounts owed are
immediately due and payable.

                      About Champion Industries

Champion Industries, Inc., is a commercial printer, business forms
manufacturer and office products and office furniture supplier in
regional markets in the United States.  The Company also publishes
The Herald-Dispatch daily newspaper in Huntington, WV.  The
Company's sales force sells printing services, business forms
management services, office products, office furniture and
newspaper advertising.  Its subsidiaries include Interform
Corporation, Blue Ridge, Champion Publishing, Inc., The Dallas
Printing, The Bourque Printing, The Capitol, and The Herald-
Dispatch.

Champion's balance sheet at April 30, 2012, showed $58.28 million
in total assets, $58.45 million in total liabilities and a
$174,198 total shareholders' deficit.

The Company reported a net loss of $3.97 million for the year
ended Oct. 31, 2011, compared with net income of $488,134 during
the prior year.


CHARLES SCHWAB: Fitch Puts 'BB+' Rating on Preferred Stock
----------------------------------------------------------
Fitch Ratings has assigned a rating of 'A' to Charles Schwab
Corporation's (Schwab) $256 million of unsecured notes due
September 2022 with a coupon of 3.225%.  These new notes are being
exchanged with an equal amount of existing 4.95% unsecured notes
maturing June 2014.

Fitch believes the exchange has been conducted in an effort to
reduce Schwab's cost of funding, given the attractive interest
rate environment, and extend the maturity of the existing notes.
The issuance is not expected to impact Schwab's capitalization or
funding profile.

Fitch currently rates Schwab as follows:

The Charles Schwab Corporation

  -- Long-term Issuer Default Rating (IDR) 'A';
  -- Short-term IDR 'F1';
  -- Senior unsecured notes 'A';
  -- Short-term debt at 'F1';
  -- Preferred stock at 'BB+'
  -- Support '5'; and
  -- Support Floor 'NF'.

The Rating Outlook is Stable.


CHINA CEETOP.COM: Had $274,000 Net Loss in Second Quarter
---------------------------------------------------------
China Ceetop.com, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $274,180 for the three months ended
June 30, 2012, compared with a net loss of $335,281 for the same
period last year.

For the six months ended June 30, 2012, the Company had a net loss
of $512,479, compared to a net loss of $728,739 for the same
period a year earlier.

For the three months ended June 30, 2012, the Company's net sales
decreased to $1.3 million from $3.7 million for the three months
ended June 30, 2011, representing a 64% decrease.  This decrease
in net sales was due to high competition in online shopping.

For the six months ended June 30, 2012, the Company's net sales
decreased to $2.6 million from $7.2 million for the six months
ended June 30, 2011, representing a 63% decrease.  This decrease
in net sales was due to high competition in online shopping.

The Company's balance sheet at June 30, 2012, showed $1.8 million
in total assets, $1.2 million in total current liabilities, and
stockholders' equity of $579,692.

"As shown in the accompanying Consolidated Financial Statements,
the Company incurred net losses of $512,479 and $274,180 for the
six and three months ended June 30, 2012, respectively, and has
accumulated deficit of $4,838,127 at June 30, 2012."

As reported in the TCR on April 23, 2012, Clement C. W. Chan &
Co., in Hong Kong, expressed substantial doubt about China
Ceetop.com'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 incurred a net loss of
$1,654,520 for the year ended Dec. 31, 2011, and has an
accumulated deficit of $4,325,648 at Dec. 31, 2011.

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

                       http://is.gd/QP0xYC

Shenzhen, China-based China Ceetop.com, Inc., an Oregon-registered
corporation, is a leading Business-to-Consumer ("B2C") e-commerce
company.  The Company owns and operates the online platform
http://www.ceetop.com/


CITY NATIONAL: Incurs $644,000 Net Loss in First Quarter
--------------------------------------------------------
City National Bancshares Corporation filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $644,000 on $3.33 million of total
interest income for the three months ended March 31, 2012,
compared with a net loss of $1.55 million on $4.07 million of
total interest income for the same period a year ago.

The Company's balance sheet at March 31, 2012, showed $359.39
million in total assets, $339.90 million in total liabilities, and
$19.49 million in total stockholders' equity.

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

                        http://is.gd/0WArb6

                   About City National Bancshares

Newark, New Jersey-based City National Bancshares Corporation is a
New Jersey corporation incorporated on Jan. 10, 1983.  City
National Bank, a wholly-owned subsidiary of CNBC, is a national
banking association chartered in 1973 under the laws of the United
States of America and has one subsidiary, City National
Investments, Inc., an investment company which holds, maintains
and manages investment assets for CNB.  CNB provides a wide range
of retail and commercial banking services through its retail
branch network, although the primary focus is on establishing
commercial and municipal relationships.

The Company reported a net loss of $3.67 million in 2011, a net
loss of $7.45 million in 2010, and a net loss of $7.82 million in
2009.

KPMG LLP, in Short Hills, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the
period ended Dec. 31, 2011.  The independent auditors noted that
the Company has suffered recurring losses from operations and has
entered into a consent order with the Office of the Comptroller of
the Currency that raise substantial doubt about its ability to
continue as a going concern.


CITY NATIONAL: Preston Pinkett Discloses 13.3% Equity Stake
-----------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Preston D. Pinkett, III, disclosed that, as
of Aug. 20, 2012, he beneficially owns 20,094 shares of common
stock of City National Bancshares Corporation representing 13.3%
of the shares outstanding.

Mr. Pinkett previously reported beneficial ownership of 18,341
comm shares or a 12.3% equity stake as of July 19, 2012.

A copy of the amended filing is available for free at:

                        http://is.gd/bYvWMj

                   About City National Bancshares

Newark, New Jersey-based City National Bancshares Corporation is a
New Jersey corporation incorporated on Jan. 10, 1983.  City
National Bank, a wholly-owned subsidiary of CNBC, is a national
banking association chartered in 1973 under the laws of the United
States of America and has one subsidiary, City National
Investments, Inc., an investment company which holds, maintains
and manages investment assets for CNB.  CNB provides a wide range
of retail and commercial banking services through its retail
branch network, although the primary focus is on establishing
commercial and municipal relationships.

The Company reported a net loss of $3.67 million in 2011, a net
loss of $7.45 million in 2010, and a net loss of $7.82 million in
2009.

The Company's balance sheet at March 31, 2012, showed $359.39
million in total assets, $339.90 million in total liabilities, and
$19.49 million in total stockholders' equity.

KPMG LLP, in Short Hills, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the
period ended Dec. 31, 2011.  The independent auditors noted that
the Company has suffered recurring losses from operations and has
entered into a consent order with the Office of the Comptroller of
the Currency that raise substantial doubt about its ability to
continue as a going concern.


COMPETITIVE TECHNOLOGIES: Incurs $942,000 Net Loss in 2nd Quarter
-----------------------------------------------------------------
Competitive Technologies, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $941,871 on $62,500 of product sales for the three
months ended June 30, 2012, compared with a net loss of $1.33
million on $311,220 of product sales for the same period a year
ago.

The Company reported a net loss of $1.73 million on $392,246 of
product sales for the six months ended June 30, 2012, compared
with a net loss of $1.30 million on $2.13 million of product sales
for the same period during the prior year.

The Company's balance sheet at June 30, 2012, showed $4.66 million
in total assets, $7.65 million in total liabilities, and a
$2.99 million total shareholders' deficit.

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

                        http://is.gd/8I0hCj

                   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.


CONEX INT'L: Wells, Prudential Caused Bankruptcy Over $150M Loan
----------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reports that Wells Fargo
Bank NA and Prudential Insurance Co. of America are accused of
orchestrating an elaborate plot to get repayment on a $150 million
loan by pushing Conex International LLC into involuntary
bankruptcy, according to a case removed to federal court Friday.

Bankruptcy Law360 relates that the lawsuit stems from the February
2011 closure of Conex International's Beaumont, Texas, facility,
resulting in dozens of layoffs and tens of millions of dollars in
damages.

On Feb. 20, 2011, Wells Fargo, Bank of Montreal, and The
Prudential Insurance Company of America, commenced an involuntary
Chapter 7 bankruptcy case against Conex Holdings, LLC, and an
involuntary Chapter 11 bankruptcy cases against Conex
International, LLC (Bankr. D. Del. Case No. 11-10503) and
Advantage Blasting & Coating, LLC (Bankr. D. Del. Case No. 11-
10502).


CONFECTIONERS FINANCE: Petitioner Objects to Case Dismissal
-----------------------------------------------------------
Shawn Riley filed papers late last month objecting to a court
order dismissing the involuntary chapter 11 petition filed against
Confectioners Finance LLC.  Mr. Riley said Confectioners has
agreed to submit to the bankruptcy.

"I apologize to the court for any failings to file paperwork.
Myself and other creditors have been working diligently to work
out agreements without the bankruptcy, but that has not happened,"
Mr. Riley said in a document filed July 23.

On July 5, Bankruptcy Judge Charles G. Case II entered an order
saying "creditors have 21 days from entry of this order to object
to the dismissal of this case and request a hearing on the matter.
If no creditor objects within 21 days, the case shall be dismissed
for want of prosecution."

The order noted that an involuntary debtor summons was sent to the
Debtor on same date requiring the Debtor to appear within 21 days;
the Debtor failed to appear.

The judge also said that apart from a motion for relief from stay,
the docket has been devoid of any activity, with no prosecution
from either side, and the petitioning creditors have not requested
an order for relief.

Matt Doney, Bill Collamer, and Shawn Riley, appearing pro se,
submitted an involuntary chapter 11 bankruptcy petition for
Confectioners Finance, LLC (Bankr. D. Ariz. Case No. 11-06576) on
March 15, 2011 in Phoenix.


CONSOLIDATION SERVICES: Had $197,000 Net Loss in Second Quarter
---------------------------------------------------------------
Consolidation Services, Inc., filed its quarterly report on Form
10-Q, reporting a net loss of $196,928 on $22,494 of oil and gas
revenues for the three months ended June 30, 2012, compared with a
net loss of $766,031 on $78,627 of oil and gas revenues for the
same period last year.

For the six months ended June 30, 2012, the Company reported a net
loss of $347,085 on $75,261 of oil and gas revenues, compared with
a net loss of $922,943 on $165,127 of oil and gas revenues for the
same period of 2011.

The Company's balance sheet at June 30, 2012, showed $1.8 million
in total assets, $1.0 million in total liabilities, and
stockholders' equity of $769,298.

The Company has sustained recurring losses from operations
including a net loss for the six months ended June 30, 2012, of
$347,085.

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

                      http://is.gd/HXGxJK

Las Vegas, Nev.-based Consolidation Services, Inc., was
incorporated in the State of Delaware on Jan. 26, 2007.  The
Company is engaged in the exploration and development of oil and
gas reserves in Kentucky and Tennessee.

                          *     *     *

GBH CPAs, PC, in Houston, Tex., expressed substantial doubt about
Consolidation Services' 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 sustained
recurring losses from operations, has inadequate working capital
to maintain or develop its operations, and is dependent upon funds
from lenders, investors and the support of certain stockholders.


CONTEC HOLDINGS: Bain Unit Said to File for Bankruptcy This Week
----------------------------------------------------------------
The Wall Street Journal's Mike Spector reports that people
familiar with the matter said Contec Holdings Ltd., a cable-box
repair company owned by Bain Capital, is preparing to file a
so-called prepackaged bankruptcy as soon as this week.

Under the prepackaged bankruptcy deal, Contec lenders, including
Barclays PLC, will forgive $180 million of debt for an 80%
ownership stake in a reorganized company, people familiar with the
plan told WSJ.  They are also expected to receive $27.5 million in
new debt, the people said.

Contec will eliminate more than $300 million of debt under the
bankruptcy plan, WSJ reports.

According to WSJ, the people said Barclays is expected to lend
Contec an additional $35 million to help keep the company
operating during bankruptcy proceedings.  That debt could later
convert to the remaining ownership stakes in Contec, they said.

According to the report, the people familiar with the plan also
said lower-ranking creditors owed $160 million are expected to
forgive their debt for warrants that could give them ownership
stakes.

Sources told WSJ Bain has already written down its interest in
Contec to zero.

The report recounts Bain, a Boston-based investment firm, acquired
Contec from another buyout shop in a $525 million deal in 2008.
Bain invested $215 million in equity in the deal and put $180
million of debt on the company to back the purchase, said a person
familiar with the transaction.  Contec's previous owner invested
another $120 million in debt as part of the deal, this person
said.

WSJ says Bain didn't load Contec with outsized debt compared with
some other leveraged buyouts during boom times for such deals. The
debt component of the deal was around 60%. Some other private-
equity buyouts have featured 90% debt.  Still, Contec's debt
proved too much amid the financial crisis, as cable subscriptions
dropped and cash-strapped consumers put off fixing broken set-top
boxes, people familiar with the matter told WSJ.

According to WSJ, Bain in a statement said: "While the market
leader in its industry, Contec's financial performance was
impacted significantly by a dramatic slowdown in cable subscribers
due to the recession, technology shifts, and increased
competition. We have supported the company through the
restructuring process, which we believe will help Contec emerge in
an even stronger position to grow its business."

WSJ says a Contec spokeswoman declined to comment.  A Barclays
spokesman also declined to comment.

Contec, founded in 1978 and based in Schenectady, New York,
repairs millions of digital-cable set-top boxes, various modems
and satellite receivers each year for manufacturers.

As of July 28, Contec employed 177 people in the U.S. and 2,134
people in Mexico, sources told WSJ.


CRAMER MOUNTAIN: Case Summary & 12 Unsecured Creditors
------------------------------------------------------
Debtor: Cramer Mountain Country Club & Properties, Inc.
        P.O. Box 338
        Cramerton, NC 28032

Bankruptcy Case No.: 12-32018

Chapter 11 Petition Date: August 22, 2012

Court: United States Bankruptcy Court
       Western District of North Carolina (Charlotte)

Judge: J. Craig Whitley

Debtor's Counsel: Jason L. Hendren, Esq.
                  Rebecca F. Redwine, Esq.
                  HENDREN & MALONE, PLLC
                  4600 Marriott Drive, Suite 150
                  Raleigh, NC 27612
                  Tel: (919) 573-1422
                  Fax: (919) 420-0475
                  E-mail: jhendren@hendrenmalone.com
                          rredwine@hendrenmalone.com

Scheduled Assets: $309,301

Scheduled Liabilities: $6,581,421

Affiliates that simultaneously filed separate Chapter 11
petitions:

   Debtor                              Case No.
   ------                              --------
Cramer Mountain Country Club Corp.     12-32019
  Assets: $3,314,490
  Debts: $4,648,752

The petitions were signed by Edwin Graham Bell, president.

A. A copy of Cramer Mountain Country Club & Properties, Inc.'s
list of its 12 largest unsecured creditors filed together with the
petition is available for free at
http://bankrupt.com/misc/ncwb12-32018.pdf

B. A copy of Cramer Mountain Country Club Corp.'s list of its nine
largest unsecured creditors filed together with the petition is
available for free at http://bankrupt.com/misc/ncwb12-32019.pdf


CROWN HOLDINGS: Moody's Upgrades CFR to 'Ba1'; Outlook Stable
-------------------------------------------------------------
Moody's Investors Service upgraded the Corporate Family Rating of
Crown Holdings Inc. to Ba1 from Ba2 and revised the ratings
outlook to stable from positive. Moody's also upgraded instrument
ratings and affirmed the SGL-2 speculative grade liquidity rating.

Moody's took the following rating actions for Crown Holdings Inc.

Upgraded corporate family rating, Ba1 from Ba2

Upgraded probability of default rating, Ba1 from Ba2

Affirmed speculative grade liquidity rating, SGL-2

Moody's took the following rating actions for Crown Americas, LLC:

Upgraded $550 million senior secured Term Loan A due 2016, Baa1
(LGD 2, 10%) from Baa2 (LGD 2, 10%)

Upgraded $450 million US Revolving Credit Facility due 2015,
Baa1 (LGD 2, 10%) from Baa2 (LGD 2, 10%)

Upgraded $400 million senior unsecured notes due 2017, Ba2 (LGD
4, 67%) from Ba3 (LGD 5, 70%)

Upgraded $700 million senior notes due 2021, Ba2 (LGD 4, 67%)
from Ba3 (LGD 5, 70%)

Moody's took the following rating actions for Crown Cork & Seal
Company, Inc.

Upgraded $150 million senior unsecured notes due 2096 ($64
million outstanding), Ba3 (LGD 6, 94%) from B1 (LGD 6, 94%)

Upgraded $350 million senior unsecured notes due 2026, Ba3 (LGD
6, 94%) from B1 (LGD 6, 94%)

Moody's took the following rating actions for Crown European
Holdings S.A.

Upgraded EUR 274 million senior secured Term Loan A due 2016,
Baa1 (LGD 2, 10%) from Baa2 (LGD 2, 10%)

Upgraded $700 million European revolving credit facility due
2015, Baa1 (LGD 2, 10%) from Baa2 (LGD 2, 10%)

Upgraded EUR500 million 7.125% global notes due 8/15/2018, Baa3
(LGD 3, 30%) from Ba1 (LGD 3, 36%)

Moody's took the following rating actions for Crown Metal
Packaging Canada L.P.

Upgraded $50 million Canadian revolving credit facility due
2015, Baa1 (LGD 2, 10%) from Baa2 (LGD 2, 10%)

Ratings Rationale

The upgrade of Crown's corporate family rating to Ba1 from Ba2
reflects an expectation of further improvement in credit metrics
due to Crown's recent and pending expansion into developing
markets. Credit metrics are also expected to be bolstered by
reductions in pension contributions and minority dividends
(following the buyout of most interests in 2012) and an eventual
reduction in capital spending as the company's expansion
initiative is completed. Moody's expects Crown to maintain a
balanced financial profile going forward and maintain credit
metrics within the Ba1 rating category.

Crown's Ba1 Corporate Family Rating reflects the company's
position in an oligopolistic industry, relatively stable end
markets and improved profitability. The rating is also supported
by the high percentage of business under contract with strong raw
material cost pass-through provisions, higher margin growth
projects in emerging markets and good liquidity. Crown's broad
geographic exposure, including a high percentage of sales from
faster growing emerging markets, is both a benefit and a source of
some potential volatility.

The rating is constrained by the company's concentration of sales,
exposure to international markets and risks inherent in its
strategy to grow in emerging markets. The rating is also
constrained by the ongoing asbestos liability. The company has
exposure to segments which can be affected by weather and crop
harvests and to mature industry sectors like carbonated soft
drinks. Approximately 50% of sales stem from the sale of beverage
cans. Crown is also completely concentrated in metal packaging,
which may be subject to substitution with other substrates in
certain markets depending on relative pricing and new
technologies.

The ratings outlook is stable. The stable outlook reflects an
expectation that Crown will continue to benefit from expansion
into emerging markets and maintain a balanced financial profile.

The ratings could be downgraded if there was deterioration in the
credit metrics, more aggressive financial policies, deterioration
in the cushion under existing financial covenants, and/or
deterioration in the competitive or operating environment.
Additionally, a significant acquisition or change in the asbestos
liability could also trigger a downgrade. Specifically, the rating
could be downgraded if the EBIT interest coverage declines to
below 3.7 times, leverage remianed above 3.8 times and free cash
flow to debt remained below 8.5%.

The ratings could be upgraded if Crown commits to maintaining
financial policies and a capital structure that are consistent
with an investment grade rating and achieves a sustainable
improvement in credit metrics within the context of a stable
operating and competitive environment. Specifically, the ratings
could be upgraded if leverage declined to below 3.0 times, EBIT
interest coverage improves to over 4.0 times, the EBIT margin
remains in the double digits, and free cash flow to total debt
improves to over 10%.

The principal methodology used in rating Crown Holdings was the
Global Packaging Manufacturers: Metal, Glass, and Plastic
Containers Industry Methodology published in June 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.


CUMMINGS ENTERPRISES: Case Summary & Creditors List
---------------------------------------------------
Debtor: Cummings Enterprises, Inc.
        33 A. Light Street
        Stratford, CT 06615

Bankruptcy Case No.: 12-51557

Chapter 11 Petition Date: August 21, 2012

Court: U.S. Bankruptcy Court
       District of Connecticut (Bridgeport)

Judge: Alan H.W. Shiff

Debtor's Counsel: Douglas S. Skalka, Esq.
                  NEUBERT, PEPE, AND MONTEITH, P.C.
                  195 Church Street, 13th Floor
                  New Haven, CT 06510
                  Tel: (203) 821-2000
                  Fax: 203-821-2009
                  E-mail: dskalka@npmlaw.com

Estimated Assets: $0 to $50,000

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

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/ctb12-51557.pdf

The petition was signed by Julia Kish, president.


DCB FINANCIAL: Amends 1.3 Million Common Shares Offering
--------------------------------------------------------
DCB Financial Corp. filed a pre-effective amendment no. 1 to the
Form S-1 relating to the Company's distribution of non-
transferable rights to subscribe for and purchase up to 1,307,799
common shares to persons who owned the Company's common shares as
of 5:00 p.m., Eastern Time, on the record date,[     ], 2012.

The Company has entered into agreements with certain standby
investors, pursuant to which those standby investors have agreed
to purchase, in a private offering to be closed after the
conclusion of the rights offering, either a minimum number of
common shares, or a certain number of the remaining common shares
that are not purchased through the exercise of rights, or both.
No standby investor will own 10% or more of the common shares
after completion of the rights offering and private offering.  The
maximum number of common shares to be issued by the Company in the
rights offering and the subsequent private offering will not
exceed 3,475,000 common shares.

There is no minimum amount required for the Company to complete
the rights offering.  Even if the rights offering is not
completed, at least 1,035,621 shares, or approximately $3.9
million, will be raised through the private offering.  This amount
does not include the investment of certain of the standby
investors who have made their commitment to purchase shares
subject to the Company raising at least $13.0 million.

All common shares sold in the rights offering or pursuant to
agreements with standby investors will be at the $3.80
subscription price.

The Company's common shares are quoted on the Over-the-Counter
Bulletin Board, which we refer to as the OTCBB, under the trading
symbol "DCBF.OB."

A copy of the amended filing is available for free at:

                        http://is.gd/r1m517

                        About DCB Financial

DCB Financial Corp. is a financial holding company headquartered
in Lewis Center, Ohio.  The Corporation has one wholly-owned
subsidiary bank, The Delaware County Bank and Trust Company (the
"Bank").  The Corporation also has two additional wholly owned
subsidiaries, DCB Title and DCB Insurance Services LLC.  DCB Title
provides standard real estate title services, while DCB Insurance
Services LLC provides a variety of insurance products.  However,
neither nonbank subsidiary is material to the financial results of
the Corporation.  The Bank has one wholly-owned subsidiary, ORECO,
which is used to process other real estate owned.

The Corporation was incorporated under the laws of the State of
Ohio in 1997, as a financial holding company under the Bank
Holding Company Act of 1956, as amended, by acquiring all
outstanding shares of the Bank.  The Corporation acquired all such
shares of the Bank after an interim bank merger, consummated on
March 14, 1997.  The Bank is a commercial bank, chartered under
the laws of the State of Ohio, and was organized in 1950.

The Bank provides customary retail and commercial banking services
to its customers, including checking and savings accounts, time
deposits, IRAs, safe deposit facilities, personal loans,
commercial loans, real estate mortgage loans, installment loans,
trust and other wealth management services.  The Bank also
provides cash management, bond registrar and paying agent services
for commercial and public unit entities.  Through its subsidiary
Datatasx, the Bank provided data processing and other bank
operational services to other financial institutions.  Those
services were discontinued in September 2011, and were not a
significant part of operations or revenue.

In October 2010, the Corporation's wholly-owned bank subsidiary
entered into a Consent Agreement with the FDIC which requires that
Tier-1 and Total Risk Based Capital percentages reach 9.0% and
13.0% respectively.  As of March 31, 2012, the Bank's capital
ratios, as previously noted, were not at these levels.

The Corporation and its subsidiaries meet all published regulatory
capital requirements.  The ratio of total capital to risk-weighted
assets was 10.3% at March 31, 2012, while the Tier 1 risk-based
capital ratio was 6.7%.

As reported in the TCR on April 5, 2012, Plante & Moran PLLC, in
Columbus, Ohio, said DCB's bank subsidiary is not in compliance
with revised minimum regulatory capital requirements under a
formal regulatory agreement with the banking regulators.  "Failure
to comply with the regulatory agreement may result in additional
regulatory enforcement actions."

The Company's balance sheet at June 30, 2012, showed $510.70
million in total assets, $475.51 million in total liabilities and
$35.19 million in total stockholders' equity.


DECISION DIAGNOSTICS: Had $756,000 Net Loss in Second Quarter
-------------------------------------------------------------
Decision Diagnostics Corp., formerly instaCare Corp, filed its
quarterly report on Form 10-Q, reporting a net loss of $755,885 on
$2.3 million of revenue for the three months ended June 30,
2012, compared with net income of $87,321 on $3.9 million of
revenue for the same period last year.

For the six months ended June 30, 2012, the Company reported a net
loss of $861,229 on $4.8 million of revenue, compared with a net
loss of $253,460 on $7.0 million of revenue for the same period of
2011.

The Company's balance sheet at June 30, 2012, showed
$4.7 million in total assets, $3.1 million in total current
liabilities, contingencies of $278,000, and stockholders' equity
of $1.3 million.

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

                       http://is.gd/2xviQd

Westlake Village, California-based Decision Diagnostics Corp. is a
nationwide prescription and non-prescription diagnostics and home
testing products distributor.

                           *     *     *

Weaver Martin & Samyn LLC, in Kansas City, Missouri, expressed
substantial doubt about Decision Diagnostics' 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.


DEWEY & LEBOEUF: Collected $40MM From Clients Since Ch. 11
----------------------------------------------------------
Megan Leonhardt at Bankruptcy Law360 reports that Dewey & LeBoeuf
LLP has collected nearly $40 million in attorneys' fees from
former clients since filing for bankruptcy almost three months
ago, with more than $20.6 million raised in July alone, according
to a report filed Tuesday.

In an operating report filed in Dewey's bankruptcy, Bankruptcy
Law360 relates, the firm said that it had an operating income of
$16.3 million for the month of July, adding that in addition to
settling client bills, it sold some equipment and furniture in
conjunction with vacating its Frankfurt office.

                       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 ONE: To Merge with SuperMedia in Stock-for-Stock Transaction
----------------------------------------------------------------
Dex One Corporation and SuperMedia Inc. announced that their
Boards of Directors have approved a definitive agreement under
which Dex One and SuperMedia will combine in a stock-for-stock
merger of equals, creating a national provider of social, local
and mobile marketing solutions through direct relationships with
local businesses.

Upon closing of the transaction, Dex One shareholders are expected
to own approximately 60 percent and SuperMedia shareholders are
expected to own approximately 40 percent of the combined company.

The combined company will have over 5,800 employees, including
more than 3,100 consultants who establish direct relationships
with local business owners and offer a full suite of marketing
solutions to help them retain and add customers.  Initially, the
combined company will have relationships with more than 700,000
businesses.

The business will benefit from improved operating scale,
significant synergies and enhanced cash flow.  On a pro-forma
basis, for the full year 2011, the combined company would have
reported $3.1 billion in revenue, $778 million in non-GAAP
operating income (adjusted to exclude impairment charges of $1.8
billion) and $1.2 billion in non-GAAP adjusted EBITDA.  Pro-forma
cash from operations for the full year 2011 would have been $657
million, and non-GAAP free cash flow would have been $610 million.
For the first half of 2012, the combined company would have
reported pro-forma revenue of approximately $1.4 billion, $290
million in operating income and $586 million in non-GAAP adjusted
EBITDA.  First half 2012 pro-forma cash flow from operations for
the combined company would have been $340 million and non-GAAP
free cash flow for the period would have been $322 million.

"We believe this merger is in the best interests of shareholders,
lenders, customers, employees and consumers," said Alan Schultz,
chairman of the board of directors of Dex One.  "Dex One and
SuperMedia are closely aligned with a solid value proposition for
local businesses, and we expect the transaction to generate
significant operational and financial synergies, which will create
additional investor value."

"Over the time we have spent together understanding each other's
company and exploring the market opportunities, we have become
more and more enthusiastic about the potential of Dex One and
SuperMedia combined to more effectively help businesses grow using
the full range of local media," added Douglas Wheat, chairman of
the board of directors of SuperMedia.  "We look forward to working
together to help the new company realize that potential."

"For the past two years, Dex One and SuperMedia have been on the
same path of transformation, fully embracing digital media to help
businesses grow through a complete suite of marketing solutions
provided by our local consultants," said Peter McDonald, president
and CEO of SuperMedia.  "Our common goal over many decades has
been to drive results for local advertisers.  By joining together,
we will have nationwide presence to increase market share and
achieve operating and service efficiencies.  Having spent time in
my career at Dex One and SuperMedia, I know that the great
attitudes, best thinking and best practices of the talented
individuals at both companies will combine to enhance the value we
deliver to our clients and investors."

"The two companies fit well together.  The combined scale and
scope of the new company creates a powerful platform to penetrate
more of the market and further improve our competitive position,"
said Alfred Mockett, CEO of Dex One.  "This combination will
accelerate the pace of the transformation each of us was pursuing
independently, improve our financial condition and generate
benefits for all constituencies."

Financial Benefits for Shareholders and Lenders

The combined company estimates it will realize $150-$175 million
of annual run rate cost synergies by 2015 due to scale
efficiencies; rationalization of duplicative solutions, products
and vendor relationships; headcount reductions; and adoption of
the most cost effective management and operating practices and
technology platforms and systems from Dex One and SuperMedia.  The
combined company expects to incur $100-$120 million of one-time
transition expenses to achieve these synergies.

The combined company also will benefit from the application across
a larger territory of the best of each company's social, local and
mobile marketing solutions, combined with the advice of its
marketing consultants, to create and maintain local business
relationships.

The combined company expects to preserve access to Dex One's
remaining tax attributes and generate future attributes, in
aggregate totaling as much as $1.8 billion, to offset income
attributable to the combined company following the completion of
the transaction.

Organization and Leadership

Under the terms of the definitive merger agreement, Alan Schultz,
chairman of the board of directors of Dex One, will be chairman of
the board of directors of the combined company.  The president and
CEO of SuperMedia, Peter McDonald, will become CEO.  Alfred
Mockett, Dex One's CEO, will continue to lead Dex One through the
close of the transaction, at which point he will step down.

Following the close of the transaction, the combined company's
board of directors will include Schultz, McDonald, four additional
members from the Dex One board, four additional members from the
SuperMedia board and one independent director to be selected by
the new board.  The CFO of SuperMedia, Samuel (Dee) Jones, will
become the CFO of the combined company.

The combined company will be called Dex Media.  This is not
intended to be a new brand in the marketplace.  The Dex One and
SuperMedia names and the brand names for their solutions and
services have significant value with businesses and consumers.
Decisions regarding if and when to implement brand and name
changes in local markets will be made after further evaluation and
planning.  A decision regarding the location of the new company's
headquarters and other principal locations also will be made
during the course of merger integration planning.

Transaction Structure

Under the terms of the agreement, Dex One and SuperMedia
shareholders will exchange their shares for shares in Dex Media.
Dex One shareholders will receive 0.20 shares for each Dex One
share they own, and Super Media shareholders will receive 0.4386
shares for each SuperMedia share they own.

Approvals

The transaction must be approved by the stockholders for the two
companies and is subject to negotiation of acceptable credit
agreement amendments with both companies' lenders.  SuperMedia and
Dex One intend to file a joint proxy statement/prospectus with the
Securities and Exchange Commission to submit the merger to their
stockholders for approval.  The transaction is expected to close
in the fourth quarter of 2012.

Advisors

Houlihan Lokey is acting as financial advisor to Dex One, and
Kirkland & Ellis LLP is acting as its legal counsel.  Morgan
Stanley & Co. LLC and Chilmark Partners are acting as financial
advisors to SuperMedia, and Fulbright & Jaworski L.L.P and Cleary
Gottlieb Steen & Hamilton LLP are acting as its legal counsel.

Executives Resignation

On Aug. 21, 2012, in connection with the announcement of the
Mergers, Alfred T. Mockett, chief executive officer and president,
and Gregory Freiberg, executive vice president and chief financial
officer, will resign effective upon the consummation of the
Mergers.  No new or amended severance or post-termination
agreements will be entered into with Messrs. Mockett and Freiberg
in connection with their resignations.  In connection with the
Mergers, both Messrs. Mockett and Frieberg will receive severance
payments commensurate with those disclosed in Dex's proxy
statement relating to its 2012 Annual Meeting of Stockholders.

Peter J. McDonald, SuperMedia's Chief Executive Officer, will
become the Chief Executive Officer of Newdex and Samuel D. Jones,
SuperMedia's Chief Financial Officer, will become the Chief
Financial Officer of Newdex.  Information about Messrs. McDonald
and Jones is set forth in SuperMedia's Annual Report on Form 10-K
for fiscal 2011 and proxy statement relating to its 2012 Annual
Meeting of Shareholders.

Upon consummation of the Mergers, the board of directors of Newdex
will be comprised of 11 members.  The chairman of Newdex's board
of directors will be Alan F. Schultz, the current chairman of
Dex's board of directors.  The remainder of Newdex's board will be
comprised of Mr. McDonald, four members from the current Dex
board, four members from the current SuperMedia board and one
independent director to be selected by the Newdex board.

                          About Dex One

Dex One, headquartered in Cary, North Carolina, is a local
business marketing services company that includes print
directories and online voice and mobile search.  Revenue was
approximately $1.1 billion for the LTM period ended Sept. 30,
2010.

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 on May 28, 2009 (Bank. D. Del. Case No. 09-
11833 through 09-11852).  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.

The Company's balance sheet at June 30, 2012, showed $3.03 billion
in total assets, $2.93 billion in total liabilities and $103.57
million in total shareholders' equity.

                            *     *     *

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.


DOLPHIN DIGITAL: DTC Lifts "Chill" on Common Stock
--------------------------------------------------
The Depository Trust Company restored full electronic clearance
and settlement services for Dolphin Digital Media, Inc.'s "DPDM"
security.  The Company's common shares were previously not
electronically tradable due to a Global Lock, also known as a
"Chill," imposed by the DTC in December 2011.

As a result of these DTC privileges having been restored,
shareholders and investors can now buy and sell shares freely in
the open market with increased efficiency and lower costs through
DTC Participants which include U.S. and non-U.S. securities
brokers and dealers, banks, trust companies, clearing corporations
and certain other organizations.

"In my Letter to Shareholders in March of this year, we informed
our shareholders of the "Chill" placed on our stock due to the
alleged misconduct in 2010 of three individual shareholders of the
Company, and although we had no participation in, or any knowledge
of, the alleged misconduct, we pledged our full support and
cooperation as the DTC conducted its internal review," states
Chief Executive Officer William O'Dowd.  "I am extremely pleased
to make today's announcement, as it is the culmination of many
months of hard work by the Company and its advisors.  I
particularly want to commend the diligence and tireless efforts
made on our behalf by our attorneys, Joel Mayersohn and Clint Gage
of the Fort Lauderdale law firm of Roetzel & Andress, LPA.  Joel
and Clint are top-notch professionals, and guided the Company
throughout this process.  I would like to also acknowledge the
assistance of Mary Ramsey of our transfer agent, Nevada Agency and
Transfer Company, who went well "above and beyond the call of
duty" to assist us in timely providing the DTC with the
information requested."

"This is a very happy day for all shareholders of Dolphin Digital
Media, and I am very grateful for the support shown to the Company
throughout this process."

                       About Dolphin Digital

Coral Gables, Florida-based Dolphin Digital Media, Inc., is
dedicated to the twin causes of online safety for children and
high quality digital entertainment.  By creating and managing
child-friendly social networking websites utilizing state-of the-
art fingerprint identification technology, Dolphin Digital Media,
Inc. has taken an industry-leading position with respect to
internet safety, as well as digital entertainment.

The Company reported a net loss of $1.23 million in 2011, compared
with a net loss of $5.63 million in 2010.

The Company's balance sheet at June 30, 2012, showed $2.55 million
in total assets, $5.92 million in total liabilities, all current,
and a $3.37 million total stockholders' deficit.


DYNEGY INC: Can Hire White & Case as Bankruptcy Counsel
-------------------------------------------------------
The Hon. Cecelia G. Morris of the U.S. Bankruptcy Court for the
Southern District of New York authorized Dynegy Inc., et al., to
employ White & Case LLP as counsel.

As reported in the Troubled Company Reporter on Aug. 15, 2012,
according to the Debtors, W&C has represented the Debtors
throughout the cases and is intimately familiar with the factual
and legal matters associated with the cases and Dynegy Inc's role
as sole member of Dynegy Holdings, LLC and co-proponent of the
Plan.

To the best of the Debtors' knowledge, W&C is a "disinterested
persons" as that term is defined in Section 101(14) of the
Bankruptcy Code.

                           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.


DYNEGY INC: Epiq Bankruptcy Approved as Administrative Advisor
--------------------------------------------------------------
The Hon. Cecelia G. Morris of the U.S. Bankruptcy Court for the
Southern District of New York authorized Dynegy Inc., et al., to
employ Epiq Bankruptcy Solutions, LLC as administrative advisor.

As reported in the Troubled Company Reporter on July 30, 2012, as
administrative advisor, Epiq will:

    a. assist with, among other things, solicitation, balloting
       and tabulation and calculation of votes, as well as
       preparing any appropriate reports, as required in
       furtherance of confirmation of plan(s) of reorganization;

    b. generate an official ballot certification and testifying,
       if necessary, in support of the ballot tabulation results;

    c. gather data in conjunction with the preparation, and
       assisting with the preparation or necessary amendments, of
       DI's schedules of assets and liabilities and statements of
       financial affairs;

    d. generate, provide, and assist with claims reports, claims
       objections, exhibits, claims reconciliation, and related
       matters;

    e. provide a confidential data room;

    f. provide a call center or other creditor hotline, responding
       to creditor inquiries via telephone, letter, email,
       facsimile, or otherwise, as appropriate, and related
       services;

    g. manage and coordinate the publication of legal notices, as
       requested;

    h. manage any distributions pursuant to a confirmed plan of
       reorganization; and

    i. provide such other claims processing, noticing,
       solicitation, balloting, and other administrative services
       described in the Services Agreement, but not included in
       the Section 156(c) Application, as may be requested from
       time to time by DI, the Court, or the Clerk.

To the best of its knowledge, Epiq does not (a) hold or represent
an interest materially adverse to Dynegy Inc.'s estate with
respect to any matter for which it will be employed or (b) have
any materially adverse connection to Dynegy, its creditors, or
other relevant parties.

The fees that Epiq will charge are set forth in the Services
Agreement.  Epiq will also seek reimbursement from Dynegy for
reasonable expenses.

                          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.

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: Epiq Bankruptcy Approved as Claims and Noticing Agent
-----------------------------------------------------------------
The Hon. Cecelia G. Morris of the U.S. Bankruptcy Court for the
Southern District of New York authorized Dynegy Inc., et al., to
employ Epiq Bankruptcy Solutions, LLC as notice and claims agent.

As reported in the Troubled Company Reporter on July 30, 2012, as
notice and claims agent, Epiq will provide, among other things,
these administrative services:

   a. notifying all potential creditors of the filing of the
      bankruptcy petition under the proper provisions of the
      Bankruptcy Code and the Federal Rules of Bankruptcy
      Procedure as determined by DI's counsel;

   b. preparing and serving required notices in the DI Case,
      including:

        i. a notice of the commencement of the DI Case;

       ii. notices of objections to claims (if necessary);

      iii. notices of any hearings on a disclosure statement and
           confirmation of a plan or plans of reorganization; and

      iv. such other miscellaneous notices and other pleadings as
          DI or Court may deem necessary or appropriate for an
          orderly administration of the DI Case;

   c. maintaining an official copy of DI's schedules of assets and
      liabilities and statement of financial affairs, listing DI's
      known creditors and the amounts owed thereto;

   d. processing all proofs of claim / interests submitted;

   e. creating and maintaining an electronic database for
      creditor/ party-in-interest information provided by DI and
      creditors /parties in interest; and

   f. creating and maintaining a publicly-accessible case
      administration Web site containing information about the DI
      case, including, but not limited to, the Court's docket and
      important documents.

To the best of its knowledge, Epiq does not (a) hold or represent
an interest materially adverse to DI's estate with respect to any
matter for which it will be employed or (b) have any materially
adverse connection to DI, its creditors, or other relevant
parties.

The fees Epiq will charge in connection with its services to DI
are set forth in the Services Agreement.  Additionally, Epiq will
seek reimbursement from DI for reasonable expenses in accordance
with the terms of the Services Agreement.

                          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.

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: Ernst & Young OK'd to Audit 2012 Financial Statements
-----------------------------------------------------------------
The Hon. Cecelia G. Morris of the U.S. Bankruptcy Court for the
Southern District of New York authorized Dynegy Inc., et al., to
employ Ernst & Young LLP as auditor.

As reported in the Troubled Company Reporter on Aug. 15, 2012, EY
LLP, will among other things;

   a. audit and report on the consolidated financial statements of
      DI for the year ended Dec. 31, 2012;

   b. audit and report on the effectiveness of DI's internal
      control over financial reporting as of Dec. 31, 2012;

   c. review DI's unaudited interim financial information before
      it files its Form 10-Q; and

   d. as requested, provide services related to accounting
      consultations, SEC filings, fresh-start accounting matters,
      letters for underwriters and requesting parties, and
      bankruptcy employment and fee-requirement related work.

EY LLP and DI have agreed to a fixed fee of $1,277,000 for these
services: auditing and reporting on the consolidated financial
statements of DI for the year ended Dec. 31, 2012, auditing and
reporting on the effectiveness of DI's internal control over
financial reporting as of Dec. 31, 2012, and reviewing DI's
unaudited interim financial information before it files its Form
10-Q.  The fixed fee will be payable on EY LLP's invoices
submitted as the work progresses on this schedule:

         July 2012                     $141,000
         August 2012                    $41,000
         September 2012                 $41,000
         October 2012                  $142,000
         November 2012                 $142,000
         December 2012                 $142,000
         January 2013                  $242,000
         February 2013                 $242,000
         March 2013                    $144,000

Separate from the Fixed Fee, EY LLP will invoice DI for the DI
Accounting Services at these hourly rates:

            Title                    Rate Per Hour
            -----                    -------------
         Partner                          $550
         Senior Manager                   $460
         Manager                          $370
         Senior                           $260
         Staff                            $180

According to EY LLP's books and records, during the 90-day period
prior to the DI Petition Date, EY LLP received $424,718 from DI
for professional services performed and expenses incurred.  DI
does not owe EY LLP any amounts for services rendered prior to the
DI Petition Date.

Michael Osborne, a partner at EY LLP, assures the Court that EY
LLP is a s "disinterested person' as that term is defined in
Section 101(14) of the Bankruptcy Code.

                            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.


DYNEGY INC: KPMG LLP OK'd as Valuation and Accounting Advisors
--------------------------------------------------------------
The Hon. Cecelia G. Morris of the U.S. Bankruptcy Court for the
Southern District of New York authorized Dynegy Inc., et al., to
employ KPMG LLP as valuation, accounting advisors and tax
consultants.

As reported in the Troubled Company Reporter on Aug. 15, 2012,
KPMG will perform these services:

   a. Tax Consulting Services.  Pursuant to the July 12 Letter,
      KPMG will make certain determinations and provide DI with
      analysis concerning the tax implications of the transactions
      contemplated in connection with the DI Case and the tax
      treatment of DI's discharge.

   b. Valuation, Accounting, and Financial Reporting Services.
      Pursuant to the July 20 Letter, the January 20 Letter, and
      the May 31 Letter, KPMG will provide a range of valuation,
      accounting, and financial reporting services in connection
      the DI Case and DI's operation as a debtor in possession,
      generally.

In addition, KPMG will provide other consulting, advice, research,
planning, and analysis regarding tax consulting and valuation and
accounting advisory services as may be necessary, desirable, or
requested from time to time.

The hourly rates of KPMG's personnel are:

      A. Tax Consulting Services           Discounted Rate
         -----------------------           ---------------
         Partners                               $597
         Managing Directors                     $555
         Senior Managers/Directors              $540
         Managers                               $420
         Senior Associates                      $360
         Associates                             $225

      B. Valuation and Accounting
         Advisory Services                 Discounted Rate
         ------------------------          ---------------
         Partners                               $610
         Directors                              $500
         Managers                               $375
         Senior Associates                      $275
         Associates                             $190

DI has agreed to compensate KPMG for the general accounting
advisory services provided pursuant to the July 20 Letter at a
blended rate of $284 per hour.

According to KPMG's books and records, during the 90-day period
prior to the Petition Date, KPMG received $569,795 from DI for
professional services performed and expenses incurred.

To the best of the Debtors' knowledge, KPMG is a "disinterested
persons" as that term is defined in Section 101(14) of the
Bankruptcy Code.

                           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.


EASTMAN KODAK: Starts Sale Processes for Imaging Businesses
-----------------------------------------------------------
Eastman Kodak Company outlined its next steps toward a successful
emergence from Chapter 11 reorganization as a company primarily
focused on commercial, packaging and functional printing solutions
and enterprise services.  Accordingly, the company has initiated
sale processes for its market-leading Personalized Imaging and
Document Imaging businesses.

Kodak believes that the sale of these assets, as well as continued
cost-reduction initiatives, curtailment of its legacy liabilities,
and the monetization of the company's digital imaging patent
portfolio, will be significant milestones toward completing the
company's reorganization and emergence from Chapter 11 during
2013.

"The initiation of a process to sell the Personalized Imaging and
Document Imaging businesses is an important step in our company's
reorganization to focus our business on the commercial markets and
enable Kodak to accelerate its momentum toward emergence," said
Antonio M. Perez, Chairman and Chief Executive Officer.  "In
addition, we continue our initiatives to reduce our cost structure
and streamline our operating models in an effort to return the
company to profitability."

"We are reshaping Kodak. We continue to rebalance our company
toward commercial, packaging and functional printing - in which we
have the broadest portfolio solutions - and enterprise services.

These businesses have substantial long-term growth prospects
worldwide and are core to the future of Kodak.  We are confident
that our competitive advantages in materials science and
deposition technologies, as well as our know-how in digital
imaging, will enable us to capitalize on those opportunities and
extend our leadership in key growth markets."

Kodak noted that in addition to the commercial, packaging and
functional printing and enterprise services businesses, it also
continues to own and operate the Consumer Inkjet, Entertainment
Imaging, Commercial Film and Specialty Chemicals businesses, given
the company's expertise, capabilities and strong customer
relationships in these markets, as well as their combined cash-
generating capability.

The Personalized Imaging business consists of Retail Systems
Solutions (RSS), Paper & Output Systems (P&OS) and Event Imaging
Solutions (EIS).  RSS is the worldwide leader in retail print
solutions with a global footprint of 105,000 KODAK Picture Kiosks;
P&OS includes the broadest portfolio of traditional photographic
paper and still camera film products; and EIS provides souvenir
photo products at theme parks and other venues.  The Document
Imaging business provides a leading and comprehensive portfolio of
scanners, capture software and services to enterprise customers.

"Personalized Imaging and Document Imaging are valuable businesses
that enjoy leading market positions as a result of superior
products and service offerings.  We remain steadfast in our
commitment to our customers, and we will work to ensure that they
continue to receive the exceptional levels of quality and service
they have come to expect from Kodak.  Customers remain the top
priority of all our businesses - those we intend to sell and those
that will remain part of Kodak," Perez said.

Kodak said it would move forward as quickly as possible and has
targeted completing these transactions in the first half of 2013.
Lazard is adviser to Kodak in the sale process.

In accordance with its prior announcement, the company is
continuing discussions with parties with respect to the potential
sale of its digital imaging patent portfolio.  The company
reiterates that it has made no decision to sell the portfolio and
Kodak may, in consultation with creditors, retain the portfolio as
an alternative source of recovery for creditors.

"As we move forward with the Chapter 11 process, we are focused on
delivering the highest value to our creditors so that we can
emerge as a sustainable, profitable company that continues to meet
the needs of our customers," Perez concluded.

                        About Eastman Kodak

Rochester, New York-based Eastman Kodak Company and its U.S.
subsidiaries on Jan. 19, 2012, filed voluntarily Chapter 11
petitions (Bankr. S.D.N.Y. Lead Case No. 12-10202) in Manhattan.
Subsidiaries outside of the U.S. were not included in the filing
and are expected to continue to operate as usual.

Kodak, founded in 1880 by George Eastman, was once the world's
leading producer of film and cameras.  Kodak sought bankruptcy
protection amid near-term liquidity issues brought about by
steeper-than-expected declines in Kodak's historically profitable
traditional businesses, and cash flow from the licensing and sale
of intellectual property being delayed due to litigation tactics
employed by a small number of infringing technology companies with
strong balance sheets and an awareness of Kodak's liquidity
challenges.

In recent years, Kodak has been working to transform itself from a
business primarily based on film and consumer photography to a
smaller business with a digital growth strategy focused on the
commercialization of proprietary digital imaging and printing
technologies.  Kodak has 8,900 patent and trademark registrations
and applications in the United States, as well as 13,100 foreign
patents and trademark registrations or pending registration in
roughly 160 countries.

Kodak disclosed $5.10 billion in assets and $6.75 billion in
liabilities as of Sept. 30, 2011.  The net book value of all
assets located outside the United States as of Dec. 31, 2011 is
$13.5 million.

Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtors.  FTI Consulting,
Inc., is the restructuring advisor.   Lazard Freres & Co. LLC, is
the investment banker.   Kurtzman Carson Consultants LLC is the
claims agent.

The Official Committee of Unsecured Creditors has tapped
Milbank, Tweed, Hadley & McCloy LLP, as its bankruptcy counsel.

Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi,
Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the
Unofficial Second Lien Noteholders Committee.

Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato,
Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners
II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth
S. Grossman; and Paul Martin.


EASTMAN KODAK: Apple Files Appeal Bankr. Judge Didn't Authorize
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that, although Apple Inc. was told by the bankruptcy judge
that it couldn't, it went ahead on Aug. 23 and filed an appeal to
the U.S. District Court from an Aug. 1 ruling by the bankruptcy
court upholding ownership by Eastman Kodak Co. of two disputed
patents.  Apple said it filed the appeal "to protect its rights."

According to the report, in the Aug. 8 ruling, U.S. Bankruptcy
Judge Allan L. Gropper summarily denied Apple's claim to ownership
of two patents.  In the same ruling, Judge Gropper concluded there
were disputed facts barring a ruling as yet on ownership of eight
other patents.  In his formal ruling on Aug. 8, Judge Gropper
denied Apple's request for an immediate appeal from the order
upholding the two Kodak patents.  He said an immediate appeal was
counter to the "strong federal policy against piecemeal appeals."

The report notes that in lawsuits in federal court, there is no
right to appeal a so-called interlocutory order that decides only
part of a lawsuit.  Either the bankruptcy court or the district
court has the right to bend the rule and allow an immediate appeal
from a partial decision in proper situations.  Given that he
denied Apple's request for an immediate appeal, Judge Gropper told
Apple that it could seek permission from a district judge to mount
an appeal now on the two patents.  Rather than file papers asking
for permission to appeal, Apple instead filed an ordinary appeal.

The report notes that Apple wrote to the bankruptcy judge, saying
that the district court might take the appeal as a request for
permission to appeal.  Apple also said the district court might
deny permission to appeal.  Kodak started the lawsuit in
bankruptcy court on June 18, seeking a declaration that Apple has
no interest in the 10 patents.  Apple has lodged a second request
to remove the suit to district court from bankruptcy court.  A
district judge denied the first requests for so-called withdrawal
of the reference.  Kodak was scheduled to complete auctions this
month for patents and intellectual property, including the patents
under dispute with Apple.  The deadline for completing the auction
was pushed back twice in consultation with the creditors'
committee.

The report relays that the market interpreted the delay as meaning
that prices offered so far are disappointing.  As a result,
Kodak's $400 million in 7% convertible notes due in 2017, which
sold for 21.055 cents on the dollar on Aug. 9, went for as little
as 10 cents on Aug. 14, a decline of 53%, according to Trace, the
bond-price reporting system of the Financial Industry Regulatory
Authority.  Before the drop, the bonds had risen more than 25% in
price since July.  The bonds traded on Aug. 22 for 15.25 cents,
Trace reported.

The lawsuit in bankruptcy court with Apple is Eastman Kodak Co. v.
Apple Inc., 12-01720, U.S. Bankruptcy Court, Southern District of
New York (Manhattan). Apple's motion to remove the suit from
bankruptcy court is Eastman Kodak Co. v. Apple Inc., 12-04881,
U.S. District Court, Southern District New York (Manhattan).

                        About Eastman Kodak

Rochester, New York-based Eastman Kodak Company and its U.S.
subsidiaries on Jan. 19, 2012, filed voluntarily Chapter 11
petitions (Bankr. S.D.N.Y. Lead Case No. 12-10202) in Manhattan.
Subsidiaries outside of the U.S. were not included in the filing
and are expected to continue to operate as usual.

Kodak, founded in 1880 by George Eastman, was once the world's
leading producer of film and cameras.  Kodak sought bankruptcy
protection amid near-term liquidity issues brought about by
steeper-than-expected declines in Kodak's historically profitable
traditional businesses, and cash flow from the licensing and sale
of intellectual property being delayed due to litigation tactics
employed by a small number of infringing technology companies with
strong balance sheets and an awareness of Kodak's liquidity
challenges.

In recent years, Kodak has been working to transform itself from a
business primarily based on film and consumer photography to a
smaller business with a digital growth strategy focused on the
commercialization of proprietary digital imaging and printing
technologies.  Kodak has 8,900 patent and trademark registrations
and applications in the United States, as well as 13,100 foreign
patents and trademark registrations or pending registration in
roughly 160 countries.

Kodak disclosed $5.10 billion in assets and $6.75 billion in
liabilities as of Sept. 30, 2011.  The net book value of all
assets located outside the United States as of Dec. 31, 2011 is
$13.5 million.

Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtors.  FTI Consulting,
Inc., is the restructuring advisor.   Lazard Freres & Co. LLC, is
the investment banker.   Kurtzman Carson Consultants LLC is the
claims agent.

The Official Committee of Unsecured Creditors has tapped
Milbank, Tweed, Hadley & McCloy LLP, as its bankruptcy counsel.

Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi,
Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the
Unofficial Second Lien Noteholders Committee.

Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato,
Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners
II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth
S. Grossman; and Paul Martin.


EDG HOLDCO: S&P Assigns 'B+' Corporate Credit Rating
----------------------------------------------------
Standard & Poor's Rating Services assigned its 'B+' corporate
credit rating to Baton Rouge, La.-based EDG Holdco LLC, a
subsidiary of Edgen Group Inc. "We also raised our issue-level
rating on Edgen Murray Corp.'s $465 million senior secured notes
to 'B+', the same as the corporate credit rating, from 'B'. The
recovery rating on these notes remains '4', indicating our
expectation for average (30% to 50%) recovery in the event of
payment default," S&P said.

"At the same time, we raised our corporate credit rating on Edgen
Murray II L.P., the former parent of Edgen Murray Corp., to 'B+'
from 'B', and subsequently withdrew the rating," S&P said.

"We also removed all ratings from CreditWatch, where we placed
them with positive implications on April 19, 2012," S&P said.

"The corporate credit rating on specialty metals distributor EDG
Holdco LLC reflects Standard & Poor's view of the company's 'weak'
business risk and 'aggressive' financial risk profiles," said
credit analyst Megan Johnston. "These assessments are based on the
company's relatively modest size, its exposure to volatile metals
prices, and a dependence on the cyclical energy markets for a
large portion of its earnings. Still, we believe the company has
long-standing supplier and customer relationships, faces minimal
capital expenditure requirements, and possesses the ability to
generate cash from working capital during periods of soft end
markets."

"The stable rating outlook reflects our expectation that EDG
Holdco's near-term operating performance will benefit from slowly
improving economic conditions and relatively strong performance in
its key end markets," S&P said.


ENERGY EDGE: Had $6,290 Net Loss in Second Quarter
--------------------------------------------------
Energy Edge Technologies Corporation filed its quarterly report on
Form 10-Q, reporting a net loss of $6,290 on $209,975 of contract
revenues for the three months ended June 30, 2012, compared with a
net loss of $32,280 on $285,922 of contract revenues for the same
period last year.

For the six months ended June 30, 2012, the Company had a net loss
of $19,951 on $354,046 of contract revenues, compared with a net
loss of $185,267 on $495,568 of contract revenues for the same
period of 2011.

The Company's balance sheet at June 30, 2012, showed $1.0 million
in total assets, $1.2 million in total liabilities, and a
stockholders' deficit of $200,862.

The Company has limited working capital, and has suffered a
significant loss from operations.  "These factors create
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/TPpNfQ

Bridgewater, New Jersey-based Energy Edge Technologies Corporation
provides energy engineering and services specializing in the
development and implementation of advanced, turnkey projects to
reduce energy losses and increase the efficiency of new and
existing buildings.

Revenues come primarily from engineering survey work and turnkey
energy projects where the Company takes responsibility for
equipment procurement, installation labor, utility rebates, tax
incentives, pre and post survey work, waste removal,
certifications, and ongoing measurement and verification of
results.


ESSENTIAL POWER: S&P Rates $665MM Sr. Secured Debt Facilities 'BB'
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' rating and
'2' recovery rating to Essential Power LLC's $565 million senior
secured term loan and $100 million senior secured first-lien
revolving credit and letter of credit facility. "At the same time,
we raised our rating on the $66.3 million second-lien stub to 'BB'
from 'B+'. We also revised the recovery rating to '6' from '3'.
The '2' recovery rating indicates substantial recovery (70% to
90%) of principal in a default scenario. The '6' recovery rating
reflects expectation of negligible (0% to 10%) recovery if a
payment default occurs. The outlook is stable," S&P said.

"Essential Power (and Holdco Essential Power Holdings LLC) is a
ring-fenced, special-purpose entity that owns 1,721 megawatts (MW)
of nominal generation capacity spread among gas-fired, fossil-
fuel, and hydro assets in the Pennsylvania-Jersey-Maryland (PJM)
Interconnection and the Independent System Operator-New England
(ISO-NE) regions. The company is 100% owned by Australian pension
fund manager Industry Funds Management (IFM). Essential Power
proposed to refinance debt raised initially in 2008 and 2009 when
the company was known as North American Energy Alliance LLC
(NAEA), consisting of a $310 million first-lien facility, $40
million revolving credit facility, $80 million letter of credit
facility, and $205 million in second-lien securities. About $138.7
million of the second-lien notes have been tendered and redeemed.
The project will also have a $100 million senior secured revolving
credit facility. The term loan matures in 2019 and the revolving
credit facility matures in 2017. Essential Power will repay the
term loan through a 100% cash flow sweep," S&P said.

"The stable rating outlook reflects our expectations that the
project's relatively stable revenue streams (the PPA, hedges, and
capacity payments) will allow for deleveraging over the loan's
tenor, to about $230 per kW by the time hedges expire in 2016. A
ratings upgrade is unlikely given the limited asset diversity, the
age of the assets, and the project's exposure to merchant power
revenue. If the assets underperform operationally, causing energy
gross margins and capacity payment revenue to fall below
expectations, we could lower the ratings. Specifically, we would
consider a downgrade if refinancing risk increases to more than
$200 per kW," S&P said.


FIBERTOWER CORPORATION: Court OKs Andrews Kurt, BMC, FTI Hiring
---------------------------------------------------------------
BankruptcyData.com reports that the U.S. Bankruptcy Court approved
FiberTower's motions to retain Andrews, Kurth as attorney, BMC
Group as claims, noticing & solicitation agent, and FTI Consulting
as financial adviser.

                      About FiberTower Corp.

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.


FIDELITY NAT'L: Fitch Rates $400MM Sr. Unsec. Debt Offering BB+
---------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' debt rating to Fidelity
National Financial, Inc.'s (FNF) 10 year $400 million senior
unsecured debt offering.  Fitch has also affirmed the 'BBB'
Insurer Financial Strength (IFS) of Fidelity National Financial,
Inc.'s (FNF) title insurance companies at 'BBB+'.  Additionally,
Fitch has affirmed the Issuer Default Rating (IDR) of FNF at 'BBB-
', and the existing senior debt ratings at 'BB+.'  The Rating
Outlook for all ratings is Stable.

The affirmation of FNF's ratings is driven by the underwriter's
sustained profitability despite challenging economic and real
estate market conditions, improved capital position, and adequate
reserve position.  Offsetting these positives is Fitch's concern
about FNF's capital management strategy and willingness to
periodically increase balance sheet financial leverage to fund
acquisitions, which Fitch views as a limiting factor to the
company's rating. While FNF has been successful to date in most of
its acquisitions, past success does not guarantee future success.

FNF's new $400 million 5.5% debt issuance matures on Sept. 1,
2022.  This issue is an unsecured obligation and will rank equal
in right of payment with the company's existing and future
unsecured and unsubordinated indebtedness.  The use of proceeds is
to prefund the maturing $236.4 million March 2013 issue and for
general corporate purposes.  The maturing debt had a slightly
lower (25 basis points) coupon so interest coverage is expected to
be slightly reduced from this issuance.  Interest coverage as of
June 30, 2012 was 9.5 times (x).

As of June 30, 2012, FNF had a financial leverage ratio of 19.3%
and a tangible financial leverage ratio of 30.7%.  While stated
financial leverage would increase to 27.4% on a pro forma basis
for June 30, 2012 for the additional $400 million in new debt,
adjusting for the March 2013 maturity financial leverage would be
21.9% or 34.2% on a tangible basis.

Incorporated into Fitch's current ratings is FNF's dominant
position in the title insurance market accounting for
approximately 35% of the U.S. title insurance market.  This scale
coupled with an aggressive cost management focus has allowed FNF
to be one of the most profitable title insurance companies.  As of
second quarter 2012, FNF reported a GAAP combined ratio of 88.8%,
the best of the five publicly traded U.S. title insurance
companies.

The Stable Outlook on the IFS ratings reflects FNF's operating
advantage relative to peers in light of continued challenges faced
by the title insurance industry.  Specifically, mortgage
originations are forecast to fall during 2012, placing added
pressure on title insurance margins.

The following is a list of key rating drivers that could lead to
an upgrade:

  -- Change in operating strategy to target operating company
     capital towards Fitch's guidelines for 'A' IFS category
     title insurers.

  -- An increase in capital adequacy as measured by Fitch's Risk
     Adjusted Capital (RAC) ratio to approximately 150% and a
     sustained improvement in traditional operating company
     capital metrics such as net leverage below 6.0x.

  -- Sustained calendar and accident year profitability.

The following is a list of key rating drivers that could lead to a
downgrade:

  -- An absolute RAC score below 105% or deterioration in
     capitalization such as net leverage above 7.5x.

  -- A sustained increase in financial leverage to 30% or
     higher.

  -- Deterioration in earnings, primarily measured by pretax
     GAAP margins, at a pace greater than peer averages.

  -- Sustained adverse reserve development.

  -- Any acquisition that makes a meaningful change to the
     company's profile, particularly one that increases
     financial leverage.

Fitch has assigned a 'BB+' to the following debt issues:
Fidelity National Financial, Inc.

  -- $400 million 5.5% senior note maturing Sept. 1, 2022.

Fitch has affirmed the following ratings with a Stable Outlook:

Fidelity National Financial, Inc.

  -- IDR at 'BBB-';
  -- $300 million 4.25% convertible senior note maturing
     Aug. 15, 2018 at 'BB+';
  -- $236.5 million 5.25% senior note maturing March 15, 2013 at
     'BB+';
  -- $300 million 6.6% senior note maturing May 15, 2017 at
     'BB+';
  -- Four year $800 million unsecured revolving bank line of
     credit due April 16, 2016 at 'BB+'.

Fidelity National Title Ins. Co.
Alamo Title Insurance Co. of TX
Chicago Title Ins. Co.
Commonwealth Land Title Insurance Co.

  -- IFS ratings at 'BBB+'.


FIFTH SEASON: Had $9.7 Million Net Loss in Second Quarter
---------------------------------------------------------
Fifth Season International, Inc., filed its quarterly report on
Form 10-Q, reporting a net loss of $9.7 million on $34.8 million
of revenue for the three months ended June 30, 2012, compared
with a net loss of $2.0 million on $72.8 million of revenue for
the same period last year.

For the six months ended June 30, 2012, the Company had a net loss
of $12.9 million on $72.3 million of revenue, compared with net
income of $2.5 million on $99.8 million of revenue for the
comparable period a year earlier.

During the six months ended June 30, 2011, the Company recorded a
gain on business combination of $7.1 million resulting from the
acquisition of Longyun during the first quarter in 2011.

The Company's balance sheet at June 30, 2012, showed
$197.2 million in total assets, $167.2 million in total
liabilities, and stockholders' equity of $30.0 million.

"The Group's consolidated current liabilities exceeded its
consolidated current assets by approximately $49million as of
June 30, 2012.  In addition the Group has commitments for the
tenant improvement projects and the purchase of commercial
properties totaled to $10.4 million as of June 30, 2012.
Management believes that these factors raise 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/xju2cV

Located in Shenzhen, People's Republic of China, Fifth Season
International, Inc., is engaged in the investment, assignment, and
leasing of commercial properties, in the operation of department
stores, and in the wholesale of goods in China.

                           *     *     *

As reported in the TCR on April 23, 2012, Marcum Bernstein &
Pinchuk LLP, in New York, expressed substantial doubt about Fifth
Season'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 significant
working capital deficiency.  "[A]s of Dec. 31, 2011, the Company
is not in compliance with its loan covenant in connection with its
loan with China Construction Bank," the independent auditors said.


FLETCHER INTERNATIONAL: Wants Ch. 11 Trustee Appointed
------------------------------------------------------
Lisa Uhlman at Bankruptcy Law360 reports that Fletcher
International Ltd. filed an emergency motion Wednesday for the
appointment of a Chapter 11 trustee, citing its acrimonious
relationship with two feeder funds that have sought to take away
its control over the case since its inception.

According to Bankruptcy Law360, Fletcher wants a trustee to be put
in charge of reorganizing or liquidating its assets, arguing that
"given the nature and course of the proceedings in this case to
date," that is the best solution for the interests of the debtor's
estate and its stakeholders.

                   About Fletcher International

Fletcher International, Ltd., filed a bare-bones Chapter 11
petition (Bankr. S.D.N.Y. Case No. 12-12796) on June 29, 2012, in
Manhattan.  The Bermuda exempted company estimated assets and
debts of $10 million to $50 million.  The bankruptcy documents
were signed by its president and director, Floyd Saunders.

David R. Hurst, Esq., at Young Conaway Stargatt & Taylor, LLP, in
New York, serves as counsel.

Fletcher International Ltd. is managed by the investment firm of
Alphonse "Buddy" Fletcher Jr.

Fletcher Asset Management was founded in 1991.  During its initial
four years, FAM operated as a broker dealer trading various debt
and equity securities and making long-term equity investments.
Then, in 1995, FAM began creating and managing a family of private
investment funds.

The Debtor is a master fund in the Fletcher Fund structure.  As a
master fund, it engages in proprietary trading of various
financial instruments, including complex, long-term, illiquid
investments.

The Debtor is directly owned by Fletcher Income Arbitrage Fund and
Fletcher International Inc., which own roughly 83% and 17% of the
Debtor's common shares, respectively.  Arbitrage's direct parent
entities are Fletcher Fixed Income Alpha Fund and FIA Leveraged
Fund, both of which are incorporated in the Cayman Islands and are
subject to liquidation proceedings in that jurisdiction, and which
own roughly 76% and 22% of Arbitrage's common stock, respectively.
The Debtor currently has a single subsidiary, The Aesop Fund Ltd.


GATEHOUSE MEDIA: Board Member Burl Osborne Dies
-----------------------------------------------
GateHouse Media announced that Burl Osborne, one of the newspaper
industry's most respected leaders, died suddenly late Wednesday at
the age of 75.  Mr. Osborne had been a director of GateHouse since
2006 and dedicated his career to journalism.

"We were deeply saddened to hear the news of Burl's passing," said
Michael E. Reed, chief executive officer of GateHouse Media.  "It
was truly a privilege to know and work with Burl and I considered
him both a mentor throughout my career and a great friend.  He
truly was one of the nicest and most respected individuals I had
the pleasure to work with.  Burl's dedication and passion to our
industry will be sorely missed and our thoughts and prayers go out
to his wife Betty and his family."

Mr. Osborne formerly held positions in Freedom Communications,
Inc., Belo Corporation and The Dallas Morning News Co.  Mr.
Osborne was also Chairman of the Belo Foundation.  In addition Mr.
Osborne served as Chairman of the Board of Directors of The
Associated Press from 2002 to 2007, as a director from 1993 until
2007 and as a member of the Executive Committee.  Mr. Osborne also
has served as a director and Past Chairman of Southern Newspaper
Publishers Association, and a director of Newspaper Association of
America.  Most recently, Mr. Osborne was a board member of the
Committee to Protect Journalists, J.C. Penney Company, Inc. and
Freedom Communications, Inc.

                       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.

The Company reported a net loss of $22.22 million for the year
ended Jan. 1, 2012, a net loss of $26.64 million for the year
ended Dec. 31, 2010, and a net loss of $530.61 million for the
year ended Dec. 31, 2009.

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.

                        Bankruptcy Warning

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.

There can be no assurance that the Company's business will
generate cash flow from operations or that future borrowings will
be available to the Company in amounts sufficient to enable it to
pay its indebtedness or to fund our other liquidity needs.
Currently the Company does not have the ability to draw upon its
revolving credit facility which limits its immediate and short-
term access to funds.  If the Company is unable to repay its
indebtedness at maturity the Company may be forced to liquidate or
reorganize its operations and business under the federal
bankruptcy laws.


GEO POINT: Had $283,000 Net Loss in June 30 Quarter
---------------------------------------------------
Geo Point Technologies, Inc., filed its quarterly report on Form
10-Q, reporting a net loss of $282,937 on $244,120 of total
revenues for the three months ended June 30, 2012, compared with a
net loss of $380,852 on $80,479 of total revenues for the three
months ended June 30, 2011.

Revenues from the Company's refining segment for the three months
ended June 30, 2012, were $216,966, compared to $53,968 during the
comparable prior period in 2011.  The increase in revenues was
primarily due to sporadic refinery operations from the
inconsistent availability of feedstock.

The Company's balance sheet at June 30, 2012, showed
$4.4 million in total assets, $3.3 million in total current
liabilities, and stockholders' equity of $1.1 million.

The Company has generated limited revenues during the three months
ended June 30, 2012, has a working capital deficit of
$3.1 million, has limited capital to fund operations, and had a
net usage of cash in operations.  "Currently, the Company is in
default on its capital lease totaling $603,187 and its notes
payable and line of credit totaling $944,530.  Additionally, the
Company has had difficulties in securing contracts for the
consistent delivery of crude oil for it to refine.  These
inconsistencies have required the Company to operate the refinery
at below capacity and at times required it to close the refinery.
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/EGN9QW

Geo Point Technologies, Inc., headquartered in Salt Lake City,
owns and operates an oil refinery in Karatau, Kazakhstan, that
refines crude oil into diesel fuel, gasoline, and mazut, a heating
oil.  The Company's environmental and engineering division
provides geological and earth study services related to land
surveying for new construction, soil testing and environmental
risk and impact assessments, and natural resource assessments with
an emphasis on oil and gas deposit discovery.  During
November 2010, the Company commenced production at the refinery.
The refinery equipment is new and during this initial production
startup phase, the Company has not operated the refinery at its
full capacity due to various factors.  During the quarter and
subsequent period, at times the refinery was shut down due to the
lack of availability of crude oil.

                           *     *     *

As reported in the TCR on July 19, 2012, Barnett & Maxwell, P.C.,
in Salt Lake City, Utah, expressed substantial doubt about Geo
Point'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 has incurred
significant losses and negative cash flows from operating
activities since inception, has negative working capital and an
accumulated deficit, is in default on certain debt, and is
dependent on additional debt or equity financing in order
to continue its operations.


GOLDEN NUGGET: Moody's Upgrades CFR to 'Caa3'; Outlook Stable
-------------------------------------------------------------
Moody's Investors Service upgraded Golden Nugget Inc.'s Corporate
Family and Probability of Default ratings to Caa3 from Ca. Moody's
also raised the company's second lien term loan to Ca from C, and
affirmed the Caa3 rating on its first lien bank debt. The rating
outlook is stable.

Ratings Rationale

The upgrade to Caa3 from Ca reflects Golden Nugget's steady
improvement in net revenues from both higher room rates and
increased gaming revenue along with a continued focus on managing
its cost structure which has enabled the company to modestly
improve EBITDA and EBITDA margins since fiscal 2009. Golden Nugget
reported EBITDA of about $51 million for the last twelve months
period ending June 30, 2012 compared to $51 million, $47 million,
and $42 million for fiscal 2011, 2010 and 2009, respectively.
EBITDA margins also increased around 200 basis points through that
same period, to about 21% from 19%. However, despite this
operating improvement, Golden Nugget's leverage is still
significant, at over 8 times, and Moody's believes the company
will continue to face a difficult operating environment in the
downtown Las Vegas market that will continue to challenge its
ability to materially reduce its substantial leverage, either
through debt repayment or further EBITDA growth.

Golden Nugget also faces a substantial amount of maturing debt.
The first lien portion of the company's bank matures within the
next 24 months and represents approximately 83% of its total debt.
The debt coming due consists of a $47 million revolving credit
facility expiring on June 30, 2013, a majority of which was
outstanding at June 30, 2012, and a $210 million first lien term
loan and $120 million first lien delayed draw term loan, both of
which mature on June 30, 2014. Golden Nugget also has a $69
million second lien term loan that matures in November 2014.

Ratings raised:

Corporate Family Rating to Caa3 from Ca

Probability of Default Rating to Caa3 from Ca

$165 million ($69 million outstanding) second lien term loan due
2014 to Ca (LGD 6, 92%) from C (LGD 6, 90%)

Ratings affirmed and LDG assessments revised where applicable:

$50 million first lien revolving credit facility expiring June
2013 at Caa3 (LGD 3, to 42% from 41%)

$210 million first lien term loan due June 2014 at Caa3 (LGD 3,
to 42% from 41%)

$120 million first lien delayed-draw term loan due June 2014 at
Caa3 (LGD 3, to 42% from 41%)

Rating Rationale:

Golden Nugget's Caa3 Corporate Family and Probability of Default
ratings reflect the company's small scale and limited
diversification along with the company's very high leverage and
significant upcoming debt maturities. Also considered is the weak
operating environment in the downtown Las Vegas market that
Moody's expect will continue to pressure Golden Nugget's operating
performance. Positive rating consideration is given to the recent
improvement in Golden Nugget's earnings performance and the
significant investment that has already been made in the property
that reduces the company's capital expenditure requirements going
forward. Although the company's EBIT/interest is expected to
remain below one time, EBITDA less capital expenditures/interest
is expected to remain above 1.1 times.

The stable rating outlook incorporates Moody's view that the Caa3
Corporate Family and Probability of Default ratings appropriately
reflect the high level of risk for Golden Nugget. Ratings could be
lowered if it appears Golden Nugget will have difficulty
refinancing its outstanding debt or if the overall probability of
default increases for any reason. A higher rating is possible if
Golden Nugget manages to refinance its debt capital structure in a
manner that does not impair investors and provides some assurance
that the company can adequately service its debt and meet its
financial covenants over the longer-term.

The principal methodology used in rating Golden Nugget, Inc. was
the Global Gaming 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.

Golden Nugget, Inc. is headquartered in Las Vegas, Nevada and is a
wholly-owned unrestricted subsidiary of Landry's Inc. (B2,
Stable). The company owns and operates the Golden Nugget hotel,
casino, and entertainment resorts in downtown Las Vegas and
Laughlin, Nevada. Annual net revenue is approximately $245
million.


GAMETECH INT'L: Court OKs BMC Group as Administrative Advisor
-------------------------------------------------------------
Gametech International Inc. sought and obtained approval from the
U.S. Bankruptcy Court to employ BMC Group, Inc. as administrative
advisor.

The firm will, among other things:

   a) gather data for, and assist with the preparation of the
      Debtors' schedules of assets and liabilities and statements
      of financial affairs;

   b) assist with, among other things, solicitation, balloting
      and tabulation and calculation of votes, as well as
      preparing any appropriate reports, as required in
      furtherance of confirmation of plan(s) of reorganization;
      and

   c) generate an official ballot certification and testifying,
      if necessary, in support of the ballot tabulation results.

The fees BMC will charge in connection with its services to the
Debtors are set forth in a Services Agreement.  The Debtors submit
that BMC's rates are competitive and comparable to the rates BMC's
competitors charge for similar services.  Additionally, BMC will
seek reimbursement from the Debtors for reasonable expenses in
accordance with the terms of the Services Agreement.

                          About GameTech

Based in Reno, Nevada, GameTech develops and manufactures gaming
entertainment products and systems.  GameTech holds a significant
position in the North American bingo market with its interactive
electronic bingo systems, portable and fixed-based gaming units,
and complete hall management modules.  It also holds a significant
position in select North American VLT markets, primarily Montana,
Louisiana, and South Dakota, where it offers video lottery
terminals and related gaming equipment and software.  It also
offers Class III slot machines and server-based gaming systems.

GameTech International, Inc. and its wholly owned subsidiaries
have filed Chapter 11 petitions (Bankr. D. Del. Lead Case No.
12-11964) on July 2, 2012, to effect a restructuring of the
company's debt obligations.  GameTech disclosed total assets of
$27.22 million and total liabilities of $22.88 million as of
Jan. 29, 2012.  Judge Peter J. Walsh presides over the case.
Andrew E. Robinson signed the petition as senior vice president,
chief financial officer, and treasurer.

The Debtors are represented by Greenberg Traurig, LLP.


GAMETECH INT'L: Court OKs Greenberg Traurig as Counsel
------------------------------------------------------
Gametech International Inc. sought and obtained approval from the
U.S. Bankruptcy Court to employ Greenberg Traurig LLP as counsel.

The firm will charge the Debtors' estates at these hourly rates:

    Professional                 Rate Per Hour
    ------------                 -------------
    Nancy A. Mitchell                $764
    David D. Cleary                  $595
    Dennis A. Meloro                 $530
    Matthes L. Hinker                $315
    Edward Clarkson                  $225
    Doreen Cusumano                  $310
    Elizabeth Thomas                 $245

Ms. Mitchell's stated hourly rate represents a 20% discount to her
standard hourly rate which discount was negotiated with the
Debtors for this particular matter.

David D. Cleary, Esq., in a sworn affidavit, attests that the firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code.

                          About GameTech

Based in Reno, Nevada, GameTech develops and manufactures gaming
entertainment products and systems.  GameTech holds a significant
position in the North American bingo market with its interactive
electronic bingo systems, portable and fixed-based gaming units,
and complete hall management modules.  It also holds a significant
position in select North American VLT markets, primarily Montana,
Louisiana, and South Dakota, where it offers video lottery
terminals and related gaming equipment and software.  It also
offers Class III slot machines and server-based gaming systems.

GameTech International, Inc. and its wholly owned subsidiaries
have filed Chapter 11 petitions (Bankr. D. Del. Lead Case No.
12-11964) on July 2, 2012, to effect a restructuring of the
company's debt obligations.  GameTech disclosed total assets of
$27.22 million and total liabilities of $22.88 million as of
Jan. 29, 2012.  Judge Peter J. Walsh presides over the case.
Andrew E. Robinson signed the petition as senior vice president,
chief financial officer, and treasurer.

The Debtors are represented by Greenberg Traurig, LLP.


GREAT CHINA INTERNATIONAL: Reports $664,000 Q2 Net Loss
-------------------------------------------------------
Great China International Holdings, Inc., filed its quarterly
report on Form 10-Q, reporting a net loss of $664,492 on
$1.9 million of revenues for the three months ended June 30,
2012, compared with a net loss of $575,120 on $1.9 million of
revenues for the comparable period last year.

For the six months ended June 30, 2012, the Company had a net loss
of $1.3 million on $3.8 million of revenues, compared with a net
loss of $1.3 million on $3.6 million of revenues for the same
period of 2011.

The Company's balance sheet at June 30, 2012, showed
$59.3 million in total assets, $33.7 million in total
liabilities, and stockholders' equity of $25.6 million.

"The Company has a working capital deficit of $26,777,640 and
$27,643,654 as of June 30, 2012, and Dec. 31, 2011, respectively.
As the Company has limited cash flow from operations, its ability
to maintain normal operations is dependent upon obtaining adequate
cash to finance its overhead, sales and marketing activities.
Additionally, in order for the Company to meet its financial
obligations, including salaries, debt service and operations, it
has maintained substantial short term bank loans that have
historically been renewed each year.  The Company's ability to
meet its cash requirements for the next twelve months largely
depends on the bank loans that involve interest expense
requirements that reduce the amount of cash we have for our
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/AzelJk

Shenyang, China-based Great China International Holdings, Inc.,
was incorporated in the State of Nevada on Dec. 4, 1987, under the
name of Quantus Capital, Inc.  The Company, through its various
subsidiaries, is engaged in commercial and residential real estate
leasing, management, consulting, investment, development and sales
in the city of Shenyang, Liaoning Province, in the People's
Republic of China ("PRC").

                           *     *     *

Kabani & Company, Inc., in Los Angeles, California, expressed
substantial doubt about Great China International'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
$27,643,655 as of Dec. 31, 2011.  "In  addition, the Company has
negative cash flow for each of the two years in the period ended
Dec. 31, 2011. of $3,289,571 and $349,200 respectively."




HAMPTON ROADS: Inks Settlement Agreement with Former Pres. & CEO
----------------------------------------------------------------
Hampton Roads Bankshares, Inc., and The Bank of Hampton Roads, its
wholly owned subsidiary, entered into a Settlement Agreement and
Mutual Release, effective Aug. 17, 2012, with John A.B. Davies,
Jr., the Company's former President and Chief Executive Officer.
The Settlement Agreement contains a mutual release and waiver of
claims between Mr. Davies and the Company and BHR.

The Settlement Agreement also resolves certain matters related to
the Consulting Agreement and the Transition Agreement, each
entered into by the Company and Mr. Davies on Aug. 17, 2011.

In particular, the Consulting Agreement provided that Mr. Davies
would be paid $500 per hour for up to 1,000 hours of consulting
services, or a maximum of $500,000, to be provided to the Company
between Sept. 12, 2011, and Sept. 11, 2012.  To date the Company
has paid Mr. Davies $26,625 in return for consulting services
rendered.

The Settlement Agreement provides that the term of the Consulting
Agreement is complete, that Mr. Davies is not entitled to any
further payment for work completed or in process and that he will
not perform any additional consulting services under the
Agreements or otherwise.

The Settlement Agreement also provides that the payment of $25,000
made by the Company to Mr. Davies on the execution of the
Settlement Agreement constitutes the final payment to be made
under the Transition Agreement in return for Mr. Davies' agreement
not to compete with the Company or BHR or solicit for hire any
employee of the Company or BHR until Sept. 11, 2013.

A copy of the Settlement Agreement is available for free at:

                        http://is.gd/92DlOZ

                   About Hampton Roads Bankshares

Hampton Roads Bankshares, Inc. (NASDAQ: HMPR) --
http://www.hamptonroadsbanksharesinc.com/-- is a bank holding
company that was formed in 2001 and is headquartered in Norfolk,
Virginia.  The Company's primary subsidiaries are Bank of Hampton
Roads, which opened for business in 1987, and Shore Bank, which
opened in 1961.  Currently, Bank of Hampton Roads operates twenty-
eight banking offices in the Hampton Roads region of southeastern
Virginia and twenty-four offices in Virginia and North Carolina
doing business as Gateway Bank & Trust Co.  Shore Bank serves the
Eastern Shore of Maryland and Virginia through eight banking
offices and fifteen ATMs.

Effective June 17, 2010, the Company and its banking subsidiary,
Bank of Hampton Roads ("BOHR"), entered into a written agreement
with the Federal Reserve Bank of Richmond and the Bureau of
Financial Institutions of the Virginia State Corporation
Commission.  The Company's other banking subsidiary, Shore Bank,
is not a party to the Written Agreement.

Under the terms of the Written Agreement, among other things, BOHR
agreed to develop and submit for approval plans to (a) strengthen
board oversight of management and BOHR's operations, (b)
strengthen credit risk management policies, (c) improve BOHR's
position with respect to loans, relationships, or other assets in
excess of $2.5 million which are now, or may in the future become,
past due more than 90 days, are on BOHR's problem loan list, or
adversely classified in any report of examination of BOHR, (d)
review and revise, as appropriate, current policy and maintain
sound processes for determining, documenting, and recording an
adequate allowance for loan and lease losses, (e) improve
management of BOHR's liquidity position and funds management
policies, (f) provide contingency planning that accounts for
adverse scenarios and identifies and quantifies available sources
of liquidity for each scenario, (g) reduce the Bank's reliance on
brokered deposits, and (h) improve BOHR's earnings and overall
condition.

The Company reported a net loss of $98 million in 2011, compared
with a net loss of $210.35 million in 2010.

The Company's balance sheet at June 30, 2012, showed $2.07 billion
in total assets, $1.92 billion in total liabilities, and
$149.34 million in total shareholders' equity.


HEARTHSTONE VILLAGE: Case Summary & 14 Unsecured Creditors
----------------------------------------------------------
Debtor: Hearthstone Village, LLC
        P.O. Box 3763
        Coeur D Alene, ID 83816

Bankruptcy Case No.: 12-20986

Chapter 11 Petition Date: August 21, 2012

Court: U.S. Bankruptcy Court
       District of Idaho (Coeur d'Alene)

Judge: Terry L. Myers

Debtor's Counsel: Bruce A. Anderson, Esq.
                  ELSAESSER JARZABEK ANDERSON ELLIOTT & MACDONALD
                  1400 Northwood Center Court #C
                  Coeur d'Alene, ID 83814
                  Tel: (208) 667-2900
                  Fax: (208) 667-2150
                  E-mail: baafiling@ejame.com

Scheduled Assets: $3,090,042

Scheduled Liabilities: $3,922,651

A copy of the Company's list of its 14 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/idb12-20986.pdf

The petition was signed by Robbe Redford, managing member.


HEARTHWOOD NORTH: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Hearthwood North I Association, Inc.
        12351 Abrams Road
        Dallas, TX 75243

Bankruptcy Case No.: 12-35375

Chapter 11 Petition Date: August 20, 2012

Court: U.S. Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Stacey G. Jernigan

Debtor's Counsel: Joyce W. Lindauer, Esq.
                  JOYCE W. LINDAUER, ATTORNEY AT LAW
                  8140 Walnut Hill Lane, Suite 301
                  Dallas, TX 75231
                  Tel: (972) 503-4033
                  Fax: (972) 503-4034
                  E-mail: courts@joycelindauer.com

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

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

The Company did not file a list of creditors together with its
petition.

The petition was signed by Waqar Bokhari, board president.


HERCULES OFFSHORE: Files Fleet Status Report as of Aug. 21
----------------------------------------------------------
Hercules Offshore, Inc., posted on its Web site at
http://www.herculesoffshore.com/a report entitled "Hercules
Offshore Fleet Status Report".  The Fleet Status Report includes
the Hercules Offshore Rig Fleet Status (as of Aug. 21, 2012),
which contains information for each of the Company's drilling
rigs, including contract day-rate and duration.  The Fleet Status
Report also includes the Hercules Offshore Liftboat Fleet Status
Report, which contains information by liftboat class for July
2012, including revenue per day and operating days.  A copy of the
Report is available for free at http://is.gd/Crqyw4

                      About Hercules Offshore

Hercules Offshore Inc. (NASDAQ: HERO) --
http://www.herculesoffshore.com/-- provides shallow-water
drilling and marine services to the oil and natural gas
exploration and production industry in the United States, Gulf of
Mexico and internationally.  The Company provides these services
to integrated energy companies, independent oil and natural gas
operators and national oil companies.  The Company operates in six
business segments: Domestic Offshore, International Offshore,
Inland, Domestic Liftboats, International Liftboats and Delta
Towing.

The Company reported a net loss of $76.12 million in 2011, a
net loss of $134.59 million in 2010, and a net loss of
$91.73 million in 2009.

The Company's balance sheet at June 30, 2012, showed $2.04 billion
in total assets, $1.13 billion in total liabilities, and
$913.21 million in stockholders' equity.

                           *     *     *

The Troubled Company Reporter said on March 23, 2012, that
Moody's Investors Service upgraded Hercules Offshore, Inc.,
Corporate Family Rating (CFR) and Probability of Default Rating
(PDR) to B3 from Caa1 contingent upon the completion of its
recently announced recapitalization plan.

Hercules' B3 CFR reflects its jackup fleet, which consists
primarily of standard specification rigs with an average age of
about 30 years.  Its rigs are geographically concentrated in the
Gulf of Mexico (GoM), a market that experienced a slow-down after
the Macondo well incident.  However, over the last year a pick-up
in permitting and activity levels in the GoM, has led to higher
dayrates.  For Hercules, the improving market conditions have
stabilized its cash flow from operations, which are expected
continue to improve for at least the next 18 to 24 months as old
contracts roll into new contracts with higher dayrates.  These
improving market conditions support the decision to upgrade
Hercules' CFR at this time.

As reported by the TCR on Jan. 23, 2012, Standard & Poor's Ratings
Services revised its outlook on Houston-based Hercules Offshore
Inc. to stable from negative and affirmed its 'B-' corporate
credit rating on the company.  "The rating on the company's senior
secured credit facility remains 'B-' (the same as the corporate
credit rating on the company) with a recovery rating of '3',
indicating our expectation of a meaningful (50% to 70%) recovery
in the event of payment default," S&P said.

"Our ratings on Hercules reflect its participation in the highly
volatile and competitive shallow-water drilling and marine
services segments of the oil and gas industry. The ratings also
incorporate our expectation that day rates and utilization for the
company's jack-up rigs in the U.S. Gulf of Mexico will remain
robust throughout 2012. Moreover, we expect the company's domestic
offshore operations will provide the majority of EBITDA generation
in 2012, since its international offshore segment will perform
more weakly compared with 2011 due to lower contract renewal day
rates reflecting current market conditions. The ratings also
incorporate the company's geographic and product diversification
(provided by the its liftboat segments) and adequate liquidity, as
well as the risks associated with the Securities and Exchange
Commission's investigation into possible violations of securities
law, including possible violations of the Foreign Corrupt
Practices Act. The company is also the subject of a review by the
U.S. Department of Justice (DOJ)," S&P said.


HOSTESS BRANDS: All Workers Now Voting on New Union Contracts
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Hostess Brands Inc. seeks to emerge from bankruptcy
reorganization before the year's end, now that new contracts are
being voted on by all workers at the baker of Wonder bread.

According to the report, Hostess last week disclosed that members
of the Teamsters union are voting until Sept. 14 on a contract
with an 8% wage concession.  Gregory Rayburn, Hostess's chief
executive officer, said in an interview that contracts with the
same terms are going out for vote by members of the company's
other unions, including the bakery workers' union.  Voting to
ratify the contracts, which have "significant" wage concessions,
"isn't easy on them," Rayburn said.  The bakery workers' vote
won't conclude until October, he said.

The report relates that the contracts, if approved by the workers,
solve a problem the bankruptcy judge created by ruling in June
that the court loses power to terminate a contract and impose
lower wages if the collective-bargaining agreement has expired
under its own terms.  The ruling meant that Hostess would have
been required to negotiate until reaching an impasse before being
allowed to impose new wages or work rules unilaterally.  Hostess
managers and salaried workers are taking the same 8% wage
reduction, Rayburn said.

The report notes that Teamsters union leaders aren't telling the
membership which way to vote.  Instead, the union told the workers
that rejecting the contract offer "means the loss of your jobs."

                       About Hostess Brands

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

Hostess filed for Chapter 11 bankruptcy protection early morning
on Jan. 11, 2011 (Bankr. S.D.N.Y. Case Nos. 12-22051 through
12-22056) in White Plains, New York.  Debtor-affiliates that filed
separate Chapter 11 petition are IBC Sales Corporation, IBC
Trucking LLC, IBC Services LLC, Interstate Brands Corporation, and
MCF Legacy Inc.  Hostess Brands disclosed assets of $982 million
and liabilities of $1.43 billion as of Dec. 10, 2011.  Debt
includes $860 million on four loan agreements.  Trade suppliers
are owed as much as $60 million.

The bankruptcy filing was made two years after predecessors
Interstate Bakeries Corp. and its affiliates emerged from
bankruptcy (Bankr. W.D. Mo. Case No. 04-45814).  Ripplewood
Holding LLC, after providing $130 million to finance the plan,
obtained control of IBC's business following the prior
reorganization.  Hostess Brands is privately held.  The new owners
pursued new Chapter 11 cases to escape from what they called
"uncompetitive and unsustainable" union contracts, pension plans,
and health benefit programs.

In 2011, Hostess retained Houlihan Lokey to explore sales of its
smaller assets and individual brands.  Houlihan Lokey oversaw the
sale of Mrs. Cubbison's to Sugar Foods Corporation for
$12 million, but was unable to sell any of Hostess' core assets.
Judge Robert D. Drain oversees the case.  Hostess has hired Jones
Day as bankruptcy counsel; Stinson Morrison Hecker LLP as general
corporate counsel and conflicts counsel; Perella Weinberg Partners
LP as investment bankers, FTI Consulting, Inc. to provide an
interim treasurer and additional personnel for the Debtors, and
Kurtzman Carson Consultants LLC as administrative agent.

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

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

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


IDEARC INC: Verizon Fails Again to Dismiss $9.8-Bil. Suit
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Verizon Communications Inc. failed for a second time
in less than a year to win dismissal of a $9.8 billion fraudulent
transfer lawsuit brought for the benefit of creditors under the
confirmed Chapter 11 plan of former unit Idearc Inc.  After
refusing this month to throw out the suit, the U.S. District Court
in Dallas, where the case is pending, scheduled the first phase of
trial to begin Oct. 15.  The judge will decide the case without a
jury.

The report recounts that Idearc was spun off from Verizon in 2006,
about 28 months before Idearc filed for Chapter 11 reorganization.
Idearc's Chapter 11 plan, implemented in January 2010, created a
trust for creditors that sued Verizon, alleging that the spinoff
was a fraudulent transfer designed to generate $9.5 billion for
the second-largest phone company in the U.S. Verizon last year
filed a motion to dismiss, alleging that the suit didn't make
sufficient allegations to stand on its own, even if they were
taken as true.  In September, U.S. District Judge A. Joe Fish
allowed almost all of the complaint to stand.

The report relates that this year, Verizon made another stab at
dismissal, this time contending the undisputed facts don't allow
four fraudulent transfer claims to stand.  Judges Fish denied the
motion on Aug. 6 in a 17-page opinion.  The Idearc creditors are
suing under state law to reverse transfers made within six years
before bankruptcy under Section 544 of the Bankruptcy Code, which
requires the existence of an actual creditor who could assert the
claim.  Judge Fish agreed with Verizon that Idearc's banks and
bondholders can't be the triggering creditors, given their
participation in the transactions.  Fish allowed the suit to stand
because there was a former employee who was fired before
bankruptcy and sued for wrongful termination.  His one claim,
albeit small, was enough for Fish to allow the state-law based
claims to continue.

Verizon, according to the report, argued that the suit makes a
"mockery of justice" because the "banks and bondholders are
essentially getting to benefit from fraudulent transfer claims
that they themselves could not have brought."  According to the
report Judge Fish rejected the argument, saying he couldn't
"ignore clearly established legal rules."

Judge Fish, the report further discloses, also allowed the lawsuit
to proceed for recovery of more than $1 billion in dividends paid
within two years of bankruptcy.  The two-year claim didn't require
a triggering creditor because it was brought under Section 548 of
the Bankruptcy Code, where there is no such requirement.

The lawsuit is baseless and without merit, Verizon says.  When
Verizon spun off the directory business in 2006, it was
appropriately valued and the company bears no responsibility for
Idearc's bankruptcy, Ray McConville, a Verizon spokesman, said in
an interview.

The creditors' lawsuit is U.S. Bank National Association v.
Verizon Communications Inc., 10-01842, U.S. District Court,
Northern District of Texas (Dallas).

                         About Idearc Inc.

Headquartered in D/FW Airport, Texas, Idearc, Inc., now known as
SuperMedia Inc., is the second largest U.S. yellow pages
publisher.  Idearc was spun off from Verizon Communications, Inc.

Idearc and its affiliates filed for Chapter 11 protection on
March 31, 2009 (Bankr. N.D. Tex. Lead Case No. 09-31828).  The
Debtors' financial condition as of Dec. 31, 2008, showed total
assets of $1,815,000,000 and total debts of $9,515,000,000.
Toby L. Gerber, Esq., at Fulbright & Jaworski, LLP, represented
the Debtors in their restructuring efforts.  The Debtors tapped
Moelis & Company as their investment banker; Kurtzman Carson
Consultants LLC as their claims agent.

William T. Neary, the United States Trustee for Region 6,
appointed six creditors to serve on the official committee of
unsecured creditors.  The Committee selected Mark Milbank, Tweed,
Hadley & McCloy LLP, as counsel, and Haynes and Boone, LLP, co-
counsel.

Idearc completed its debt restructuring and its plan of
reorganization became effective as of Dec. 31, 2009.  In
connection with its emergence from bankruptcy, Idearc changed its
name to SuperMedia Inc.  Under its reorganization, Idearc reduced
its total debt from more than $9 billion to $2.75 billion of
secured bank debt.

Less than two years since leaving bankruptcy protection,
SuperMedia remains in quandary.  Early in October 2011, Moody's
Investors Service slashed its corporate family rating for
SuperMedia to Caa1 from B3 prior.  The downgrade reflects Moody's
belief that revenues will continue to decline at a double digit
rate for the foreseeable future, leading to a steady decline in
free cash flow.  SuperMedia's sales were down 17% for the second
quarter of 2011 in a generally improving advertising sector.
Moody's ratings outlook for SuperMedia remains negative.

While SuperMedia is attempting to transition the business away
from its reliance on print advertising through development of
online and mobile directory service applications, Moody's is
increasingly concerned that the company will not be able to make
this change quickly enough to stabilize the revenue base over the
intermediate term. Further, the high fixed cost nature of
SuperMedia's business could lead to steep margin compression,
notwithstanding continued aggressive cost management.


IMMUCOR INC: S&P Keeps 'BB-' Ratings on $715MM Credit Facilities
----------------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings on
Norcross, Ga.-based Immucor Inc.'s $715 million credit facilities
remain unchanged after the company reduced the pricing on
its $615 million term loan B and extended the maturity on its $100
million revolver by one year to 2017. The rating on the facilities
is 'BB-' (one notch higher than the 'B+' corporate credit rating
on the company.) The recovery rating on the debt remains '2' and
indicates expectations for substantial (70%-90%) recovery in the
event of payment default.

"Our 'B+' corporate credit rating and stable outlook on Immucor
also remain unchanged. The 'B+' rating considers our expectation
that the company's important role in blood transfusion procedures
positions it well for some recovery in demand, but also that it
will continue to operate under a heavy debt burden. As a producer
of equipment and supplies to identify blood cell components, the
company's narrow scope and exposure to technology shifts
contribute to a business risk profile we consider 'fair,'
according to our criteria. In addition, we believe Immucor's
financial risk profile will remain 'highly leveraged,' with
limited near-term prospects it can meaningfully reduce the large
amount of borrowing tied to its 2011 LBO," S&P said.

Ratings List

Immucor Inc.
Corporate Credit Rating          B+/Stable/--
Senior Secured
  $715 credit fac                 BB-
   Recovery Rating                2


IMPERIAL CAPITAL: Says FDIC's $17MM Claim Comes 'Far Too Late'
--------------------------------------------------------------
Brian Mahoney at Bankruptcy Law360 reports that Imperial Capital
Bancorp on Tuesday blasted the Federal Deposit Insurance Corp. in
California bankruptcy court for raising a purportedly brand new
$17 million fraudulent conveyance claim against it, saying the
claim comes 'far too late' and should not be allowed.

Bankruptcy Law360 relates the bank said the FDIC's new claim
alleging fraudulent transfers by the bank is not contained in any
of its prior proofs of claim and follows a pattern of the
government agency's assertion of previously unstated claims.

                   About Imperial Capital Bancorp

La Jolla, California-based Imperial Capital Bancorp, Inc., filed
for Chapter 11 bankruptcy protection (Bankr. S.D. Calif. Case No.
09-19431) on Dec. 18, 2009.  Gary E. Klausner, Esq., Eve H.
Karasik, Esq., and Gregory K. Jones, Esq., at Stutman, Treister &
Glatt, P.C., in Los Angeles, serves as the Debtor's bankruptcy
counsel.  FTI Consulting Inc. serves as its financial advisor.
The Company disclosed $40.4 million in assets and $98.7 million in
liabilities.

Tiffany L. Carroll, the U.S. Trustee for Region 15, appointed
three members to the official committee of unsecured creditors in
the Debtor's case.  David P. Simonds, Esq., and Christina M.
Padien, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Los
Angeles represents the Committee as counsel.

The U.S. Bankruptcy Court last month confirmed Imperial Capital
Bancorp's Second Amended Chapter 11 Plan of Reorganization
proposed by the Debtors and HoldCo Advisors.


IMPERIAL RESOURCES: Had $52,200 Net Loss in June 30 Quarter
-----------------------------------------------------------
Imperial Resources, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $52,283 on $12,980 of revenue for the
three months ended June 30, 2012, compared with a net loss of
$83,355 on $27,482 of revenue for the three months ended June 30,
2011.

The Company's balance sheet at June 30, 2012, showed $2.30 million
in total assets, $2.17 million in total liabilities, and
stockholders' equity of $130,523.

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

                       http://is.gd/Pi6NHi

Imperial Resources, Inc., is engaged in the exploration and
development of oil and natural gas properties.  The Company
acquires the oil and gas interests in various manners, by
purchasing them or via a farm-in wh ereby we earn our interests by
developing the acreage of another. The Company acquires fee simple
determinable interests in the oil and gas properties in either
acquisition scenario.  In addition, the Company has purchased a
salt water disposal facility.

The Company was incorporated under the laws of the State of Nevada
on Aug. 2, 2007, with the authorized capital stock of 500,000,000
shares at $0.001 par value.

                           *     *     *

Madsen & Associates, CPA's Inc., in Salt Lake City, Utah,
expressed substantial doubt about Imperial'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 will need additional working capital to service its debt
and for its planned activity.


INERGETICS INC: Had Net Loss of $1.5 Million in Second Quarter
--------------------------------------------------------------
Inergetics, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $1.5 million on $12,684 of revenues for
the three months ended June 30, 2012, compared with a net loss of
$778,104 on $90,141 of revenues for the same period last year.

For the six months ended June 30, 2012, the Company had a net loss
of $3.1 million on $21,181 of revenues, compared with a net loss
of $1.7 million on $104,215 of revenues for the same period of
2011.

The net loss applicable to common shareholders for the six months
ended June 30, 2012, was $3,546,847 which included a preferred
dividend on the Series G stock in the amount of $427,300, compared
to a net loss applicable to common shareholders of $1,663,933 for
the six months ended June 30, 2011.

The net loss applicable to common shareholders for the six months
ended June 30, 2012, increased by $1,882,914 as compared to the
six months ended June 30, 2011, primarily due to an increase in
selling, general and administrative expenses and loss incurred in
the issuance of convertible debt and warrants.

The Company's balance sheet at June 30, 2012, showed $2.0 million
in total assets, $6.9 million in total liabilities, and a
stockholders' deficit of $4.9 million.

"The Company's future success is dependent upon its ability to
achieve profitable operations and generate cash from operating
activities, and upon additional financing.  Management believes
they can raise the appropriate funds needed to support their
business plan and develop an operating company which is cash flow
positive.

"However, the Company has a working capital deficit, significant
debt outstanding, incurred substantial net losses for the six
months ended June 30, 2012, and 2011, and has accumulated a
deficit of approximately $79 million at June 30, 2012.  The
Company has not been able to generate sufficient cash from
operating activities to fund its ongoing operations.  There is no
guarantee that the Company will be able to generate enough revenue
and/or raise capital to support its operations in the future.
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/cJEhNK

Paramus, N.J.-based Inergetics, Inc., formerly Millennium
Biotechnologies Group, Inc., is a holding company for its
subsidiary Millennium Biotechnologies, Inc.  Millennium is a
research based bio-nutraceutical corporation involved in the field
of nutritional science.  Millennium's principal source of revenue
is from sales of its nutraceutical supplements, Resurgex Select(R)
and Resurgex Essential(TM) and Resurgex Essential Plus(TM) which
serve as a nutritional support for immuno-compromised individuals
undergoing medical treatment for chronic debilitating diseases.
Millennium has developed Surgex for the sport nutritional market.
The Company's efforts going forward will focus on sales of Surgex
in powder, bar and ready to drink forms.


INTELLICELL BIOSCIENCES: Reports $11 Million Net Income in Q2
-------------------------------------------------------------
Intellicell Biosciences, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $11 million on $156,769 of total revenue for the
three months ended June 30, 2012, compared with a net loss of
$12.01 million on $58,500 of total revenue for the same period
during the prior year.

The Company reported net income of $1.53 million on $168,869 of
total revenue for the six months ended June 30, 2012, compared
with a net loss of $13.19 million on $58,500 of total revenue for
the same period a year ago.

The Company's balance sheet at June 30, 2012, showed $3.76 million
in total assets, $6.97 million in total liabilities and a $3.20
million in total stockholders' deficit.

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

                        http://is.gd/DGlv2R

                   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 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.


ISTAR FINANCIAL: To Issue 8 Million Shares Under 2009 LTIP
----------------------------------------------------------
iStar Financial Inc. filed with the U.S. Securities and Exchange
Commission a Form S-8 registering 8 million shares of common stock
issuable under the iStar Financial Inc. 2009 Long-Term Incentive
Plan.  The proposed maximum aggregate offering price is $57.84
million.  A copy of the filing is available for free at:

                        http://is.gd/rJTHIe

                       About iStar Financial

New York-based iStar Financial Inc. (NYSE: SFI) provides custom-
tailored investment capital to high-end private and corporate
owners of real estate, including senior and mezzanine real estate
debt, senior and mezzanine corporate capital, as well as corporate
net lease financing and equity.  The Company, which is taxed as a
real estate investment trust, provides innovative and value added
financing solutions to its customers.

The Company reported a net loss of $25.69 million in 2011,
compared with net income of $80.20 million in 2010.

The Company's balance sheet at June 30, 2012, showed $7.18 billion
in total assets, $5.71 billion in total liabilitieas and
$1.47 billion in total equity.

                           *     *     *

In March 2012, Fitch affirmed the company's 'B-' issuer default
rating.  The IDR affirmation is based on a manageable debt
maturity profile of the company, pro forma for the recently-
consummated secured financing that extends certain of the
company's debt maturities, relieving the overhang of significant
unsecured debt maturities in 2012 and 2013.  While this 2012
financing does not reduce the amount of total debt outstanding,
the company's debt maturity profile is more manageable over the
next two years, with only 48% of debt maturing pro forma, down
from 61%. Given the mild improvement in commercial real estate
fundamentals and value stabilization, the company's loan and real
estate owned portfolio performance will likely improve going
forward, which should increase the company's ability to repay
upcoming indebtedness.


JESCO CONSTRUCTION: Taps Firms to Aid in Illinois FEMA Litigation
-----------------------------------------------------------------
Jesco Construction Corporation, in an amended motion, asks the
U.S. Bankruptcy Court for the Southern District of Mississippi for
permission to employ Mathew D. Jacobson and the law firm of
Whitfield & Eddy, PLC, as special counsel to assist in the
Illinois FEMA Litigation.

The Debtor is involved in a litigation in the State of Illinois
wherein the Debtor has filed a lawsuit against FEMA, et al., for
work performed by the Debtor in Henderson County, Illinois,
Village of Gulfport, Illinois, and other on July 2008 until
Sept. 2008.

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

The Debtor has also requested, in separate filing, for
authorization to employ Brian Min and the Min Law Firm, P.C., as
special counsel in connection with the Illinois FEMA Litigation.

In this relation, the Debtor has withdrawn its motion dated
June 6, 2012, to employ Gary Riebschlager and the Law Firm of
Brent Coon & Associates as special counsel.

                     About Jesco Construction

Headquartered in Wiggins, Mississippi, Jesco Construction Corp., a
Delaware Corporation, specializes in disaster response and was
part of the Hurricane Katrina cleanup.  It filed for Chapter 11
bankruptcy (Bankr. S.D. Miss. Case No. 12-50014) on Jan. 5, 2012.
Judge Katharine M. Samson presides over the case.  Attorneys at
the Law Offices of Craig M. Geno, PLLC, serve as counsel for the
Debtor.  The Debtor tapped Kelly Baker, CPA, PA, as accountant.

In its schedules, the Debtor disclosed $100 million in assets and
$14.7 million in liabilities.

The Plan is based upon compromises and resolutions of the Debtor's
accounts receivables, or pursuit of litigation to judgment to
obtain recoveries.  The Plan will provide for the Debtor to
collect and reduce to money the property of the Bankruptcy estate.
The Plan provides for the discharge of all claims against the
Debtor.

Henry G. Hobbs, the Acting U.S. Trustee for Region 5, appointed
three unsecured creditors to serve on the Committee of Unsecured
Creditors of Jesco Construction Corp.  The Debtor has asked the
Court asks the Court that Theodore Conner, III, doing business as
War-Con Construction be eliminated from the Committee.


K-V PHARMACEUTICAL: Common Stock Delisted from NYSE
---------------------------------------------------
The New York Stock Exchange LLC notified the U.S. Securities and
Exchange Commission regarding the removal from listing or
registration of KV Pharmaceutical Co's Class A Common Stock and
Class B Common Stock on NYSE.

                 About K-V Pharmaceutical Company

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

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

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

K-V Pharmaceutical said it continues to operate during the
reorganization.


K2 PURE: S&P Affirms 'B' Rating on Senior Secured Bank Facility
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' rating and
negative outlook on Pittsburg, Calif.-based chemical plant K2 Pure
Solutions NoCal L.P.'s senior secured bank facility. The recovery
rating is unchanged at '2', indicating our expectation of
substantial (70% to 90%) recovery for a lender if a payment
default occurs.

"We are subsequently withdrawing the ratings at the company's
request," S&P said.


KUZINA HOSPITALITY: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Kuzina Hospitality, Inc.
        404 E. Route 70
        Cherry Hill, NJ 08034
        Tel: (856) 429-1061

Bankruptcy Case No.: 12-30669

Chapter 11 Petition Date: August 21, 2012

Court: U.S. Bankruptcy Court
       District of New Jersey (Camden)

Judge: Judith H. Wizmur

Debtor's Counsel: Ellen M. McDowell, Esq.
                  MCDOWELL RIGA POSTERNOCK, P.C.
                  46 W. Main Street
                  Maple Shade, NJ 08052
                  Tel: (856) 482-5544
                  Fax: (856) 482-5511
                  E-mail: emcdowell@mrpattorneys.com

Estimated Assets: $0 to $50,000

Estimated Debts: $500,001 to $1,000,000

The Company did not file a list of creditors together with its
petition.

The petition was signed by Sofia Karakasidou, president.


LODGENET INTERACTIVE: Exploring Refinancing Alternatives
--------------------------------------------------------
LodgeNet Interactive Corporation has initiated a process to
explore refinancing alternatives for its senior secured credit
facility to address its upcoming debt maturities and tightening
financial covenants.

The Company's Board of Directors has retained Miller Buckfire &
Co., a leading New York-based investment banking and capital
markets firm, to explore and evaluate potential refinancing
alternatives and other strategic alternatives.  In addition,
LodgeNet has also retained FTI Consulting, a nationally-recognized
operations and financial advisory firm with significant experience
in the media and hospitality industries, to collaborate with the
company in developing its business plan.

"We believe the retention of Miller Buckfire and FTI Consulting
comes at an opportune time for LodgeNet," said Phillip Spencer,
LodgeNet's interim President and Chief Executive Officer.  "Their
activities will support our ongoing efforts to streamline our
operations, improve customer satisfaction, and to stabilize our
room base and revenues."  Frank Elsenbast, LodgeNet Senior Vice
President and Chief Financial Officer added, "The involvement of
these industry-leading firms will assist us in the evaluation and
negotiation of various financial proposals as well as confirmation
and optimization of our business planning efforts.  While we
continue to explore ways to reduce debt, LodgeNet's base business
is generating significant free cash flow, and as of August 21st,
we have more than $27 million of liquidity available to support
the business."

                    About LodgeNet Interactive

Sioux Falls, South Dakota-based LodgeNet Interactive Corporation
(Nasdaq:LNET), formerly LodgeNet Entertainment Corp. --
http://www.lodgenet.com/-- provides media and connectivity
solutions designed to meet the unique needs of hospitality,
healthcare and other guest-based businesses.  LodgeNet Interactive
serves more than 1.9 million hotel rooms worldwide in addition to
healthcare facilities throughout the United States.  The Company's
services include: Interactive Television Solutions, Broadband
Internet Solutions, Content Solutions, Professional Solutions and
Advertising Media Solutions.  LodgeNet Interactive Corporation
owns and operates businesses under the industry leading brands:
LodgeNet, LodgeNetRX, and The Hotel Networks.

The Company reported a net loss of $631,000 in 2011, a net loss of
$11.68 million in 2010, and a net loss of $10.15 million in 2009.

The Company's balance sheet at June 30, 2012, showed $283.34
million in total assets, $439.32 million in total liabilities and
a $155.98 million total stockholders' deficiency.

                           *     *     *

As reported by the TCR on Aug. 7, 2012, Moody's Investors Services
downgraded LodgeNet Interactive Corp.'s Corporate Family Rating
(CFR) to Caa1 from B3 and changed the Probability of Default
Rating (PDR) to Caa2 from Caa1.  The reason for the downgrade is
due to poor first and second quarter financial results and Moody's
expectations that they will not improve in the near term.

In the Aug. 7, 2012, edition of the TCR, Standard & Poor's Ratings
Services lowered its corporate credit rating on U.S. in-room
entertainment and data services provider LodgeNet Interactive
Corp. to 'CCC' from 'B-'.  "The downgrade reflects LodgeNet's weak
second-quarter operating performance resulting from a sharp
reduction in its room base, which we expect will continue over the
near term," said Standard & Poor's credit analyst Hal Diamond.


LSP ENERGY: Seeks Third Extension of Exclusivity Period
------------------------------------------------------
BankruptcyData.com reports that LSP Energy Limited Partnership
filed with the U.S. Bankruptcy Court a second 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 Sept. 7, 2012 and Nov. 6, 2012, respectively. The Court
scheduled a Sept. 20, 2012 hearing on the matter.

                         About LSP Energy

LSP Energy Limited Partnership, LSP Energy, Inc., LSP Batesville
Holding, LLC, and LSP Batesville Funding Corporation filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case
No. 12-10460) on Feb. 10, 2012.

LSP owns and operates an electric generation facility located in
Batesville, Mississippi.  The Facility consists of three gas-fired
combined cycle electric generators with a total generating
capacity of roughly 837 megawatts and is electrically
interconnected into the Entergy and Tennessee Valley Authority
transmission systems.  LSP's principal assets are the Facility and
the 58-acre parcel of real property on which it is located, as
well as its rights under a tolling agreements.

LSP filed bankruptcy to complete an orderly sale of its assets or
the ownership interests of LSP Holding in LSP, LSP Energy and LSP
Funding for the benefit of all stakeholders.  The remaining three
Debtors filed bankruptcy due to their relationship as affiliates
of LSP and their ultimate obligations on a significant portion of
LSP's secured bond debt.  The Debtors also suffered losses due to
a mechanical failure of a combustion turbine at their facility and
resultant business interruption.

LSP Energy is the general partner of LSP.  LSP Holding is the
limited partner of LSP and the 100% equity holder of LSP Energy
and LSP Funding.  LSP Funding is a co-obligor on the Debtors' bond
debt, and each of LSP Energy and LSP Holding has pledged their
equity interests in LSP and LSP Funding as collateral for the bond
debt.

No statutorily authorized creditors' committee has yet been
appointed in the Debtors' cases by the United States Trustee.

Judge Mary F. Walrath oversees the case.  Lawyers at Whiteford
Taylor & Preston LLC serve as the Debtors' counsel.


LUXEYARD INC: Reports $7.5-Mil. Operating Loss in Second Quarter
----------------------------------------------------------------
Luxeyard, Inc., filed its quarterly report on Form 10-Q, reporting
net income of $11.1 million on $705,963 of revenue for the three
months ended June 30, 2012, compared with a net loss of $3,790 on
$0 revenue for the period from April 20 (Inception) to June 30,
2011.

The Company reported net income of $2.6 million on $861,052 of
revenue for the six months ended June 30, 2012.

"The income was primarily from a gain on our complex derivatives
of $13,498,925 for the six month period ended June 30, 2012, and a
gain of $19,793,619 for the three month period ended June 30,
2012.  These gains were triggered by a drop in the market value of
our common shares.  Operating loss for the six month period ended
June 30, 2012, was $9,676,355 and for the three month period ended
June 30, 2012, was $7,515,194."

The Company's balance sheet at June 30, 2012, showed $2.2 million
in total assets, $11.3 million in total liabilities, and a
stockholders' deficit of $9.1 million.

"As of June 30, 2012, we have generated minimal revenues since
inception.  We expect to finance our operations primarily through
our existing cash, our operations and any future financing.
However, there exists substantial doubt about our ability to
continue as a going concern because we will be required to obtain
additional capital in the future to continue our operations and
there is no assurance that we will be able to obtain such capital,
through equity or debt financing, or any combination thereof, or
on satisfactory terms or at all.  Additionally, no assurance can
be given that any such financing, if obtained, will be adequate to
meet our capital needs.  If adequate capital cannot be obtained on
a timely basis and on satisfactory terms, our operations would be
materially negatively impacted."

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

                       http://is.gd/iugRwb

Los Angeles, California-based Luxeyard Inc., a Delaware
Corporation, is an internet company selling luxury goods on a
flash web site.  Luxeyard, Inc. is the parent company of the
wholly owned subsidiaries, LY Retail, LLC, incorporated under the
laws of the State of Texas on April 20, 2011, and LY Retail, LLC,
incorporated in the State of California on Nov. 8, 2011.


LYFE COMMUNICATIONS: Had $491,500 Net Loss in Second Quarter
------------------------------------------------------------
LYFE Communications, Inc., filed its quarterly report on Form
10-Q, reporting a net loss of $491,495 on $159,241 of revenues for
the three months ended June 30, 2012, compared with a net loss of
$1.7 million on $95,551 of revenues for the same period last year.

For the six months ended June 30, 2012, the Company reported a net
loss of $757,465 on $325,547 of revenues, compared with a net loss
of $2.5 million on $211,259 of revenues for the same period in
2012.

The Company's balance sheet at June 30, 2012, showed $1.3 million
in total assets, $3.2 million in total liabilities, and a
stockholders' deficit of $1.9 million.

The Company has an accumulated deficit through June 30, 2012, of
$14.8 million, and has had negative cash flows from operating
activities.  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/uqCLnD

South Jordan, Utah-based LYFE Communications, Inc.'s business is
to develop, deploy, and operate next media and communications
network based services in single-family, multi-family, high-rise,
resort and hospitality properties.

                          *     *     *

Mantyla McReynolds, LLC, in Salt Lake City, Utah, expressed
substantial doubt about LYFE'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 significant losses and negative cash flows from
operations since inception, has not established operations with
consistent revenue streams, and has a working capital deficit.


MAMMOTH LAKES: Settles With Developer That Caused Bankruptcy
------------------------------------------------------------
The city of Mammoth Lakes, California, negotiated a settlement
with the developer whose $43 million judgment forced the resort
town into filing for Chapter 9 municipal bankruptcy on July 3.

Bankruptcy Law360 relates that the town and Mammoth Lakes Land
Acquisition LLC, its opponent in the dispute, announced the
settlement, which they attributed to mediation implemented by a
California bankruptcy court, saying they have reached a tentative
deal on MLLA's judgment against the town.

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the terms of settlement won't be disclosed until
final documents are drafted.  In the meantime, anyone who objects
to the city's bankruptcy were required to file papers by the Aug.
24 deadline.  Settlement was the result of court-ordered
mediation.

                        About Mammoth Lakes

The town of Mammoth Lakes, a small California resort community
near Yosemite National Park, filed a Chapter 9 bankruptcy petition
(Bankr. E.D. Calif. Case No. 12-32463) on July 3, 2012, estimating
$100 million to $500 million in assets and $50 million to $100
million in debts.  Bankruptcy Judge Thomas C. Holman oversees the
case.  Lawyers at Fulbright & Jaworski LLP and Klee, Tuchin,
Bogdanoff & Stern, LLP, serve as the Debtor's counsel.  The
petition was signed by Dave Wilbrecht, town manager.

According to the report, the bankruptcy judge in Sacramento,
California, will hold a status conference on Aug. 29 regarding
eligibility for Chapter 9.


MARCUS PITTMAN: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Marcus L. Pittman, III
        307 S. Jefferson Avenue
        Covington, LA 70433

Bankruptcy Case No.: 12-51060

Chapter 11 Petition Date: August 22, 2012

Court: United States Bankruptcy Court
       Western District of Louisiana (Lafayette)

Judge: Robert Summerhays

Debtor's Counsel: William C. Vidrine, Esq.
                  VIDRINE & VIDRINE
                  711 West Pinhook Road
                  Lafayette, LA 70503
                  Tel: (337) 233-5195
                  E-mail: williamv@vidrinelaw.com

Estimated Assets: $0 to $50,000

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 Mr. Pittman.


MARITIME COMMUNICATIONS: Taps Graham Curtin for New Jersey Suit
---------------------------------------------------------------
Maritime Communications/Land Mobile, LLC asks the U.S. Bankruptcy
Court for the Northern District of Mississippi for permission to
employ Robert W. Mauriello, Jr., and the law firm of Graham
Curtin, A Professional Association to assist in the New Jersey
Litigation.

The Debtor is involved in a litigation in the State of New Jersey
wherein the Skybridge Spectrum Foundation, et al., filed a
complaint against the Debtors on June 20, 2008.

To the best of the Debtor's knowledge, the firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.  As noted in the affidavit, Mr. Mauriello
holds an unsecured nonpriority claim in the bankruptcy case in the
amount of $26,608, that is not an interest adverse to the Debtor
with respect to the new Jersey Litigation.

                   About Maritime Communications

Maritime Communications/Land Mobile, LLC, owns and operates
numerous licenses for wireless and cellular services.  Its assets
primarily include Federal Communications licenses.  The Company
filed a Chapter 11 petition (Bankr. N.D. Miss. Case No. 11-13463)
on Aug. 1, 2011, in Aberdeeen, Mississippi.  Harris Jernigan &
Geno PLLC serves as the counsel to the Debtor.  The Debtor
disclosed $46,542,751 in assets, and $31,240,965 in
liabilities as of the petition date.

The Plan provides that purchaser Choctaw Telecommunications, LLC
will continue the business operations and make payments provided
under the Plan.  Cash flow from operations will provide the funds
for making these payments.

The secured creditors have formed Choctaw and have assigned all
their claims to Choctaw.  Choctaw is the sole member of, and owns
all equity in Holding.  In exchange for this, the Debtor will
transfer, assign, and sell to Holding all of the Debtors right,
title, and interest in the FCC Spectrum Licenses.

The U.S. Trustee for Region 5 appointed three members to
comprise the Official Committee of Unsecured Creditors.  Burr &
Forman LLP represents the Committee.


MEDIA GENERAL: George Mahoney to Succeed Marshall Morton as CEO
---------------------------------------------------------------
Media General, Inc.'s board of directors announced that company
president and chief executive officer Marshall N. Morton, 66,
plans to retire at the end of this year after 23 years of
outstanding service to the company.  The board also announced that
it has elected George L. Mahoney, 60, vice president-growth and
performance, to succeed Mr. Morton, effective Jan. 1, 2013.  In
the interim, Mr. Mahoney will serve as vice president, chief
operating officer.

J. Stewart Bryan III, chairman of the Media General board, said,
"Marshall joined Media General as chief financial officer in 1989.
In his early years, we refocused Media General on its core
strengths of local news, excellent journalism and southeastern
markets.  As president, he guided Media General through
unprecedented change in the media industry and a severe economic
downturn.  I thank Marshall for his innumerable contributions to
Media General, and I wish him and his wife, Caroline, all the best
in retirement," said Mr. Bryan.  "George has served with
distinction in all his roles since joining Media General in 1993.
As a strong company leader with deep media industry experience, he
is the right person to lead the company forward as a pure
television broadcaster with long-term financing arrangements that
provide flexibility for future growth," said Mr. Bryan.

Mr. Morton said, "I have worked closely with the board to plan for
the best management succession at Media General.  I'm delighted
that the board elected George to succeed me.  He has the
experience, talent and energy to lead Media General to new
successes, and I look forward to assisting in a smooth
transition," said Mr. Morton.

"Media General has a very promising future as a television
broadcaster, with our portfolio of top ranked stations located in
attractive markets," said Mr. Mahoney.  "I am honored to have the
opportunity to lead the company forward at this time of great
opportunity.  We will capitalize on the new frontiers afforded by
technology and evolving consumer preferences.  As we grow, we will
uphold our commitment to trusted journalism and to our values of
integrity, quality and innovation," said Mr. Mahoney.

Mr. Mahoney became vice president-growth and performance on
Oct. 1, 2011.  Prior to joining Media General, Mr. Mahoney was
assistant general counsel for Dow Jones & Company from 1982-1993.
He worked in New York City for the law firm Satterlee & Stephens
from 1978-1982, specializing in First Amendment and intellectual
property matters. He holds B.A. and J.D. degrees from the
University of Virginia. Mr. Mahoney has been active with a number
of community organizations.  He currently serves on the board of
the Greater Richmond Chamber of Commerce and the Richmond Symphony
and is a former board chair of St. Christopher's School.  Other
civic activities include Leadership Metro Richmond-Class of 2002
and serving as a past trustee of the Valentine Richmond History
Center.  Mr. Mahoney and his wife, Cindy, have a daughter and a
son.

                       About Media General

Richmond, Virginia-based Media General Inc. (NYSE: MEG) --
http://www.mediageneral.com/-- is an independent communications
company with interests in newspapers, television stations and
interactive media in the United States.

The Company reported a net loss of $74.32 million for the fiscal
year ended Dec. 25, 2011, a net loss of $22.64 million for the
fiscal year ended Dec. 26, 2010, and a net loss of $35.76 million
for the fiscal year ended Dec. 27, 2009.

The Company's balance sheet at June 24, 2012, showed $923.41
million in total assets, $1.05 billion in total liabilities and a
$129.26 million total stockholders' deficit.

                           *     *     *

As reported by the Troubled Company Reporter on April 12, 2012,
Moody's Investors Service downgraded, among other things, Media
General's Corporate Family Rating (CFR) and Probability of Default
Rating (PDR) to Caa1 from B3, concluding the review for downgrade
initiated on Feb. 13, 2012.  The downgrade reflects the
significant increase in interest expense associated with the
company's credit facility amend and extend transaction and an
assumed issuance of at least $225 million of new notes, which will
result in limited free cash flow generation and constrain Media
General's capacity to reduce its very high leverage.  The weak
free cash flow and high leverage create vulnerability to changes
in the company's highly cyclical revenue and EBITDA generation.

According to the May 23, 2012 edition of the TCR, Standard &
Poor's Ratings Services placed its 'CCC+' corporate credit rating
on Media General, along with its 'CCC+' issue-level rating on the
company's senior secured notes, on CreditWatch with positive
implications.

"The CreditWatch placement is based on Media General's agreement
to sell the majority of its newspaper assets to BH Media Group, a
subsidiary of Berkshire Hathaway Inc.  The CreditWatch also
reflects the announcement that the company will refinance its
existing bank debt due in March 2013. It expects to close the
refinancing transaction next week and the newspaper sale by June
25, 2012," S&P said.


MICHAELS STORES: Reports $13 Million Net Income in July 28 Qtr.
---------------------------------------------------------------
Michaels Stores, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $13 million on $892 million of net sales for the quarter ended
July 28, 2012, compared with net income of $10 million on $857
million of net sales for the quarter ended July 30, 2011.

The Company reported net income of $66 million on $1.87 billion of
net sales for the six months ended July 28, 2012, compared with
net income of $47 million on $1.81 million of net sales for the
quarter ended July 30, 2011.

The Company's balance sheet at July 28, 2012, showed $1.68 billion
in total assets, $4.09 billion in total liabilities and a $2.40
billion total stockholders' deficit.

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

                         http://is.gd/3CghY3

                        About Michaels Stores

Headquartered in Irving, Texas, Michaels Stores, Inc., is the
largest arts and crafts specialty retailer in North America.  As
of March 9, 2009, the Company operated 1,105 "Michaels" retail
stores in the United States and Canada and 161 Aaron Brothers
Stores.

                           *     *     *

As reported by the TCR on April 5, 2012, Moody's Investors Service
upgraded Michaels Stores, Inc.'s Corporate Family Rating to B2
from B3.  "The upgrade of Michaels' Corporate Family Rating
primarily reflects the positive benefits of its continuing
business initiatives which have led to consistent improvements in
same store sales," said Moody's Vice President Scott Tuhy.

In the April 16, 2012, edition of the TCR, Standard & Poor's
Ratings Services raised its corporate credit rating on Irving,
Texas-based Michaels Stores Inc. to 'B' from 'B-'.  "Standard &
Poor's Ratings Services' upgrade on Michaels Stores reflects the
improvement in financial ratios following the company's
performance in the important fourth quarter, given the seasonality
of the company's business," said Standard & Poor's credit analyst
Brian Milligan.  "The CreditWatch placement remains effective,
given the pending IPO."


MILSTEIN ENTERPRISES: Case Summary & 6 Unsecured Creditors
----------------------------------------------------------
Debtor: Milstein Enterprises, Inc.
        dba Culver's of Alpena
        1061 M32 West
        Alpena, MI 49707

Bankruptcy Case No.: 12-22487

Chapter 11 Petition Date: August 21, 2012

Court: U.S. Bankruptcy Court
       Eastern District of Michigan (Bay City)

Judge: Daniel S. Opperman

Debtor's Counsel: Kimberly Redd, Esq.
                  REDD & RAO, PLC
                  24100 Southfield Road, Suite 320
                  Southfield, MI 48075
                  Tel: (248) 327-3872
                  Fax: (866) 253-7063
                  E-mail: kimberly@attyredd.com

Scheduled Assets: $124,618

Scheduled Liabilities: $1,680,105

A copy of the Company's list of its six largest unsecured
creditors is available for free at:
http://bankrupt.com/misc/mieb12-22487.pdf

The petition was signed by Mark Milstein, president.


MONTGOMERY VILLAGE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Montgomery Village Golf Club, LLC
        fka Montgomery Village Golf Club Limited Partnership
        19550 Montgomery Village Avenue
        Montgomery Village, MD 20886

Bankruptcy Case No.: 12-25202

Chapter 11 Petition Date: August 17, 2012

Court: U.S. Bankruptcy Court
       District of Maryland (Greenbelt)

Judge: Wendelin I. Lipp

Debtor's Counsel: James Greenan, Esq.
                  MCNAMEE, HOSEA, ET. AL.
                  6411 Ivy Lane, Suite 200
                  Greenbelt, MD 20770
                  Tel: (301) 441-2420
                  E-mail: jgreenan@mhlawyers.com

Scheduled Assets: $5,101,450

Scheduled Liabilities: $3,853,736

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/mdb12-25202.pdf

The petition was signed by John C. Doser, managing member.


MONTHAVEN HOLDINGS: Case Summary & 3 Unsecured Creditors
--------------------------------------------------------
Debtor: Monthaven Holdings, Inc.
        10003 Ramsey Way
        Dickson, TN 37055

Bankruptcy Case No.: 12-07679

Chapter 11 Petition Date: August 22, 2012

Court: United States Bankruptcy Court
       Middle District of Tennessee (Nashville)

Judge: Keith M. Lundin

Debtor's Counsel: Steven L. Lefkovitz, Esq.
                  LAW OFFICES LEFKOVITZ & LEFKOVITZ
                  618 Church St Ste 410
                  Nashville, TN 37219
                  Tel: (615) 256-8300
                  Fax: (615) 255-4516
                  E-mail: slefkovitz@lefkovitz.com

Scheduled Assets: $1,196,000

Scheduled Liabilities: $1,411,600

A copy of the Company's list of its three largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/tnmb12-07679.pdf

The petition was signed by Steven Beggrow, president.


MOTORS LIQUIDATION: Trustee Executes Amendment to GUC Trust Pact
----------------------------------------------------------------
The Motors Liquidation Company GUC Trust was previously funded by,
among other sources, approximately $52.7 million in cash provided
by Motors Liquidation Company.  Pursuant to the GUC Trust
Agreement, the Administrative Fund is held and maintained by
Wilmington Trust Company, as trust administrator, for the purpose
of paying certain fees and expenses incurred by the GUC Trust,
including the fees of the GUC Trust Administrator and the GUC
Trust Monitor and the fees and expenses of other professionals
retained by the GUC Trust.  The United States Department of the
Treasury and the Governments of Canada and Ontario maintain a lien
on the Administrative Fund, which relates to certain funds
advanced by the DIP Lenders at the commencement of the insolvency
proceedings of Debtor and its affiliated debtors-in-possession.

Pursuant to the GUC Trust Agreement, the amounts of payments from
the Administrative Fund to individual GUC Trust professionals are
capped on an annual and cumulative basis, which restrictions may
be released with the written consent of the DIP Lenders.  By
letter dated July 24, 2012, the DIP Lenders consented to allow
individual GUC Trust professionals to be paid, from the
Administrative Fund, amounts in excess of the line item amounts
allocated to those professional on both an annual and a cumulative
basis, provided that the aggregate amount allocated to GUC Trust
professionals as a whole, on a cumulative basis, are not exceeded.
The DIP Lenders' Letter further provided for the execution of an
amendment to the GUC Trust Agreement in order to effectuate the
foregoing.

On Aug. 23, 2012, as contemplated by the DIP Lenders' Letter, the
GUC Trust Administrator and the GUC Trust Monitor executed the
Second Amendment to the GUC Trust Agreement.

A copy of the Second Amendment is available for free at:

                        http://is.gd/4OxkE8

                      About Motors Liquidation

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009.  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin,
Esq.,and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges
LLP, assist the Debtors in their restructuring efforts.  Al Koch
at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as
the Chief Executive Officer for Motors Liquidation Company.  GM
is also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel.  Cravath, Swaine, & Moore LLP
is providing legal advice to the GM Board of Directors.  GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP.  Garden City Group is the claims and notice
agent of the Debtors.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured
Creditors Holding Asbestos-Related Claims.  Lawyers at Kramer
Levin Naftalis & Frankel LLP served as bankruptcy counsel to the
Creditors Committee.  Attorneys at Butzel Long served as counsel
on supplier contract matters.  FTI Consulting Inc. served as
financial advisors to the Creditors Committee.  Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represented the Asbestos
Committee.  Legal Analysis Systems, Inc., served as asbestos
valuation analyst.

The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011.  The Plan
was declared effect on March 31.


MS MARK SHALE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: MS Mark Shale, LLC
        10441 Beaudin Boulevard
        Woodridge, IL 60517

Bankruptcy Case No.: 12-33041

Chapter 11 Petition Date: August 21, 2012

Court: U.S. Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Jacqueline P. Cox

About the Debtor: The Debtor currently has one store in North
                  Michigan Avenue, Chicago and two in the city's
                  suburbs in Oak Brook and Northbrook.  The
                  current owners of the Debtor -- three members of
                  the Baskin family, Harold Sullivan and JOB
                  Investments -- bought the business in a
                  bankruptcy sale in March 2009.  The retailer has
                  98 full- and part-time employees.

Debtor's Counsel: Steven B. Towbin, Esq.
                  SHAW GUSSIS ET AL
                  321 N. Clark Street, Suite 800
                  Chicago, IL 60654
                  Tel: (312) 276-1333
                  Fax: (312) 275-0569
                  E-mail: stowbin@shawgussis.com

Total Assets: $3.2 million

Total Liabilities: $5.5 million

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/ilnb12-33041.pdf

The petition was signed by Richard A. Myers, manager.


NATIONAL CENTER: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: National Center For Intergrated Medicine, LLC
        3100 Theodore Street, # 204
        Joliet, IL 60435

Bankruptcy Case No.: 12-32972

Chapter 11 Petition Date: August 20, 2012

Court: U.S. Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Eugene R. Wedoff

Debtor's Counsel: John J. Lynch, Esq.
                  LAW OFFICES OF JOHN J. LYNCH, P.C.
                  801 Warrenville Road, Suite 152
                  Lisle, IL 60532
                  Tel: (630) 960-4700
                  Fax: (630) 960-4755
                  E-mail: jjlynch@jjlynchlaw.com

Estimated Assets: $0 to $50,000

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

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/ilnb12-32972.pdf

The petition was signed by Rao Kilaru.

Affiliates that filed separate Chapter 11 petitions on Aug. 20,
2012:

        Entity                        Case No.
        ------                        --------
Kempton & Nelson Diagnostics          12-18589
Kempton & Nelson Therapy Clinics, LLC 12-18590
Michael Carrera and Hallie Carrera    12-18588


NAVISTAR INTERNATIONAL: Enters Into $1-Bil. Sr. Secured Facility
----------------------------------------------------------------
Navistar International Corporation and Navistar, Inc., signed a
definitive credit agreement relating to an up to five-year senior
secured, term loan credit facility in an aggregate principal
amount of $1,000,000,000 with the lenders, JPMorgan Chase Bank,
N.A., as administrative agent and collateral agent for the
Lenders, J.P. Morgan Securities LLC and Goldman Sachs Lending
Partners LLC, as joint lead arrangers and joint bookrunners,
Credit Suisse Securities (USA) LLC and Merrill Lynch, Pierce,
Fenner & Smith Incorporated, as joint bookrunners, and Goldman
Sachs Lending Partners LLC, as syndication agent.  The facility is
guaranteed by Navistar International Corporation and fifteen of
its subsidiaries, namely, IC Bus, LLC, SST Truck Company LLC, IC
Bus of Oklahoma, LLC, Navistar Diesel of Alabama, LLC, Navistar
RV, LLC (f/k/a Monaco RV, LLC), Navistar Big Bore Diesels, LLC,
Workhorse International Holding Company, Navistar Aftermarket
Products, Inc., Continental Mfg. Company, Inc., Indianapolis
Casting Corporation, International Truck Intellectual Property
Company, LLC, International Engine Intellectual Property Company,
LLC, Pure Power Technologies, LLC, Navistar Defense, LLC and
UpTime Parts, LLC.

On Aug. 17, 2012, Navistar, Inc., borrowed an aggregate principal
amount of $1,000,000,000 under the term loan credit facility, a
portion of the proceeds of which were used to repay all
outstanding loans under Navistar, Inc.'s existing senior secured,
asset-based revolving credit facility entered into on Oct. 18,
2011, and certain other indebtedness and to pay certain fees and
expenses incurred in connection with the new term loan credit
facility and the remainder of which will be used for ongoing
working capital purposes and general corporate purposes.  The term
loan credit agreement requires quarterly amortization payments of
$2,500,000, with the balance due at maturity.

This new term loan credit facility is secured by a first priority
security interest in certain assets of the Companies as more fully
described in the term loan credit agreement.  The term loan credit
agreement contains customary provisions for financings of this
type, including, without limitation, representations and
warranties, affirmative and negative covenants and events of
default.  Generally, if an event of default occurs and is not
cured within any specified grace period, the administrative agent,
at the request of the lenders holding not less than a majority in
principal amount of the outstanding term loans, may declare the
term loans to be due and payable immediately.  Borrowings by
Navistar, Inc., under this facility will accrue interest at a rate
equal to a base rate or a Eurodollar rate plus a spread.  The
spread is 450 basis points for base rate borrowings and 550 basis
points for Eurodollar rate borrowings.

A copy of the Amended Credit Agreement is available at:

                        http://is.gd/VlFg2q

                        ABL Credit Agreement

On Aug. 17, 2012, Navistar, Inc., entered into an amended and
restated ABL credit agreement in an aggregate principal amount of
$175,000,000 with the Lenders party thereto, and Bank of America,
N.A., as administrative agent for the Lenders, providing for a
term of up to four years and nine months.  The ABL credit
agreement amended and restated the existing senior secured, asset-
based revolving credit facility entered into on Oct. 18, 2011, by
Navistar, Inc., and seven of its manufacturing subsidiaries,
including IC Bus, LLC, SST Truck Company, LLC, IC Bus of Oklahoma,
LLC, Navistar Diesel of Alabama, LLC, Monaco RV, LLC, Navistar Big
Bore Diesels, LLC and Workhorse Custom Chassis, LLC.  Following
the amendment and restatement of the existing facility, each of
the Subsidiaries was released from its obligations under the
existing credit facility.

This new ABL facility is secured by a first priority security
interest in Navistar, Inc.'s aftermarket parts inventory that is
stored at certain parts distribution centers, storage facilities
and third party processor or logistics provider locations.  The
ABL credit agreement contains customary provisions for financings
of this type, including, without limitation, representations and
warranties, affirmative and negative covenants and events of
default.  All borrowings under the ABL Credit Agreement will
accrue interest at a rate equal to a base rate or an adjusted
LIBOR rate plus a spread.  The spread, which will be based on an
availability-based measure, ranges from 175 basis points to 225
basis points for Base Rate borrowings and 275 basis points to 325
basis points for LIBOR borrowings.  The initial LIBOR spread is
275 basis points.

A copy of the amended ABL Facility is available for free at:

                        http://is.gd/oAyJvq

                    About Navistar International

Navistar International Corporation (NYSE: NAV) --
http://www.Navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

The Company's balance sheet at Jan. 31, 2012, showed
$11.50 billion in total assets, $11.69 billion in total
liabilities, and a $195 million total stockholders' deficit.

                           *     *     *

In the Aug. 3, 2012, edition of the TCR, Moody's Investors Service
lowered Navistar International Corporation's Corporate Family
Rating (CFR), Probability of Default Rating (PDR), and senior note
rating to B2 from B1.  The downgrade of Navistar's ratings
reflects the significant challenges the company will face during
the next eighteen months in re-establishing the profitability and
competitiveness of its US and Canadian truck operations in light
of the failure to achieve EPA certification of its EGR emissions
technology, the significant reductions in military revenues and
substantially higher engine warranty reserves.

As reported by the TCR on June 13, 2012, Standard & Poor's Ratings
Services lowered its ratings on Navistar International Corp.,
including the corporate credit rating to 'B+', from 'BB-'.  "The
downgrade and CreditWatch placement reflect the company's
operational and financial setbacks in recent months," said
Standard & Poor's credit analyst Sol Samson.

As reported by the TCR on Aug. 8, 2012, Fitch Ratings has
downgraded the Issuer Default Ratings (IDR) for Navistar
International Corporation (NAV) and Navistar Financial
Corporation (NFC) to 'B-' from 'B+'.  The rating downgrades for
NAV and NFC consider the negative impact of recent developments
including already weak operating results in 2012 that are likely
to be worse than previously expected by Fitch.


NEDAK ETHANOL: Inks Collateral Maintenance Pact with AgCountry
--------------------------------------------------------------
NEDAK Ethanol, LLC, entered into a Collateral Maintenance and
Preservation Agreement with AgCountry Farm Credit Services, FLCA.
The Agreement is effective as of Aug. 1, 2012.

The Company is currently in default under its Amended and Restated
Credit Agreement dated Dec. 31, 2011, with AgCountry Farm, the
First Supplement to the Amended and Restated Master Credit
Agreement between the Company and the Senior Lender dated Dec. 31,
2011, and an Amended and Restated Term Note dated Dec. 31, 2011.
Pursuant to the Agreement, the Senior Lender has agreed that the
Company has made, and may continue to make, requests for: (i) the
use of certain cash constituting proceeds of the Senior Lender's
collateral and (ii) Senior Lender to make certain additional cash
advances to or for the benefit of the Company, all in order to
fund certain budgeted expenses the Company has determined to be
necessary to idle the ethanol plant located in Atkinson, Nebraska
and for the maintenance, protection and preservation of the
collateral.

All Protective Advances and any other payments made or expenses
incurred by the Senior Lender pursuant to the Agreement, or made
or incurred by the Senior Lender in advance of the execution of
the Agreement, become part of the Company's obligations under the
Restated Loan Documents and will bear interest at the default rate
specified in the Restated Loan Documents.

Pursuant to the terms of the Agreement, the Senior Lender
expressly states that it has not waived any of the defaults by the
Company under the Restated Loan Documents and that it has not
agreed to forebear from exercising its enforcement rights or any
remedy that may be available under the Senior Loan Documents or
any other documents between the parties.  The Senior Lender
continues to reserve all rights, remedies, and privileges afforded
under the Restated Loan Documents and any other documents between
the parties.  Those remedies include, among others, the right to
take possession of the Plant, foreclose on the liens on the
Company's property and sell the premises independent of any
foreclosure proceedings.

A copy of the Collateral Agreement is available for free at:

                        http://is.gd/4EaruZ

                        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.


NORTH AMERICAN ENERGY: S&P Revises Outlook on 'B+' Rated Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services corrected an error on the
outlook of North American Energy Alliance LLC's (now known as
Essential Power LLC) $205 million second-lien notes due 2016. The
'B+' rated notes reflected both a positive and a stable outlook in
our rating disseminations. "We revised the outlook to positive
from stable on Dec. 21, 2011, and it should have only been
positive from that point forward," S&P said.

Ratings List
Outlook Revised
North American Energy Alliance LLC (Essential Power LLC)
                     To             From
Second-lien notes    B+/Positive    B+/Stable


NORTH CONNECTIONS: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: North Connections Logistics, Inc.
        aka North Connection Transportation, Inc.
        3101 Sylon Boulevard
        Hainesport, NJ 08036

Bankruptcy Case No.: 12-30629

Chapter 11 Petition Date: August 20, 2012

Court: U.S. Bankruptcy Court
       District of New Jersey (Trenton)

Judge: Kathryn C. Ferguson

Debtor's Counsel: Philip B. Seaton, Esq.
                  LAW OFFICE OF PHILIP B. SEATON
                  One Greentree Center, Suite 201
                  10000 Route 73 (Lincoln Drive)
                  Marlton, NJ 08053
                  Tel: (856) 625-5678
                  E-mail: pbseaton@seaton-law.com

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

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

The Company did not file a list of creditors together with its
petition.

The petition was signed by Samuel Williams, president.


NUTRICION PUERTORRIQUENA: Case Summary & Creditors List
-------------------------------------------------------
Debtor: Nutricion Puertorriquena, Inc.
        dba La Fonda
            La Vaca Frita
        La Terraza
        Plaza Las Americas
        Local No. 309 Y 307
        Hato Rey, PR 00918

Bankruptcy Case No.: 12-06573

Chapter 11 Petition Date:

Court: U.S. Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Debtor's Counsel: Carmen D. Conde Torres, Esq.
                  C. CONDE & ASSOC.
                  254 San Jose Street, 5th Floor
                  San Juan, PR 00901-1523
                  Tel: (787) 729-2900
                  Fax: (787) 729-2203
                  E-mail: notices@condelaw.com

Estimated Assets: $50,001 to $100,000

Estimated Debts: $500,001 to $1,000,000

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/prb12-06573.pdf

The petition was signed by Jose M. Serrano Mu¤oz, president.


OK SOD: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------
Debtor: OK SOD, INC.
        525 Keller Parkway
        Keller, TX 76248

Bankruptcy Case No.: 12-44703

Chapter 11 Petition Date: August 22, 2012

Court: United States Bankruptcy Court
       Northern District of Texas (Ft. Worth)

Judge: D. Michael Lynn

Debtor's Counsel: Eric A. Liepins, Esq.
                  ERIC A. LIEPINS, P.C.
                  12770 Coit Rd., Suite 1100
                  Dallas, TX 75251
                  Tel: (972) 991-5591
                  E-mail: eric@ealpc.com

Estimated Assets: $0 to $50,000

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/txnb12-44703.pdf

The petition was signed by Kevin Keck, president.


ORIGINOIL INC: Had $3.3 Million Net Loss in Second Quarter
----------------------------------------------------------
OriginOil, Inc., filed its quarterly report on Form 10-Q,
reporting a net loss of $3.27 million on $15,000 of sales for the
three months ended June 30, 2012, compared with a net loss of
$929,746 on $40,500 of sales for the same period last year.

For the six months ended June 30, 2012, the Company had a net loss
of $5.06 million on $553,163 of sales, compared with a net loss of
$1.74 million on $142,500 of sales for the same period a year
earlier.

The Company's balance sheet at June 30, 2012, showed $1.07 million
in total assets, $1.24 million in total liabilities, and a
stockholders' deficit of $166,133.

"The Company does not generate significant revenue, and has
negative cash flows from operations, which raise substantial doubt
about the Company's ability to continue as a going concern.  The
ability of the Company to continue as a going concern and
appropriateness of using the going concern basis is dependent
upon, among other things, additional cash infusion.  The Company
has obtained funds from its shareholders in the six months ended
June 30, 2012, and has standing purchase orders from a principal
customer.  Management believes this funding will continue from its
current investors and has also obtained funding from new
investors.  Management believes the existing shareholders and the
prospective new investors will provide the additional cash needed
to meet the Company's obligations as they become due, and will
allow the development of its core business operations."

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

                       http://is.gd/J3TbrF

Los Angeles, California-based OriginOil, Inc., has developed an
energy production process for harvesting algae and cleaning up oil
and gas water.  Operating at the first stage of extraction, this
high-speed and chemical-free process can be embedded in other
systems to improve performance.  Originally invented to solve the
biggest problem in algae production, it is now finding demand in
oil and gas fracking and production water cleanup.  The Company is
neither a producer nor a service company.  The Company intends to
embed its technology into the systems others build and sell,
through joint ventures, private labeling and licensing agreements.


PANDA TEMPLE: S&P Gives 'B' Rating on $340MM Senior Secured Debt
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' senior secured
rating and '3' recovery rating to Panda Temple Power LLC's
(Temple) senior secured $75 million first-lien term loan A, $255
million term loan B, and $10.16 million letter of credit facility.
The '3' recovery rating indicates meaningful recovery (50% to 70%)
of principal in a default scenario. Cross-acceleration provisions
exist between term loans A and B and all the debt is pari passu.
The outlook is stable.

"The 'B' rating reflects a high amount of total debt and
cumulative interest payments at the close of the transaction and
at debt maturity. Our rating also reflects the project's
construction risk, exposure to merchant energy prices, and a high
degree of sensitivity to capacity factors and market heat rates
(the efficiency with which a generation unit converts heating
content of a fuel into electricity)," S&P said.

"The project will use loan proceeds to build the Panda Temple
Power Plant, a nominal 758 MW natural gas-fired facility in
Temple, Texas," S&P said.

Temple is a special-purpose, bankruptcy-remote operating entity.
Panda Power Funds and a consortium of other equity investors
together own the equity in the project.

"The stable outlook on the debt ratings reflects fairly steady
cash flow through 2018 due to hedging positions and favorable cash
flow prospects thereafter," said Standard & Poor's credit analyst
Manish Consul.

"A downgrade is possible if our expectation of debt at maturity
changes to greater than $400 per kW and if debt service coverage
ratios steadily decline below 1.1x. This would likely result from
construction delays, lower-than-expected spark spreads or
operational performance, or higher operating and maintenance
costs. An upgrade would require a large and sustainable
improvement in merchant market prices that would reduce refinance
risk to below $100 per kW," S&P said.


PATRIOT COAL: U.S. Trustee Supports Moving to West Virginia
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the U.S. Trustee joins the list advocating that the
bankruptcy reorganization of Patriot Coal Corp. be transferred
from Manhattan to West Virginia.

According to the report, the West Virginia attorney general and
insurance companies previously filed motions to move the case to
the state were eight of the 12 coal mines are located.  Those who
want to move the case concede that New York is a technically
correct courthouse because two subsidiaries were incorporated
under New York law about a month before bankruptcy.  They argue
the judge should move the case in the interests of justice or for
the convenience of the parties.

The Bloomberg report disclosed that there will be hearing on
Sept. 11 to decide if the case should move to West Virginia.

                        About Patriot Coal

St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer
and marketer of coal in the eastern United States, with 13 active
mining complexes in Appalachia and the Illinois Basin.  The
Company ships to domestic and international electricity
generators, industrial users and metallurgical coal customers, and
controls roughly 1.9 billion tons of proven and probable coal
reserves.

Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11
petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y.
Lead Case No. 12-12900) on July 9, 2012.  Patriot said it had
$3.57 billion of assets and $3.07 billion of debts, and has
arranged $802 million of financing to continue operations during
the reorganization.

Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone
Advisory Partners LP is serving as financial advisor, and AP
Services, LLC is providing interim management services to Patriot
in connection with the reorganization.  Ted Stenger, a Managing
Director at AlixPartners LLP, the parent company of AP Services,
has been named Chief Restructuring Officer of Patriot, reporting
to the Chairman and CEO.  GCG, Inc. serves as claims and noticing
agent.

The case has been assigned to Judge Shelley C. Chapman.

The U.S. Trustee appointed a seven-member creditors committee.


PENN TREATY: Robert Alpert Lowers Equity Stake to 1.8%
------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Robert H. Alpert and his affiliates disclosed
that, as of May 11, 2012, they beneficially own 408,980 shares of
common stock of Penn Treaty American Corporation representing 1.8%
of the shares outstanding.  Mr. Alpert previously reported
beneficial ownership of 1,178,291 common shares or a 5.1% equity
stake as of Nov. 2, 2010.  A copy of the amended filing is
available for free at http://is.gd/wSyQhc

                     About Penn Treaty American

Penn Treaty American Corporation -- https://www.penntreaty.com/ --
through its wholly owned direct and indirect subsidiaries, Penn
Treaty Network America Insurance Company, American Network
Insurance Company, American Independent Network Insurance Company
of New York, Network Insurance Senior Health Division and Senior
Financial Consultants Company, is engaged in the underwriting,
marketing and sale of individual and group accident and health
insurance products, principally covering long term nursing home
and home health care.

On Oct. 2, 2009, the Insurance Commissioner of the Commonwealth of
Pennsylvania filed in the Commonwealth Court of Pennsylvania
Petitions for Liquidation for PTNA and American Network Insurance
Company.  PTNA is a direct insurance company subsidiary of Penn
Treaty American Corporation, and ANIC is a subsidiary of PTNA.


PENN TREATY: Commissioner Has Until Oct. 30 to File Plan
--------------------------------------------------------
Penn Treaty American Corporation sent a letter to its shareholders
describing the status of the proceedings relating to the
Pennsylvania Insurance Commissioner's efforts to liquidate the
Company's direct and indirect subsidiaries, Penn Treaty Network
America Insurance Company and American Network Insurance Company.

On May 3, 2012, the Court has disallowed efforts by the
Pennsylvania Insurance Department to liquidate the two insurance
companies.  The order also required the Commissioner to develop a
plan of rehabilitation and to submit that plan for the Court's
consideration by Aug. 1, 2012.  The Commissioner subsequently
requested an extension of time of an additional 90 days to submit
a rehabilitation plan.

The Commonwealth Court of Pennsylvania extended the Pennsylvania
Insurance Commissioner's deadline to submit a rehabilitation plan
until Oct. 30, 2012.

A copy of the Letter to Shareholders is available for free at:

                        http://is.gd/0KYzsg

                    About Penn Treaty American

Penn Treaty American Corporation -- https://www.penntreaty.com/ --
through its wholly owned direct and indirect subsidiaries, Penn
Treaty Network America Insurance Company, American Network
Insurance Company, American Independent Network Insurance Company
of New York, Network Insurance Senior Health Division and Senior
Financial Consultants Company, is engaged in the underwriting,
marketing and sale of individual and group accident and health
insurance products, principally covering long term nursing home
and home health care.

On Oct. 2, 2009, the Insurance Commissioner of the Commonwealth of
Pennsylvania filed in the Commonwealth Court of Pennsylvania
Petitions for Liquidation for PTNA and American Network Insurance
Company.  PTNA is a direct insurance company subsidiary of Penn
Treaty American Corporation, and ANIC is a subsidiary of PTNA.


PEREGRINE FINANCIAL: Trustee Can Hire Foley & Lardner as Counsel
----------------------------------------------------------------
Megan Stride at Bankruptcy Law360 reports that U.S. Bankruptcy
Judge Carol A. Doyle gave Peregrine Financial Group Inc.'s
liquidating trustee approval on Tuesday to retain Foley & Lardner
LLP, which has represented Peregrine in the past, as his special
commodities counsel to help dismantle the brokerage firm.

                     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.


PETER DEHAAN: Files Schedules of Assets and Liabilities
-------------------------------------------------------
Peter DeHaan Holsteins, LLC, filed with the U.S. Bankruptcy Court
for the District of Oregon its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property           $11,161,063
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $7,573,359
  E. Creditors Holding
     Unsecured Priority
     Claims                                            $7,551
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                          $726,654
                                 -----------      -----------
        TOTAL                    $11,161,063       $8,307,564

A copy of the schedules is available for free at
http://bankrupt.com/misc/PETER_DEHAAN_sal.pdf

                   About Peter DeHaan Holsteins

Peter DeHaan Holsteins, LLC, is a recognized leader in the dairy
industry and well known for producing high quality milk products.
Pete DeHaan Jr., the Debtor's 100% owner and Managing Member, has
managed and operated dairy facilities in Oregon for over 15 years.
The Debtor's principal source of income is from the production and
sale of milk, which is shipped to Northwest Dairy Association, a
cooperative that transports, processes and sells the resulting
milk products.  In 2011 the Debtor produced 56,137,722 pounds of
whole milk which generated gross income of $11.19 million.

Peter DeHaan Holsteins employs 36 employees and its dairy herd
consists of 2,194 cows and 2,382 heifers for a total of 4,576
animals.  The dairy operations are conducted at three separate
farms located in Yamhill County and Washington County Oregon.  The
primary farm consists of milking facilities and a 230 acre farm
located at 22180 Lafayette Highway Salem, Oregon.  A second farm
is leased from Alan and Alice Beardsley which includes dairy
facilities and 280 acres of farmland located in Gaston, Oregon.  A
third farm consisting of 245 acres is owned by the Debtor and is
located in McMinnville, Oregon.  The McMinnville Farm is used
primarily for raising replacement heifers and growing crops used
to feed the Debtor's dairy cattle.

Peter DeHaan Holsteins filed a Chapter 11 petition (Bankr. D.
Ore. Case No. 12-35080) on June 29, 2012.  The Debtor estimated
assets of $10 million to $50 million and liabilities of up to
$10 million.  The Debtor is represented by Jeffrey C. Misley,
Esq., at Sussman Shank LLP, in Portland.


PETRA FUND: Final Decree Closing Chapter 11 Cases Entered
---------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
entered a final decree closing the Chapter 11 cases of Petra Fund
Reit Corp., et al.

The Court directed the Debtor that all U.S. Trustee fees due and
owing for the cases of the post-confirmation Debtors will be paid
days after the entry of the final decree.

As reported in the Troubled Company Reporter on April 25, 2012,
the Court confirmed the Second Amended Plan of Reorganization
proposed by Petra Fund Reit Corp., et al., dated Dec. 21, 2011.

According to the Debtors, during their Chapter 11 cases, they
continued to engage in negotiations with its secured creditors,
the Royal Bank of Scotland plc and J.P. Morgan Securities, Inc.,
to finalize a proposed plan.  While it was originally contemplated
that the transactions proposed in the Plan Support Agreement would
be embodied in the Debtors' Plan, the Debtors were unable to
obtain consent to such a plan from both of its secured creditors.

Accordingly, the Debtors modified its proposed restructuring that
will be deemed satisfactory to both JPM and RBS and the modified
version of the Debtor's proposed restructuring is now embodied in
the Plan.  Importantly, the Debtors and its secured creditors came
to the realization that for a restructuring to work, it would not
be possible to guarantee that REIT would retain its status as a
qualified real estate investment trust for federal tax purposes.
As a result, the Debtors' proposed restructuring of REIT in the
Plan is not dependent on REIT retaining such tax status.

The Plan provides for the dissolution of Offshore, sale of the
Settlement Payments, sale of the Equity Interests and
reorganization of REIT and the treatment of each holder of a Claim
against, or Equity Interests in, the Debtors.  Such treatment
includes the payment in full of all Administrative Claims, unless
otherwise agreed to; with respect to RBS, the deemed delivery of
the Class F Bonds and Class G Bonds (to the extent the Class F
Bonds and Class G Bonds were not previously foreclosed upon by
RBS), the issuance of a new debt instrument that will continue to
be secured by a first-priority Lien on the RBS REIT Collateral and
the allowance of an unsecured deficiency claim; with respect to
JPM, the issuance of a new debt instrument that will continue to
be secured by a first-priority Lien on the JPM REIT Collateral;
the distribution to holders of General Unsecured Claims of a Pro
Rata Share of the Distributable Assets, if there are any; and
cancellation of all existing Equity Interests.

With respect to the sales transactions contemplated in the Plan,
the Debtors will be accepting bids for the Settlement Payments and
Equity Interests of REIT will be provided to all creditors and
holders of Equity Interests of the Debtors.

A full-text copy of the Second Amended Disclosure Statement is
available for free at:

     http://bankrupt.com/misc/PETRA_FUND_ds_2ndamended.pdf

                        About Petra Fund

Petra Fund REIT Corp. and its affiliates are in the business of
originating, investing in, structuring and trading loans secured
by commercial real-estate.  Petra Offshore Fund LP is the parent.

Petra Fund and Petra Offshore sought Chapter 11 protection (Bankr.
S.D.N.Y. Lead Case No. 10-15500) on Oct. 20, 2010, and are
represented by Shaya M. Berger, Esq., and Brian E. Goldberg, Esq.,
at Dickstein Shapiro, LLP.  At the time of the filing, each of the
Debtor estimated its assets at less than $10 million and its debts
at more than $100 million.

Petra Fund blamed its Chapter 11 filing on the extraordinary and
unprecedented collapse of the credit and commercial real estate
markets, which caused a mark-to-market value of its assets to
plummet.

The U.S. Bankruptcy Court for the Southern District of New York
will convene a hearing on Feb. 3, 2012, at 11:00 a.m. to consider
confirmation of Petra Fund Reit Corp., et al.'s Plan of
Reorganization dated as of Dec. 19, 2011.


PMI GROUP: Files Suit Against PMI Mortgage, AZ Dept of Insurance
----------------------------------------------------------------
BankruptcyData.com reports that the PMI Group and its official
committee of unsecured creditors filed with the U.S. Bankruptcy
Court a complaint against PMI Mortgage, Arizona Dept. of
Insurance's acting director Germaine Marks, and Truitte D. Todd.

As part of a Tax Sharing Agreement, the Debtors and its
subsidiaries are considered a consolidated tax group, and PMI, as
the common parent, files a consolidated federal income tax return
on behalf of its subsidiaries, and also controls any tax
attributes of the consolidated group, including net operating
losses.  As of June 2012, the consolidated group had net losses of
$1.1 billion and tax credits of approximately $195 million.

PMI is seeking an injunction prohibiting PMI Mortgage and the AZ
Dept. of insurance from taking actions that would violate the
automatic stay or the Tax Attributes Order, and a judgment that
states that the Tax Attributes Rights and Rights Sharing Agreement
are property of the Debtors' estate.

                        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.


PORTER BANCORP: Wants to Hire John Davis as PBI Bank CRO
--------------------------------------------------------
The board of directors of PBI Bank, Inc., the wholly owned banking
subsidiary of Porter Bancorp, Inc., approved changes to the Bank's
leadership team.

The Company has filed an application with the Federal Deposit
Insurance Corporation seeking approval for the appointment of John
R. Davis as Chief Credit Officer of PBI Bank.  Upon approval, Mr.
Davis would assume responsibility for establishing and executing
the credit quality policies and overseeing credit administration
for the Porter organization.

Mr. Davis, age 49, joined PBI Bank as a credit officer in August
2012 after having served as Executive Vice President - Chief
Credit Officer of American Founders Bank, Inc., and American
Founders Bancorp, Inc., of Lexington, Kentucky.  Before joining
American Founders in 2005, he served for 17 years in various
commercial lending and credit administration positions of
increasing authority with National City Bank.  Mr. Davis has an
MBA degree from Bellarmine University and is a graduate of the
Stonier Graduate School of Banking.

PBI Bank expects to enter into an employment agreement with Mr.
Davis when the terms of the agreement receive requisite approval
by the FDIC.

In addition, David B. Pierce has accepted a non-executive position
with PBI Bank.  Mr. Pierce will serve as a special assistant to
the President and Chief Executive Officer of PBI Bank, advising
with respect to the management of the Bank's investment portfolio,
liquidity matters, and matters relating to the Bank's Asset and
Liability Committee.  Mr. Pierce previously served as Chief Risk
Officer of the Company.

                       About Porter Bancorp

Porter Bancorp, Inc., is a bank holding company headquartered in
Louisville, Kentucky.  Through its wholly-owned subsidiary PBI
Bank, the Company operates 18 full-service banking offices in
twelve counties in Kentucky.

Crowe Horwath, LLP, in Louisville, Kentucky, audited Porter
Bancorp's financial statements for 2011.  The independent auditors
said that the Company has incurred substantial losses in 2011,
largely as a result of asset impairments.  "In addition, the
Company's bank subsidiary is not in compliance with a regulatory
enforcement order issued by its primary federal regulator
requiring, among other things, increased minimum regulatory
capital ratios. Additional significant asset impairments or
continued failure to comply with the regulatory enforcement order
may result in additional adverse regulatory action."

The Company reported a net loss of $107.31 million in 2011,
compared with a net loss of $4.38 million in 2010.

The Company's balance sheet at June 30, 2012, showed $1.33 billion
in total assets, $1.25 billion in total liabilities and $81.50
million in stockholders' equity.


PRESIDENTIAL REALTY: Six Directors Elected at Annual Meeting
------------------------------------------------------------
The annual meeting of the shareholders of Presidential Realty
Corporation was held on Aug. 15, 2012.  At the Meeting,
shareholders:

   (1) elected Alexander Ludwig, Robert Feder, Jeffrey F. Joseph,
       Nickolas W. Jekogian, Richard Brandt, and Jeffrey Rogers
       as directors to serve until the 2013 annual meeting of the
       Company's stockholders or until their respective successors
       are elected and have been qualified;

   (2) approved an amendment and restatement to the Company's
       Certificate of Incorporation to increase the number of
       authorized Class B shares of the Company's common stock;

   (3) the approved an amendment and restatement to the Company's
       Certificate of Incorporation to authorize a class of "blank
       check" preferred stock;

   (4) approved an amendment and restatement to the Company's
       Certificate of Incorporation to reduce the par value of the
       Company's authorized shares of common stock;

   (5) ratified the appointment of Holtz Rubenstein Reminick LLP
       as the Company's independent public accounting firm for the
       fiscal year ending Dec. 31, 2012; and

   (6) ratified and approved the Company's 2012 Equity Incentive
       Plan.

                     About Presidential Realty

Headquartered in White Plains, New York, Presidential Realty
Corporation, a real estate investment trust, is engaged
principally in the ownership of income-producing real estate and
in the holding of notes and mortgages secured by real estate or
interests in real estate.  On Jan. 20, 2011, Presidential
stockholders approved a plan of liquidation, which provides for
the sale of all of the Company's assets over time and the
distribution of the net proceeds of sale to the stockholders after
satisfaction of the Company's liabilities.

Following the 2011 results, Holtz, Rubenstein Reminick 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 has suffered recurring losses from
operations and has a working capital deficiency.

The Company reported a net loss of $6.16 million in 2011,
compared with a net loss of $2.57 million in 2010.

The Company's balance sheet at March 31, 2012, showed $16.13
million in total assets, $17.70 million in total liabilities and a
$1.57 million total stockholders' deficit.


PROELITE INC: Isaac Blech Discloses 78.8% Equity Stake
------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Isaac Blech disclosed that, as of Aug. 22,
2012, he beneficially owns 248,352,000 shares of common stock of
ProElite, Inc., representing 78.8% of the shares outstanding.

Mr. Blech previously reported beneficial ownership of 165,568,000
common shares or a 71.2% equity stake as of July 11, 2012.

A copy of the amended filing is available for free at:

                        http://is.gd/MPxHc6

                        About ProElite Inc.

Los Angeles, Calif.-based ProElite, Inc., is a holding company for
entities that (a) organize and promote mixed martial arts matches,
and (b) create an internet community for martial arts enthusiasts
and practitioners.

On Oct. 20, 2008, management, with Board ratification, decided to
close or sell all operations and began an extended period of
restructuring its balance sheet, divesting itself of certain
assets, settlement of contingent liabilities, and attempting to
raise additional capital.

Effective Oct. 12, 2009, the Company entered into a Strategic
Investment Agreement with Stratus Media Group, Inc. ("SMGI")
pursuant to which the Company agreed to sell to SMGI, shares of
the Company's Series A Preferred Stock (the "Preferred Shares").
The Preferred Shares are convertible into the Common Stock of the
Company.  This transaction closed on June 14, 2011.

Gumbiner Savett Inc., in Santa Monica, Calif., expressed
substantial doubt about ProElite's ability to continue as a going
concern, following its audit of the Company's financial statements
as of and for the years ended Dec. 31, 2008, and 2007.  The
independent auditors noted that the Company has suffered losses
from operations and negative cash flows from operations.

The Company reported a net loss of $55.6 million for the fiscal
year ended Dec. 31, 2008, compared with a net loss of
$27.1 million for the fiscal year ended Dec. 31, 2007.

As a result of the decision to discontinue operations, the Company
did not have any revenues, cost of revenue, and gross profit for
the fiscal years ended Dec. 31, 2008, and 2007.

At Dec. 31, 2008, the Company's balance sheet showed $2.3 million
in total assets, $11.8 million in total liabilities, and a
shareholders' deficit of $9.5 million.

ProElite notified the U.S. Securities and Exchange Commission
that it requires additional time to complete the financial
statements for the fiscal quarter ended Sept. 30, 2011, and
cannot, without unreasonable effort and expense, file its Form 10-
Q on or before the prescribed filing date.  The Company also
notified the SEC regarding the late filing of its annual report on
Form 10-K for the period ended Dec. 31, 2011.


PROGRESSIVE CARE: Had $53,400 Net Loss in Second Quarter
--------------------------------------------------------
Progressive Care Inc. filed its quarterly report on Form 10-Q,
reporting a net loss of $53,463 on $2.5 million of sales for the
three months ended June 30, 2012, compared with a net loss of
$41,134 on $1.9 million of sales for the corresponding period last
year.

For the six months ended June 30, 2012, the Company had a net loss
of $228,478 on $5.0 million of sales, compared with a net loss of
$35,919 on $3.8 million of sales for the same period in 2011.

The Company's balance sheet at June 30, 2012, showed $2.2 million
in total assets, $1.2 million in total liabilities, and
stockholders' equity of $990.751.

The Company had a net loss of approximately $228,000 and net cash
used in operations of approximately $178,000 for the six months
ended June 30, 2012.  "These factors raise substantial doubt about
the Company's ability to continue as a going concern."

"The Company will require additional funding to finance the growth
of its current and expected future operations as well as to
achieve its strategic objectives.  The Company believes its
current available cash along with anticipated revenues may be
insufficient to meet its cash needs for the near future.  There
can be no assurance that financing will be available in amounts or
terms acceptable to the Company, if at all."

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

                       http://is.gd/F3NaPl

Miami Gardens, Fla.-based Progressive Care Inc. is a retail
pharmacy specializing in the sale of anti-retroviral medications
and related patient care management, the sale and rental of
durable medical equipment ("DME") and the supply of prescription
medications and DME to nursing homes and assisted living
facilities.


PROTEONOMIX INC: Reports $1.5 Million Net Income in 2nd Quarter
---------------------------------------------------------------
Proteonomix, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $1.50 million on $0 of sales for the three months ended
June 30, 2012, compared with a net loss of $274,238 on $0 of sales
for the same period during the prior year.

The Company reported net income of $183,524 on $0 of sales for the
six months ended June 30, 2012, compared with a net loss of
$573,670 on $0 of sales for the same period a year ago.

The Company's balance sheet at June 30, 2012, showed $5.75 million
in total assets, $6.33 million in total liabilities and a $584,199
total stockholders' deficit.

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

                        http://is.gd/QAOBsX

                         About Proteonomix

Proteonomix, Inc. (OTC BB: PROT) -- http://www.proteonomix.com/--
is a biotechnology company focused on developing therapeutics
based upon the use of human cells and their derivatives.

The Company reported a net loss applicable to common shares of
$1.38 million in 2011, compared with a net loss applicable to
common shares of $3.47 million in 2010.

After auditing the financial statements for the year ended
Dec. 31, 2011, KBL, 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 sustained
significant operating losses and is currently in default of its
debt instrument and needs to obtain additional financing or
restructure its current obligations.


QUANTUM CORP: Stockholders Approve Amended Incentive Plans
----------------------------------------------------------
At the annual meeting of stockholders of Quantum Corporation held
on Aug. 15, 2012, the stockholders of the Company voted on and
approved the following:

   (a) an amended and restated 1993 Long-Term Incentive Plan,
       renamed as the 2012 Long-Term Incentive Plan, a copy of
       which is available for free at http://is.gd/72lOVJ

   (b) an amended and restated Employee Stock Purchase Plan, a
       copy of which is available at http://is.gd/2yVIUZ

   (c) and an amended and restated Executive Officer Incentive
       Plan, a copy of which is available at http://is.gd/5n4rlJ

                        About Quantum Corp.

Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com/-- is a storage company specializing in
backup, recovery and archive.  Quantum provides a comprehensive,
integrated range of disk, tape, and software solutions supported
by a world-class sales and service organization.

The Company reported a net loss of $8.81 million for the fiscal
year ended March 31, 2012, compared with net income of $4.54
million during the prior year.

Quantum Corporation's balance sheet at June 30, 2012, showed
$364.52 million in total assets, $425.08 million in total
liabilities and a $60.55 million total stockholders' deficit.


RADIENT PHARMACEUTICALS: Negotiating Payment Agreement with GCDx
----------------------------------------------------------------
Radient Pharmaceuticals Corporation previously entered into a
license agreement with Global Cancer Diagnostics, Inc., in order
to commercialize certain of the Company's intellectual property in
the form of a Lung Cancer test.  Pursuant to the Agreement, GCDx
will pay an upfront license fee of $200,000 and all costs related
to patent and FDA filings.

The Company is currently negotiating with GCDx regarding extension
of the required payments under the Agreement.  The Company expects
to reach an agreement shortly.

                   About Radient Pharmaceuticals

Tustin, Calif.-based Radient Pharmaceuticals Corporation is
engaged in the research, development, manufacturing, sale and
marketing of its Onko-Sure(R) test kit, which is a proprietary in-
vitro diagnostic (or IVD) cancer test.  The Company markets its
Onko-Sure(R) test kits in the United States, Canada, Chile,
Europe, India, Korea, Japan, Taiwan, Vietnam and other markets
throughout the world.

In the auditors' report accompanying the consolidated financial
statements for the year ended Dec. 31, 2011, KMJ Corbin & Company
LLP, in Costa Mesa, California, expressed substantial doubt about
Radient's ability to continue as a going concern.  The independent
auditors noted that the Company has incurred significant operating
losses, had negative cash flows from operations in 2011 and 2010,
and has a working capital deficit of approximately $49.8 million
at Dec. 31, 2011.

The Company reported a net loss of $86.19 million in 2011,
compared with a net loss of $85.71 million in 2010.

The Company's balance sheet at Dec. 31, 2011, showed $1.18 million
in total assets, $50.87 million in total current liabilities, and
a stockholders' deficit of $49.69 million.

                        Bankruptcy Warning

"The committee of our three independent directors continues to
assess whether the Company has any other options to remain in
business.  Due to the shortage of working capital, we were unable
to pay premiums associated with our Directors and Officers
insurance.  As a consequence, on June 25, 2012, we were informed
by two members of our Board of Directors of their resignation.  As
a result, we have only one independent Director serving on our
Board at this time.  Although our remaining sales team continues
to work towards completing pending and future sales of our Onko-
Sure test kit, if these sales are not completed and we do not
otherwise raise additional funds in the immediate future, it is
likely that we will be forced to cease all operations and might
seek protection from our creditors under the United States
bankruptcy laws," the Company said in its annual report for the
year ended Dec. 31, 2011.


RANCHER ENERGY: Incurs $79,200 Net Loss in June 30 Quarter
----------------------------------------------------------
Rancher Energy Corp. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $79,217 on $0 of revenue for the three months ended June 30,
2012, compared with a net loss of $243,670 on $0 of revenue for
the same period during the prior year.

The Company's balance sheet at June 30, 2012, showed $4.96 million
in total assets, $2.40 million in total liabilities and $2.56
million in total stockholders' equity.

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

                         http://is.gd/SiNrvf

                        About Rancher Energy

Denver, Colorado-based Rancher Energy Corp. (OTC BB: RNCHQ)
-- http://www.rancherenergy.com/-- is an independent energy
company that explores for and develops produces, and markets oil
and gas in North America.  Through March 2011, the Company
operated four oil fields in the Powder River Basin, Wyoming.

Effective March 1, 2011, the Company sold all of its oil and gas
properties, which has allowed it to eliminate the majority of its
debt and also provide financial resources during its continuing
reorganization.

The Company was formerly known as Metalex Resources, Inc., and
changed its name to Rancher Energy Corp. in 2006.  Rancher Energy
Corp. was incorporated in the State of Nevada on Feb. 4, 2004.

Rancher Energy filed for Chapter 11 bankruptcy protection (Bankr.
D. Colo. Case No. 09-32943) on Oct. 28, 2009.  In its petition,
the Company estimated assets and debts of between $10 million and
$50 million each.

The Debtor is represented by lawyers at Onsager, Staelin &
Guyerson, LLC.

The Company sold substantially all of its assets effective
March 1, 2011, to Linc Energy Petroleum (Wyoming), Inc. in
exchange for cash of $20 million plus other potential future
consideration up to $825,000, and subject to other adjustments.
The deal was approved Feb. 24, 2011.

As reported in the Troubled Company Reporter on March 25, 2011,
the Company delivered to the Bankruptcy Court a first amended
Chapter 11 plan of reorganization, and first amended disclosure
statement explaining that plan.


RIVIERA HOLDINGS: Reports $11.8 Million Net Income in 2nd Quarter
-----------------------------------------------------------------
Riviera Holdings Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $11.82 million on $21.01 million of net revenues for
the three months ended June 30, 2012, compared with a net loss of
$5.76 million on $21.58 million of net revenues for the same
period during the prior year.

The Company reported net income of $7.79 million on $41.87 million
of net revenues for the six months ended June 30, 2012.  The
Company also reported net income of $82.80 million on $20.64
million of net revenue for the three months ended March 31, 2011.

The Company's balance sheet at June 30, 2012, showed $267.71
million in total assets, $114.87 million in total liabilities and
$152.83 million in total stockholders' equity.

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

                         http://is.gd/Z5WXAb

                       About Riviera Holdings

Riviera Holdings Corporation, through its wholly owned subsidiary,
Riviera Operating Corporation, owns and operates the Riviera Hotel
& Casino located in Las Vegas, Nevada, which consists of a hotel
comprised of five towers with 2,075 guest rooms, including 177
suites, and which has traditional Las Vegas-style gaming,
entertainment and other amenities.

In addition, Riviera Holdings, through its wholly-owned
subsidiary, Riviera Black Hawk, Inc., owns and operates the
Riviera Black Hawk Casino, a casino in Black Hawk, Colorado and
has various non-gaming amenities, including parking, buffet-styled
restaurant, delicatessen, a casino bar and a ballroom.

Riviera Holdings together with the two affiliates filed for
Chapter 11 on July 12, 2010 in Las Vegas, Nevada (Bankr. D. Nev.
Case No. 10-22910).  Riviera Holdings estimated assets and debts
of $100 million to $500 million in its petition.  Thomas H. Fell,
Esq., at Gordon Silver, represents the Debtors in the Chapter 11
cases.  XRoads Solutions Group, LLC, is the financial and
restructuring advisor.  Garden City Group Inc. is the claims and
notice agent.

Riviera Holdings' Second Amended Joint Plan of Reorganization was
confirmed on Nov. 17, 2010.  Under the Plan, nearly $280 million
in debt will be replaced with a $50 million loan.  Creditors will
receive new stock relative to what they are owed, and holders of
current stock will receive nothing.  A total of $10 million in
working capital will come from the new owners, along with $20
million in loans to cover investments in the Las Vegas hotel.

The Plan of Reorganization became effective on Dec. 1, 2010, but
the Plan of Reorganization cannot be substantially consummated
until various regulatory and third party approvals are obtained.
The Substantial Consummation Date will be the 3rd business day
following the day the last approval is obtained.

                           *     *     *

In the July 9, 2012, edition of the TCR, Moody's Investors Service
downgraded Riviera Holdings Corporation's Corporate Family and
Probability of Default ratings to Caa2 from Caa1.  The downgrade
of Riviera's Corporate Family Rating to Caa2 reflects heightened
concern on Moody's part regarding Rivera's ability to achieve
profitability over the next few years given that Riviera Las
Vegas, the company's only asset, generates negative EBITDA.

As reported by the TCR on July 5, 2011, Standard & Poor's Ratings
Services assigned its 'CCC+' corporate credit rating to Riviera
Holdings Corp.

"The 'CCC+' corporate credit rating reflects the company's high
debt leverage and vulnerable business position. Riviera operates
two properties (located in Blackhawk, Colo. and Las Vegas, Nev.)
with second-tier market positions in the highly competitive
markets," said Standard & Poor's credit analyst Michael Halchak.
"The rating also factors in the company's excess cash, which we
believe would support the company in the event of a moderate
decline in operating performance."


RCS CAPITAL: Bifferato Gentilotti's as Special Counsel Approved
---------------------------------------------------------------
The Hon. Randolph J. Haines of the U.S. Bankruptcy Court for the
District of Arizona authorized RCS Capital Development, LLC to
supplement the employment of Bifferato Gentilotti LLC to include
services as special counsel in the appeal.

RCS Capital, LLC, managing member of the Debtor requested for the
retention supplement.

The Court also ordered that there will be no set off against the
retainer, if the the firm has obtained a retainer, and no
compensation paid or expenses reimbursed.

As reported in the Troubled Company Reporter on Feb. 29, 2012, the
Court authorized the employment of Bifferato Gentilotti as special
Delaware counsel.

RCS is a creditor and party-in-interest in the Chapter 15 case of
A.B.C. Learning Centres Limited, et al., Case No. 10-11711, and an
appellant in an appeal of a bankruptcy matter in the ABC Case
pending before the District Court, Case No. 11-cv-245.

After the Debtor filed its Voluntary Petition, Bifferato
Gentilotti was required by the District Court to file certain
letter of status reports with the Court.  Despite the firm's
uncertainty as to whether it would be retained as special counsel
in the bankruptcy case, the firm complied with the requirements of
the District Court and incurred approximately $1,500 in fees and
expenses between the Petition Date and Jan. 6, 2012.  Accordingly,
the Debtor seeks to employ Bifferato Gentilotti so that the firm
may be compensated for its fees and expenses.

The firm's hourly rates are:

             Garvan F. McDaniel     $375 per hour
             Mary E. Augustine      $340 per hour
             Paralegals             $195 per hour

To the best of the Debtor's knowledge, Bifferato Gentilotti does
not hold or represent any interest adverse to the Debtor or its
estate.

                        About RCS Capital

RCS Capital Development, LLC, et al., filed a Chapter 11 petition
(Bankr. D. Ariz. Case No. 11-28746) on Oct. 12, 2011.  Michael W.
Carmel, Esq., at Michael W. Carmel, Ltd., in Phoenix, Ariz.,
represents the Debtor as counsel.

RCS's bankruptcy schedules reflect assets of US$57,038,210, of
which the largest is a judgment in the approximate amount of
US$57,000,000 against ABC Learning Centres Ltd., an Australia-
based operator of childcare centers.  RCS's bankruptcy schedules
reflect liabilities of approximately of US$47,169,203, the most
significant of which is the disputed US$41,000,000 claim of ABC.

Judge Randolph J. Haines presides over RCS's case.

RCS had various contractual relationships with ABC that resulted
in litigation in Maricopa County.  That litigation resulted in a
US$50 million jury verdict against ABC and judgment (worth
US$56,456,732 as of Nov. 15, 2011).  Liquidators for ABC filed for
recognition under Chapter 15 of the Bankruptcy Code in the U.S.
Bankruptcy Court for the District of Delaware about two weeks
after RCS obtained its verdict.  Judge Kevin Gross entered an
order on Nov. 16, 2010, that recognized the Chapter 15 proceeding.

ABC liquidators contended in papers filed in Delaware that RCS
violated the Chapter 15 order by continuing actions in Nevada to
seize property in which the liquidators claimed an interest.  At a
hearing in U.S. Bankruptcy Court in Delaware on Oct. 4, 2011, the
liquidators asked Judge Gross to rule that RCS violated the
automatic stay.  The liquidators also wanted RCS to be held in
contempt, directed to return property and assessed with punitive
damages.  Judge Gross concluded the Oct. 4, 2011 hearing and said
he would rule later.

As reported by the Troubled Company Reporter on Oct. 17, 2011,
Bill Rochelle, the bankruptcy columnist for Bloomberg News, noted
that perhaps hoping to preclude Judge Gross from handing down an
unfavorable ruling, RCS filed its own Chapter 11 petition on
Oct. 12, 2011, in Phoenix.

The Debtor's Fourth Amended Plan of Reorganization provides that
City of North Las Vegas, holder of a $293,000 secured claim, will
receive proceeds from the sale of property in West Ann Road, in
North Las Vegas.  The remaining proceeds of the property,
estimated to be worth not less than $500,000, will be paid for the
claims of other classes.  With respect to Hill Crest Bank, a
secured creditor, the Debtor would convey to Hill Crest the
properties at South Valley View, and Simmons Properties to Hill
Crest.  Unsecured creditors other than ABC Learning Centres are
impaired although they are expected to be paid in full using the
remaining proceeds from the Ann Road Sale the Debtor's profit
participation in the property at East Russell Road, in Las Vegas.
ABC Learning's unsecured claim is unimpaired under the Plan.
Owners of the Debtor will retain their equity interests.


RIVER-BLUFF: Files List of 5 Largest Unsecured Creditors
--------------------------------------------------------
River-Bluff Enterprises, Inc. submitted to the Bankruptcy Court a
list of its five largest unsecured creditors:


        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Huff Construction Company, Inc.    Construction           $650,000
4917 Stoddard Road
Modesto, CA 95356

Mark Grover                         Loan                  $200,000

City of Ellensburg                  Utility Service         $2,834

Inland Fire Protection, Inc.        Service                   $246

Moon Security                       Security                   $33

River-Bluff Enterprises, Inc., filed a Chapter 11 petition (Bankr.
E.D. Calif. Case No. 12-92017) in Modesto, Calif. on July 20,
2012.  The Debtor estimated assets of $10 million to $50 million
and liabilities of at least $1 million.  Judge Ronald H. Sargis
presides over the case.  David C. Johnston, Esq., at Johnston &
Johnston, serves as bankruptcy counsel.  The petition was signed
by Roger Haney, president.


SEALY CORP: H Partners Discloses 16.6% Equity Stake
---------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, H Partners Management, LLC, and its
affiliates disclosed that, as of Aug. 21, 2012, they beneficially
own 17,280,935 shares of common stock of Sealy Corporation
representing 16.6% of the shares outstanding.

H Partners previously reported beneficial ownership of 15,480,935
common shares or a 15.3% equity stake as of March 27, 2012.

A copy of the amended filing is available for free at:

                        http://is.gd/YaKCJy

                         About Sealy Corp.

Trinity, North Carolina-based Sealy Corp. (NYSE: ZZ) --
http://www.sealy.com/-- is the largest bedding manufacturer in
the world with sales of $1.5 billion in fiscal 2008.  The Company
manufactures and markets a broad range of mattresses and
foundations under the Sealy(R), Sealy Posturepedic(R), including
SpringFree(TM), PurEmbrace(TM) and TrueForm(R); Stearns &
Foster(R), and Bassett(R) brands.  Sealy operates 25 plants in
North America, and has the largest market share and highest
consumer awareness of any bedding brand on the continent.  In the
United States, Sealy sells its products to approximately 3,000
customers with more than 7,000 retail outlets.

The Company reported a net loss of $9.88 million for the 12 months
ended Nov. 27, 2011, and a net loss of $13.74 million during the
prior year.  The Company reported a net loss of $15.20 million
for the three months ended Nov. 27, 2011.

The Company's balance sheet at May 27, 2012, showed $923.55
million in total assets, $988.20 million in total liabilities and
a $64.64 million total stockholders' deficit.

                           *     *      *

Sealy carries 'B' local and issuer credit ratings, with stable
outlook, from Standard & Poor's.


SEARCHMEDIA HOLDINGS: Reports US$9.8 Million Profit in H1 2012
--------------------------------------------------------------
SearchMedia Holdings Limited reported unaudited financial results
for the six months ended June 30, 2012.  The Company reported net
profit after tax of US$9.81 million on US$16.10 million of
advertisting service revenues fo the six months ended June 30,
2012, compared with net profit before tax of $684,000 on $28.31
million of advertising service revenues for the first half of
2011.

The Company's balance sheet at June 30, 2012, showed US$39.18
million in total assets, US$41.22 million in total liabilities and
a US$2.04 million total shareholders' deficit.

Peter W.H. Tan, chief executive officer of SearchMedia remarked,
"The first six months of 2012 are an important transition period
for the Company.  We have strategically streamlined our business
by closing unprofitable offices and divesting certain subsidiaries
and eliminating the underlying earnout liability in order to
pursue more accretive concession opportunities.  These actions
resulted in reduced performance in the first half of 2012.
However, as shown by the recent announcement of our nationwide
concession with Home Inns & Hotel Management, Inc., and our new
Luxury Mall LCD Advertising Joint Venture we believe that we will
create significant shareholder value through strategic, long term
proprietary concessions with prominent partners.  We have
additional concessions in our pipeline and we expect additional
announcements during the balance of 2012.  We expect these
concessions will result in SearchMedia becoming a much larger and
more profitable company and we will start to see the impact in the
second half of 2012 as a result of the improved cash flow and cost
savings.  We estimate revenue per location of approximately
$200,000 for the Luxury Mall LCD Joint Venture with a net margin
of 40% and over $120,000 in revenue per location for the Home Inns
concession with net margin of 30%.  The Company also eliminated
its VIE structure in December 2011 in order that our shareholders
have a direct interest in all of the operations and subsidiaries,
in addition to improving transparency."

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

                        http://is.gd/9IEr3I

                        About SearchMedia

SearchMedia is a leading nationwide multi-platform media company
and one of the largest operators of integrated outdoor billboard
and in-elevator advertising networks in China.  SearchMedia
operates a network of high-impact billboards and one of China's
largest networks of in-elevator advertisement panels in 50 cities
throughout China.  Additionally, SearchMedia operates a network of
large-format light boxes in concourses of eleven major subway
lines in Shanghai.  SearchMedia's core outdoor billboard and in-
elevator platforms are complemented by its subway advertising
platform, which together enable it to provide a multi-platform,
"one-stop shop" services for its local, national and international
advertising clients.

Marcum Bernstein & Pinchuk LLP, in New York, issued a "going
concern" qualification on the consolidated financials statements
for the year ended Dec. 31, 2011.  The independent auditors noted
that the Company has suffered recurring losses and has a working
capital deficiency of approximately $31,000,000 at Dec. 31, 2011,
which raises substantial doubt about its ability to continue as a
going concern.

Searchmedia Holdings reported a net loss of $13.45 million
in 2011, a net loss of $46.63 million in 2010, and a net loss of
$22.64 million in 2009.


SEARCHMEDIA HOLDINGS: Inks LCD Advertising Joint Venture in China
-----------------------------------------------------------------
SearchMedia Holdings Limited will establish a joint venture in
Shanghai for a new major luxury mall concession.  Additionally,
the Company announced that it has entered into an agreement for a
new private placement of up to 10.0 million common shares, of
which the Company has closed the first tranche of 6.1 million
shares, with Frost Gamma Investment Trust, an entity affiliated
with Dr. Phillip Frost, the Company's largest shareholder, TGC
Partners Limited, an entity affiliated with the Company's Chief
Executive Officer, Mr. Peter W. H. Tan, TGC Media Investments II
Corp., a private investment company based in Singapore, Nan Fung
Group, one of current largest investors and Titan Multi-Asset Fund
SPC, a fund controlled by Yuanta Asset Management.

The new LCD Joint Venture has been formed with Shanghai's Symbol
Media Corporation to build a new network of large format LCD
screens at prominent entry points of high end shopping centers
located at major central business district locations in Shanghai,
mainly located along the Huai Hai Road and Nanjing West Road
vicinity.  SearchMedia will own 51% of the Joint Venture with its
local partner Symbol Media and its affiliates owning the remaining
49%.  SearchMedia will also have the option to acquire the
remaining 49% of the LCD Joint Venture starting in 2014.

The LCD Joint Venture intends to acquire the rights to many
prestigious high end shopping centers in prime locations in
Shanghai including CITIC Plaza, Cloud Nine Mall, Grand Gateway
Mall, Hong Kong Plaza, Jiu Guang Emporium, K11 New World Malls,
Metro City, Printemps China, Raffles City, The 6th Goods Shopping
Mall and Xin Tian Di.

Peter W.H. Tan, Chief Executive Officer of SearchMedia, remarked,
"We are very excited for our new LCD Joint Venture which will give
us a very strong presence in heavily trafficked, Grade A shopping
centers.  Advertisers strongly desire access to these prominent
locations with high scarcity value, especially since our LCD
displays are very close to the point of purchase."

The Company has also closed the first tranche of a new common
share private placement of $6,100,000 at a price of $1.00 per
share to primarily finance the Company's investment of the new LCD
Joint Venture and the previously announced new concession with
Home Inns.  As part of this new investment, all of the Company's
investors in the Convertible Note Offering completed in February
2012 have agreed to also convert their Convertible Notes into
common shares.  The private placement contemplates a second
tranche of an additional 3.9 million shares to be completed by
Sept. 30, 2012.  Proforma for the new $6.1 million private
placement and conversion of the Company's existing Convertible
Notes, the Company will have basic and diluted shares outstanding
of 27.5 million shares.

Peter W. H. Tan commented, "We are pleased by the additional
capital commitment and support from our investors and a new
strategic investor, which allows us to further capture the
attractive market opportunities within China's media industry."

                         About SearchMedia

SearchMedia is a leading nationwide multi-platform media company
and one of the largest operators of integrated outdoor billboard
and in-elevator advertising networks in China.  SearchMedia
operates a network of high-impact billboards and one of China's
largest networks of in-elevator advertisement panels in 50 cities
throughout China.  Additionally, SearchMedia operates a network of
large-format light boxes in concourses of eleven major subway
lines in Shanghai.  SearchMedia's core outdoor billboard and in-
elevator platforms are complemented by its subway advertising
platform, which together enable it to provide a multi-platform,
"one-stop shop" services for its local, national and international
advertising clients.

Marcum Bernstein & Pinchuk LLP, in New York, issued a "going
concern" qualification on the consolidated financials statements
for the year ended Dec. 31, 2011.  The independent auditors noted
that the Company has suffered recurring losses and has a working
capital deficiency of approximately $31,000,000 at Dec. 31, 2011,
which raises substantial doubt about its ability to continue as a
going concern.

Searchmedia Holdings reported a net loss of $13.45 million
in 2011, a net loss of $46.63 million in 2010, and a net loss of
$22.64 million in 2009.

The Company's balance sheet at June 30, 2012, showed US$39.18
million in total assets, US$41.22 million in total liabilities and
a US$2.04 million total shareholders' deficit.


SELECT SPACE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Select Space Logistics Company
        1453 42nd Street NW
        Winter Haven, FL 33881

Bankruptcy Case No.: 12-11206

Chapter 11 Petition Date: August 17, 2012

Court: U.S. Bankruptcy Court
       Middle District of Florida (Orlando)

Debtor's Counsel: Frank M. Wolff, Esq.
                  WOLFF HILL MCFARLIN & HERRON, P.A.
                  1851 West Colonial Drive
                  Orlando, FL 32804
                  Tel: (407) 648-0058
                  Fax: (407) 648-0681
                  E-mail: fwolff@whmh.com

Estimated Assets: $500,001 to $1,000,000

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

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/flmb12-11206.pdf

The petition was signed by David F. Phillips, president.


SERVICEMASTER COMPANY: Moody's Lifts Secured Debt Rating to 'Ba3'
-----------------------------------------------------------------
Moody's Investors Service upgraded the secured debt rating on The
ServiceMaster Company's senior secured bank credit facility to Ba3
from B1. All other ratings were affirmed, including the B2
Corporate Family and Probability of Default, the B3 guaranteed
senior unsecured notes, Caa1 unguaranteed senior unsecured notes
and SGL-2 Speculative Grade Liquidity ratings. The ratings outlook
is stable.

Ratings Rationale

The Ba3 rating on the senior secured bank credit facility reflects
the lower expected loss given default on the secured debt
following the decrease in the proportion of senior secured debt in
ServiceMaster's liability waterfall. This results from yesterday's
$276 million Term Loan B repayment with proceeds of a recent
senior unsecured bond issue. Moody's also anticipates full
redemption of the $396 million of 10.75% senior guaranteed toggle
notes due 2015 during September, 2012.

"Despite the decline in sales from TruGreen's change in sales
strategy and the negative impact to sales and EBITDA from the
ongoing drought in the western and mid-western U.S., we expect
2013 EBITDA to grow by a mid single digit rate to around $730
million (after Moody's standard adjustments)", noted Edmond
DeForest, senior analyst at Moody's.

The stable rating outlook reflects Moody's expectation for mid-
single digit EBITDA growth and improving financial strength
metrics in the next 12-18 months. The ratings could be downgraded
if ServiceMaster fails to make steady progress reducing debt to
EBITDA to under 6.0 times. The ratings could be upgraded if
ServiceMaster demonstrates steady revenue and profitability growth
and improves credit metrics such that Debt to EBITDA and free cash
flow to debt are sustained at less than 5 times and above 5%,
respectively.

The following ratings were upgraded (LGD assessments revised):

Senior Secured Bank Credit Facility due 2014 & 2017, Upgraded to
Ba3 (LGD3, 30%) from B1 (LGD3, 34%)

The following ratings were affirmed (LGD assessments revised):

$396 million 10.75%/11.50% Senior Toggle Notes due 2015, B3 (LGD
5, 72%)

$603MM 8% senior guaranteed notes due 2020, B3 (LGD5, 72%)

$750 million 7% senior guaranteed notes due 2020, B3 (LGD5, 72%)

$79 million senior unsecured notes due 2018, Caa1 (LGD 6, 95%)

$155 million senior unsecured notes due 2027, Caa1 (LGD 6, 95%)

$62 million senior unsecured notes due 2038, Caa1 (LGD 6, 95%)

Corporate Family Rating, B2

Probability of Default Rating, B2

Speculative Grade Liquidity Rating, SGL-2

ServiceMaster is a national provider of products and services
(lawn care, termite and pest control, home service contracts,
cleaning and disaster restoration, house cleaning, furniture
repair and home inspection), through company-owned operations and
franchise licenses. Brands include: TruGreen, Terminix, American
Home Shield (AHS), ServiceMaster Clean, Merry Maids, Furniture
Medic and AmeriSpec. ServiceMaster is principally owned by
affiliates of Clayton, Dubilier & Rice, LLC, Citigroup Private
Equity LP, BAS Capital Funding Corporation and J.P. Morgan
Ventures Corporation. Moody's expects revenue for the coming year
to be at least $3.3 billion.

The principal methodology used in rating ServiceMaster Company 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.


SHARON HANNA: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Sharon Hanna Preschool & Academy, Inc.
        342 Commercial Avenue
        Palisades Park, NJ 07650

Bankruptcy Case No.: 12-30426

Chapter 11 Petition Date: August 17, 2012

Court: U.S. Bankruptcy Court
       District of New Jersey (Newark)

Judge: Rosemary Gambardella

Debtor's Counsel: Young Min Kim, Esq.
                  LAW OFFICES OF YOUNG MIN KIM, P.C.
                  1627 Parker Avenue, 2nd Floor
                  Fort Lee, NJ 07024
                  Tel: (201) 944-5767

Estimated Assets: $50,001 to $100,000

Estimated Debts: $500,001 to $1,000,000

The Company did not file a list of creditors together with its
petition.

The petition was signed by Sun Hwa Chung, president.


SHENGDATECH INC: Posts $9.5 Million Net Loss in July
----------------------------------------------------
BankruptcyData.com reports that ShengdaTech, Inc., filed with the
U.S. Bankruptcy Court a monthly operating report for July 2012.
For the period the Company reported a net loss of $9.5 million on
$446,000 in revenue.

                          About ShengdaTech

Headquartered in Shanghai, China, ShengdaTech, Inc., makes nano
precipitated calcium carbonate for the tire industry.
ShengdaTech converts limestone into nano-precipitated calcium
carbonate (NPCC) using its proprietary and patent-protected
technology.  NPCC products are increasingly used in tires, paper,
paints, building materials, and other chemical products.  In
addition to its broad customer base in China, the Company
currently exports to Singapore, Thailand, South Korea, Malaysia,
India, Latvia and Italy.

ShengdaTech sought Chapter 11 bankruptcy protection from
creditors (Bankr. D. Nev. Case No. 11-52649) on Aug. 19, 2011, in
Reno, Nevada, in the United States.

The Shanghai-China based company said in its bankruptcy filing it
would fire all of its officers and restructure to try to recover
from an accounting scandal.

The Company disclosed US$295.4 million in assets and US$180.9
million in debt as of Sept. 30, 2011.

The Company's legal representative in its Chapter 11 case is
Greenberg Traurig, LLP.  On Aug. 23, 2011, the Court entered an
interim order confirming the Board of Directors Special
Committee's appointment of Michael Kang as the Debtor's chief
restructuring officer.

Alvarez & Marsal North America, LLC, is the Company's chief
restructuring officer.

As reported in by the Troubled Company Reporter on Sept. 7, 2011,
the United States Trustee appointed AG Ofcon, LLC, The Bank of
New York, Mellon (in its role as indenture trustee for
bondholders), and Zazove Associates, LLC, to serve on the
Official Committee of Unsecured Creditors of ShengdaTech, Inc.

Hogan Lovells US serves as counsel for ShengdaTech's official
committee of unsecured creditors.

The Plan provides for the wind-down of the Debtor's affairs and
the Distribution of the Debtor's remaining assets to Creditors.


SIRACH PROPERTIES: Case Summary & 4 Unsecured Creditors
-------------------------------------------------------
Debtor: Sirach Properties, LLC
        P.O. Box 663
        Brewster, NY 10509

Bankruptcy Case No.: 12-37156

Chapter 11 Petition Date: August 17, 2012

Court: U.S. Bankruptcy Court
       Southern District of New York (Poughkeepsie)

Judge: Cecelia G. Morris

Debtor's Counsel: Gary R. Gjertsen, Esq.
                  CLAIR & GJERTSEN
                  720 White Plains Road, Suite 381
                  Scarsdale, NY 10583
                  Tel: (914) 472-6202
                  Fax: (914) 472-1936
                  E-mail: clairgjertsen@cs.com

Scheduled Assets: $550,300

Scheduled Liabilities: $1,629,800

A copy of the Company's list of its four largest unsecured
creditors filed with the petition is available for free at:
http://bankrupt.com/misc/nysb12-37156.pdf

The petition was signed by John Jakaj, sole member.


SOLYNDRA LLC: Seagate Agrees to Buy Plant for $90 Million
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Solyndra LLC will sell its plant in Fremont,
California, for $90.3 million to an affiliate of Seagate
Technology Plc unless a higher offer turns up at auction.

According to the report, the bankruptcy court in Delaware will
hold a hearing on Sept. 24 to rule on auction and sale procedures.
Solyndra wants competing bids about 45 days after the judge
approves auction procedures.  There is no date as yet for a
hearing to approve sale.

The report notes Solyndra has been marketing the plant since
February when it became evident no one would purchase the facility
and restart operations making solar panels.  The equipment in the
plant was sold in a series of auction.

                        About Solyndra LLC

Founded in 2005, Solyndra LLC was a U.S. manufacturer of solar
photovoltaic solar power systems specifically designed for large
commercial and industrial rooftops and for certain shaded
agriculture applications.  The Company had 968 full time employees
and 211 temporary employees.  Solyndra has sold more than 500,000
of its panels since 2008 and generated cumulative sales of over
$250 million.

Fremont, California-based Solyndra and affiliate 360 Degree Solar
Holdings Inc. sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Lead Case No. 11-12799) on Sept. 6, 2011.  Solyndra is at
least the third solar company to seek court protection from
creditors since August 2011.

Judge Mary F. Walrath presides over the Debtors' cases.  The
Debtors are represented by Pachulski Stang Ziehl & Jones LLP as
legal adviser.  AlixPartners LLP serves as noticing claims and
balloting agent.  Imperial Capital LLC serves as the company's
investment banker and financial adviser.  The Debtors also tapped
former Massachusetts Governor William F. Weld, now with the law
firm McDermott Will & Emery, to represent the company in
government investigations and related litigation.  BDO Consulting,
a division of BDO USA, LLP, as financial advisor and BDO Capital
Advisors, LLC, serves as investment banker for the creditors'
panel.

The Official Committee of Unsecured Creditors of Solyndra LLC has
tapped Blank Rome LLP as counsel and BDO Consulting as financial
advisors.

In October 2011, the Debtors hired Berkeley Research Group, LLC,
and designated R. Todd Neilson as Chief Restructuring Officer.

Solyndra owed secured lenders $783.8 million, including
$527.8 million to the U.S. government pursuant to a federal loan
guarantee, and held assets valued at $859 million as of the
Petition date.  The U.S. Federal Financing Bank, owned by the U.S.
Treasury Department, is the Company's biggest lender.

When they filed for Chapter 11, the Debtors pursued a two-pronged
strategy to effectuate either a sale of their business to a
"turnkey" buyer who may acquire substantially all of Solyndra's
assets or, if the Debtors were unable to identify any potential
buyers, an orderly liquidation of the assets for the benefit of
their creditors.

Solyndra did not receive acceptable offers to buy the business as
a going concern.  Two auctions late last year brought in a total
of $8 million.  A three-day auction in February generated another
$3.8 million.  An auction in June generated $1.79 million from the
sale of 7,200 lots of equipment.

Solyndra filed a liquidating plan at the end of July and scheduled
a hearing on Sept. 7 for approval of the explanatory disclosure
statement.  The Plan is designed to pay 2.5% to 6%
to unsecured creditors with claims totaling as much as $120
million. Unsecured creditors with $27 million in claims against
the holding company are projected to have a 3% dividend.


SOUTHERN STAR: S&P Affirms 'BB+' Senior Unsecured Rating
--------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BBB-' corporate
credit rating on Southern Star Central Corp. (Central) and its
wholly owned operating subsidiary, Southern Star Central Gas
Pipeline Inc. (Southern). The outlook is stable. "We also affirmed
Central's 'BB+' and Southern's 'BBB-' senior unsecured ratings,"
S&P said.

"Standard & Poor's ratings on Central reflect the company's
'excellent' business risk profile and 'aggressive' financial risk
profile (as our criteria define the terms). Central's revenues
come entirely from its wholly owned subsidiary, Southern, which
owns a Federal Energy Regulatory Commission-regulated interstate
natural gas pipeline system that has a mainline capacity of 2.4
billion cubic feet (bcf) of natural gas per day. The pipeline
supplies gas from Kansas, Oklahoma, Wyoming, and Texas to its
primary markets in the major metropolitan areas of Kansas and
Missouri. The company also operates eight underground storage
facilities, with an aggregate capacity of 47 bcf and delivery
capacity of 1.26 bcf of natural gas per day," S&P said.

"Investment fund Morgan Stanley Infrastructure Partners (MSIP; not
rated) owns 100% of Central. Our stand-alone analysis considers
the consolidated profile of Central and Southern and does not
factor in any implicit parent support. Most of Southern's cash
flow comes from firm transportation and storage agreements with
shippers, which provides stable and predictable cash flow," S&P
said.

"In our view, the demand-pull nature of the pipeline is positive
for credit quality and partially mitigates recontracting risk,"
said Standard & Poor's credit analyst Nora Pickens.

"The stable rating outlook reflects Central's highly visible cash
flow supported by firm transportation agreements, and our
expectation that FFO to debt will remain between 12% and 14%. We
could raise the rating if the company strengthens its liquidity
and maintains FFO to debt greater than 18%, FFO interest coverage
of 3x, and total debt to EBITDA less than 4.0x. Conversely, we
could lower the rating if there is an unfavorable shift in
treatment by regulators or the company cannot recontract capacity
once contracts begin to roll off, such that FFO to debt is less
than 12%, FFO interest coverage is less than 2.0x, and debt to
EBITDA is greater than 5.0x for a sustained period," S&P said.


SOUTHERN WATERVIEW: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Southern Waterview Development, Inc.
        fdba The Beach House Residences of South Beach, Inc.
        1431 First Street South
        Jacksonville Beach, FL 32250

Bankruptcy Case No.: 12-05543

Chapter 11 Petition Date: August 22, 2012

Court: United States Bankruptcy Court
       Middle District of Florida (Jacksonville)

Debtor's Counsel: Brett A. Mearkle, Esq.
                  LAW OFFICE OF BRETT A. MEARKLE
                  8777 San Jose Blvd., Suite 801
                  Jacksonville, FL 32217
                  Tel: (904) 352-1342
                  Fax: (904) 352-1814
                  E-mail: bmearkle@mearklelaw.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 Martha C. Taylor, president.

Affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Walter and Martha Taylor               10-01032   02/15/10


STEVEN BEGGROW: Case Summary & Largest Unsecured Creditor
---------------------------------------------------------
Debtor: Steven Ray Beggrow
        10003 Ramsey Way
        Dickson, TN 37055

Bankruptcy Case No.: 12-07678

Chapter 11 Petition Date: August 22, 2012

Court: United States Bankruptcy Court
       Middle District of Tennessee (Nashville)

Judge: Randal S. Mashburn

Debtor's Counsel: Steven L. Lefkovitz, Esq.
                  LAW OFFICES LEFKOVITZ & LEFKOVITZ
                  618 Church St Ste 410
                  Nashville, TN 37219
                  Tel: (615) 256-8300
                  Fax: (615) 255-4516
                  E-mail: slefkovitz@lefkovitz.com

Scheduled Assets: $1,084,118

Scheduled Liabilities: $1,411,600

In its list of 20 largest unsecured creditors, the Company placed
only one entry:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Captal Bank               co-signed              $1,411,600
Bone McAllester           notes
Norton PLLC
511 Union Street,
Ste 1600
Nashville, TN 37219

The petition was signed by Mr. Beggrow.


STOCKTON, CA: Bankruptcy to Go Under Microscope in January
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that a U.S. bankruptcy judge in Sacramento, California,
will hold a trial beginning in January to determine whether the
city of Stockton is eligible for Chapter 9 municipal bankruptcy.
The schedule was laid down at a hearing on Aug.24.

According to the report, for the California city to remain in
municipal bankruptcy, the judge must decide whether it is
insolvent, eligible for bankruptcy under state law, and negotiated
with creditors in good faith in advance of bankruptcy.

                      About Stockton, Calif.

The City of Stockton, California, filed a Chapter 9 petition
(Bankr. E.D. Calif. Case No. 12-32118) in Sacramento on June 28,
2012, becoming the largest city to seek creditor protection in
U.S. history.  The city was forced to file for bankruptcy after
talks with bondholders and labor unions failed.  Stockton
estimated more than $1 billion in assets and in excess of $500
million in liabilities.

The city, with a population of about 300,000, identified the
California Public Employees Retirement System as the largest
unsecured creditor with a claim of $147.5 million for unfunded
pension costs.  In second place is Wells Fargo Bank NA as trustee
for $124.3 million in pension obligation bonds.  The list of
largest creditors includes $119.2 million owing on four other
series of bonds.

The city is being represented by Marc A. Levinson, Esq., at
Orrick, Herrington & Sutcliffe LLP.  The petition was signed by
Robert Deis, city manager.

Mr. Levinson also represented the city of Vallejo, Calif. in its
2008 bankruptcy.  Vallejo filed for protection under Chapter 9
(Bankr. E.D. Calif. Case No. 08-26813) on May 23, 2008, estimating
$500 million to $1 billion in assets and $100 million to $500
million in debts in its petition.  In August 2011, Vallejo was
given green light to exit the municipal reorganization.   The
Vallejo Chapter 9 plan restructures $50 million of publicly held
debt secured by leases on public buildings.  Although the Plan
doesn't affect pensions, it adjusts the claims and benefits of
current and former city employees.  Bankruptcy Judge Michael
McManus released Vallejo from bankruptcy on Nov. 1, 2011.


SYMS CORP: Creditors Object to Second Amended Ch. 11 Plan
---------------------------------------------------------
BankruptcyData.com reports that an ad hoc committee of Class 4
Syms creditors filed with the U.S. Bankruptcy Court an objection
to the Second Amended Joint Chapter 11 Plan of Reorganization of
Syms Corp. The committee asserts that, "the Plan does not provide
that Syms creditors will receive any interest on account of their
claims from the petition through the effective date. Accordingly,
the Plan violates Sections 726(a)(5) and (6) and 1129(a) of the
Bankruptcy Code."

                About Filene's Basement & 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.


SYNAGRO TECHNOLOGIES: Moody's Cuts CFR to 'Caa3'; Outlook Neg.
--------------------------------------------------------------
Moody's Investors Service has lowered the ratings of Synagro
Technologies, Inc., including the corporate family rating to Caa3
from Caa2. The rating outlook is negative.

Ratings:

Corporate Family Rating, to Caa3 from Caa2

Probability of Default Rating, to Caa3 from Caa2

$100 million first lien revolving credit facility due April 2013
to Caa2, LGD 3, 37% from Caa1, LGD 3, 37%

$290 million first lien term loan due April 2014, to Caa2 LGD 3,
37% from Caa1, LGD 3, 37%

$150 million second lien term loan due October 2014 to Ca, LGD
5, 86% from Caa3, LGD 5, 87%

Outlook, to Negative from Stable

Ratings Rationale

The Caa3 corporate family rating reflects very high financial
leverage against a material amount of near-term debt maturities
and weak liquidity. Synagro's revolving credit line expires in
about eight months and more than $70 million of borrowings exist
under the line, a substantial obligation in light of the company's
limited near-term cash flow prospects and an existing cash on hand
of only about $25 million. Likelihood of a financial ratio
covenant breach before the revolving credit line expires also
factors into the rating. Additionally, the April 2014 maturity on
the first lien term loan will likely prevent the company from
negotiating a material extension to its revolver in the absence of
a complete refinancing of the capital structure.

Impact of the Great Recession and soft U.S. economic growth since
2009 has left many municipalities fiscally constrained, lowering
spending levels on the wastewater treatment projects and related
services that ultimately drive Synagro's revenues and earnings.

The negative rating outlook considers a debt to revenue ratio
approaching 200% and a debt to EBITDA ratio approaching 10x
(Moody's adjusted basis), levels that make the capital structure
appear unsustainable. Further weakening the prospects for a
first/second lien refinancing to address the near-term maturities,
in Moody's view most of the company's operating income generation
stems from unrestricted project subsidiaries that do not guarantee
the first/second lien credit facilities of Synagro; restricted
group leverage metrics have historically been weaker than the
aforementioned fully consolidated leverage metrics. Pronounced
risk of a payment default, of a filing for protection under the
U.S. Bankruptcy Code, or of a financial restructuring that Moody's
would likely deem to be a distressed exchange drive the outlook.

The rating would be upgraded if the risk of a default in Moody's
view were to meaningfully lessen. The rating would be downgraded
if the probability of a default in Moody's view were to become a
certainty.

Synagro Technologies, Inc., based in Houston, Texas, is a recycler
of bio-solids and other organic residuals in the U.S. At June 30,
2012 trailing twelve month revenues were $318 million and the
total debt balance was $532 million. The company is majority-owned
by entities of The Carlyle Group.

The principal methodology used in rating Synagro Technologies,
Inc. was the Global Business & Consumer Service Industry Rating
Methodology 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.


SYSTEM ENERGY: Moody's Raises Sr. Unsec. Debt Rating From 'Ba1'
---------------------------------------------------------------
Moody's Investors Service upgraded the senior unsecured debt of
System Energy Resources, Inc.(SERI) to Baa3 from Ba1. Concurrently
with this action, Moody's upgraded the secured lease obligation
bonds (SLOBs) to Baa2 from Baa3 and the first mortgage bonds
(FMBs) to Baa1 from Baa2.

"The 178 MW up-rate of the Grand Gulf nuclear unit licensed by the
NRC in July enhances the value of its energy and capacity to the
Entergy system, and the combined $874 million investment in the
unit demonstrates the strategic nature of SERI to Entergy and the
utilities that purchase its power," said Bill Hunter, Vice
President and Senior Analyst. "Although SERI is a single asset
nuclear power generator with some weaknesses in its contractual
arrangements, it has an investment grade profile based on a power
sales agreement that is regulated by FERC, a low cost of
production, good operating record, declining leverage, and very
strong financial metrics."

SERI, a wholly owned subsidiary of Entergy Corporation (Entergy,
Baa3 Senior Unsecured, stable outlook), has a 90% combined
ownership and leasehold interest in the Grand Gulf nuclear
generating station located in Port Gibson, Mississippi. Once SERI
completes testing on 178 MW up-rate that was completed in June
2012 and licensed in July 2012, Grand Gulf's net reliable capacity
is expected to be 1,249 MW, making it one of the largest nuclear
units in the US. SERI has filed with the Nuclear Regulatory
Commission (NRC) for a 20 year extension of Grand Gulf's license
from 2024 to 2044.

SERI's ratings reflect Grand Gulf's position as an attractive,
low-cost generating asset, its strategic importance to the Entergy
system as evidenced by its owners' recent $874 million up-rate
investment. The ratings further consider SERI's FERC-regulated
wholesale revenues that are generated under a US Supreme Court-
tested power sales agreement with four utility affiliates,
contractual support from the parent, a declining leverage profile
as the SLOBs amortize, and consistently strong financial metrics.
These credit strengths are balanced against SERI's asset
concentration in a single nuclear power plant; the operating,
regulatory and liability risks inherent to nuclear power; the fact
that Grand Gulf must remain in commercial operation for SERI to
earn any revenue under its main sales contract; and contractual
complexities in the support agreement from the parent, which
permit it to be terminated before the maturity of all of SERI's
bonds and render it decidedly less secure than a guarantee from a
creditor standpoint.

Under the Unit Power Sales Agreement (UPSA), SERI agreed to sell
all of its owned and leased share of capacity and energy from
Grand Gulf to the affiliated purchasers in accordance with the
specified percentages ordered by the Federal Energy Regulatory
Commission (FERC) in June 1985. The purchasers pay for the
capacity and energy on a full cost-of-service basis irrespective
of the quantity of energy delivered so long as Grand Gulf remains
in commercial operation. The costs that SERI recovers in rates
include its operating costs, fuel leasing costs, depreciation and
accruals for plant de-commissioning and spent fuel disposal, as
well as capital costs on its net investment -- both incurred debt
costs and a return on equity (currently 10.94%). Monthly payments
under the UPSA have been SERI's only source of operating revenues.
The off-takers are of mixed credit quality - their ratings are 50%
Baa2, 33% Baa3 and 17% Ba2, and their obligations under the UPSA
are several, not joint. While the several nature of the
purchasers' obligations exposes creditors to the weakest off-
taker, comfort was gained by examining a sensitivity that
eliminated cost recovery in its entirety from the weakest obligor
(Entergy New Orleans, Inc., ENO, Ba2 Issuer Rating, stable), which
purchases 17% of SERI's capacity and energy. Moreover, this aspect
of the USPA was tested during the bankruptcy of ENO, during which
it obtained court approval to pay SERI for post-petition power
through the term of the bankruptcy case.

Entergy provides a level of support to SERI in the Capital Funds
Agreement (CFA), but the agreement can be terminated under certain
conditions. Entergy has agreed to supply SERI with sufficient
capital funds to (i) maintain SERI's ratio of
equity/capitalization (excluding short term debt from the
definition of capitalization) at a ratio of no less than 35%, (ii)
permit the continued commercial operation of Grand Gulf and (iii)
pay in full all indebtedness for borrowed money of SERI when due.
The performance by Entergy under the CFA is not conditioned on
Grand Gulf remaining in service. However, Entergy and SERI can
agree to amend or terminate the CFA provided they obtain the
consent of the banks providing the letters of credit (LCs) in
favor of the owner lessors for SERI's sale-leaseback transactions.
Although they currently expire in 2013, SERI is required to
maintain these LCs during the lease term. However, the lease will
expire in 2015 unless renewed. FMB-holders have pre-consented to
termination of the CFA, and consent by holders of SLOBs and
unsecured bonds is not required. While the CFA provides for a
relatively clear level of support while it remains in effect, the
treatment of tailored support agreements like the CFA in a
bankruptcy is much less tested than the treatment of guarantees.

While the CFA has structural weaknesses, Moody's believes there is
a high likelihood that Entergy would continue to manage SERI's
operations and finances in a manner supportive of its credit
profile even in the absence of the CFA. This expectation is based
on Grand Gulf's market position and its importance to the system,
recently fortified by the $874 million up-rate investment, which
was achieved with a minimal increase in total debt. SERI's value
to Entergy is also based on a history of consistently upstreaming
dividends - about $96 million on average from 2007-2011, which
includes a period of higher than normal capital spending relating
to the up-rate. Given SERI's likely net cash flow positive
position in future years and its regulatory framework, Moody's
believes it is unlikely that market dynamics could materially
alter SERI's value to Entergy. While an operational problem that
caused Grand Gulf to cease commercial operation would negatively
impact SERI's value to Entergy, Moody's considers this to be a low
probability event.

Moody's views the Availability Agreement (AVA) between SERI and
the purchasers as an important protection in the event that Grand
Gulf were no longer in commercial operation. Moody's views the AVA
as a secondary sales agreement that would only come into effect if
the revenues that SERI receives under the UPSA and any other sales
agreements do not cover SERI's operating expenses, including
depreciation, and interest and expenses incurred in a permanent
shut down of Grand Gulf. The revenues due under the UPSA have
always been greater than the revenues due under the AVA to date,
primarily because the AVA does not include a return on equity. The
AVA is thus untested, but, like the UPSA, it is regulated by FERC
(which would have to approve any rate schedule before SERI could
earn revenues under the agreement).

SERI's key cash flow metrics have been strong historically,
generally scoring in the low Aa range. SERI's stable cash flows
have enabled it to gradually amortize total debt from about $1.1
billion at 12/31/2004 to about $868 million at 12/31/2011, despite
paying dividends to Entergy that have generally exceeded net
income. Debt reduction will continue over the next several years
as the SLOBs fully amortize by the end of 2015. For 2007-2011,
cash from operations before changes in working capital (CFO Pre-
WC) averaged $316 million, generally ranging from about $295 to
$300 million, with one outlier of $387 million in 2009 year due to
a $120 million tax refund (SERI has a tax sharing agreement with
Entergy). For the 12 months ended 6/30/12, CFO Pre-WC + Interest /
Interest was 8.0x and CFO Pre-WC to Debt was 39.6%. SERI's debt
rose to $939 million at 6/30/12, but debt per KW of capacity
remains reasonably low at about $800/KW.

Issuer: System Energy Resources, Inc.

Ratings Upgraded:

Senior Unsecured Rating: to Baa3 from Ba1

First Mortgage Bonds: to Baa1 from Baa2

Senior Secured Lease Obligation Bonds: to Baa2 from Baa3

Senior Secured Shelf: to (P) Baa1 from (P) Baa2

Senior Unsecured Shelf: to (P) Baa3 from (P) Ba1

Outlook: Stable

SERI's rating outlook is stable, reflecting the consistently
strong cash flows that SERI generates under its FERC-regulated,
court-tested primary sales contract, and the stable outlooks of
the four purchasers.

SERI's ratings could be upgraded if the ratings of one or more of
the purchasers were upgraded, or if Entergy's ratings were
upgraded and the termination provisions of the Capital Funds
Agreement were modified in a manner favorable to all bondholders.

SERI's ratings could be downgraded if the ratings of one or more
of the purchasers were downgraded, if Grand Gulf ceased commercial
operation for any reason and recovery under the Availability
Agreement were materially delayed or challenged (a low-
probability, high-severity event that could lead to a multi-notch
downgrade), if contractual support from Entergy were made weaker,
if SERI's cost structure changed so materially that its long-term
value to the Entergy system were impaired, if dividends increased
significantly relative to cash flow on a sustained basis, if SERI
failed to receive a license renewal from the NRC and did not
reduce dividends to assure that all debt could be repaid within
the remaining license period, or if metrics declined
precipitously, such that CFO Pre-WC to Debt were below 16% and CFO
PRE-WC + Interest to Interest were below 3.3x, each on a sustained
basis.

The principal methodology used in this rating was Regulated
Electric and Gas Utilities published in August 2009.


TALON THERAPEUTICS: James Flynn Discloses 51.6% Equity Stake
------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, James E. Flynn and his affiliates disclosed
that, as of Aug. 17, 2012, they beneficially own 23,108,269 shares
of common stock of Talon Therapeutics, Inc., representing 51.67%
of the shares outstanding.

Mr. Flynn previously reported beneficial ownership of 18,973,103
common shares or a 46.8% equity stake as of June 29, 2012.

A copy of the amended filing is available for free at:

                         http://is.gd/5kGEM8

                      About Talon Therapeutics

Formerly known as Hana Biosciences, Inc., Talon Therapeutics Inc.
(TLON.OB.) -- http://www.talontx.com/-- is a biopharmaceutical
company dedicated to developing and commercializing new,
differentiated cancer therapies designed to improve and enable
current standards of care.  The company's lead product candidate,
Marqibo, potentially treats acute lymphoblastic leukemia and
lymphomas.  The Company has additional pipeline opportunities some
of which, like Marqibo, improve delivery and enhance the
therapeutic benefits of well characterized, proven chemotherapies
and enable high potency dosing without increased toxicity.

Effective Dec. 1, 2010, Hana Biosciences Inc. changed its name to
Talon Therapeutics Inc.  The name change was effected by merging
Talon Therapeutics, Inc., a wholly-owned subsidiary of the
Company, with and into the Company, with the Company as the
surviving corporation in the merger.

The Company's balance sheet at June 30, 2012, showed $18.38
million in total assets, $10.89 million in total liabilities,
$22.22 million in series B convertible preferred stock, and $14.73
million in total stockholders' equity.

The Company reported a net loss of $18.82 million for the year
ended Dec. 31, 2011, compared with a net loss of $25.98 million
during the prior year.

BDO USA, LLP, in San Jose, California, issued a "going concern"
qualification on the financial statements for the year ended
Dec. 31, 2011, citing recurring losses from operations and net
capital deficiency that raise substantial doubt about the
Company's ability to continue as a going concern.


THINKFILM INC: Jury Awards Bergstein and Firms $49.5 Million
------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reports that a Los Angeles
jury on Tuesday awarded Hollywood financier David Bergstein and
two of his film entities $49.5 million, finding his former
attorney liable for malpractice and breaches of fiduciary duty for
helping Aramid Entertainment Fund Ltd. launch a litigation war
against Bergstein and push five of his entertainment entities into
bankruptcy.

CapCo Group LLC and four other companies controlled by David
Bergstein are part of a wider network of entities that distribute
and finance films.  Among the approximately 1,300 films they have
the rights to are "Boondock Saints" and "The Wedding Planner."

Several creditors filed for involuntary Chapter 11 bankruptcy
against the companies on March 17, 2010 -- CT-1 Holdings LLC
(Bankr. C.D. Calif. Case No. 10-19927); CapCo Group, LLC (Bankr.
C.D. Calif. Case No. 10-19929); Capitol Films Development LLC
(Bankr. C.D. Calif. Case No. 10-19938); R2D2, LLC (Bankr. C.D.
Calif. Case No. 10-19924); and ThinkFilm LLC (Bankr. C.D. Calif.
Case No. 10-19912).  Judge Barry Russell presides over the cases.
The Petitioners are represented by David L. Neale, Esq., at Levene
Neale Bender Rankin & Brill LLP.

Judge Barry Russell formally declared David Bergstein's ThinkFilm
LLC and Capitol Films Development bankrupt on Oct. 5, 2010.

Mr. Bergstein is being sued for tens of millions of dollars by
nearly 30 creditors -- including advertisers, publicists and the
Writers Guild West.  Five Bergstein controlled companies have been
named in the suit.


THOR INDUSTRIES: Realty Executives OK'd to Market Mountain Lake
---------------------------------------------------------------
The U.S. Bankruptcy Court, according to Thor Industries LLC's case
docket, authorized the Debtor to employ Reba Snyder and Realty
Executives Associates to assist in the marketing and sale of real
property of the estate identified as Mountain Lake Marina PUD
Development.

The Debtor will pay Ms. Snyder a commission of 10% of the gross
sales price from any sale of PUD lots and reimbursement of any
authorized expenses.

The Court said that the sale of the PUD lots is conditioned upon
the Debtor obtaining authority to sell the PUD lots free and clear
of liens and interest with a release price to be provided to
Tennessee State Bank of $49,000 per lot or such other amount as
the Court may approve.

To the best of the Debtor's knowledge, Reba Snyder qualify for
employment in the case.

                     About Thor Industries

Lake City, Tennessee-based Thor Industries, LLC, filed a Chapter
11 petition (Bankr. E.D. Tenn. Case No. 12-50625) in Greenville on
March 30, 2012.  The Debtor disclosed $11.97 million in assets and
$10.0 million in liabilities as of the Chapter 11 filing.  The
Debtor owns the property in Mountain Lake Marina & RV Resort in
Campground Road, Lake City, Tennessee, worth $11 million and
securing an $8.52 million debt.  The Debtor also owns a property
Hickory Bluff Marina, in Camden County, Georgia, worth $875,000
and securing a $375,000 loan.

Judge Marcia Phillips Parsons oversees the case.  The petition was
signed by R. Steven Williams, Sr., chief manager.

Samuel K. Crocker, U.S. Trustee for Region 8, was unable to form a
committee of unsecured creditors because there were an
insufficient number of unsecured creditors interested in forming a
committee.


THOR INDUSTRIES: Shanks & Blackstock OK'd as Spl. Purposes Counsel
------------------------------------------------------------------
The U.S. Bankruptcy Court, according to Thor Industries LLC's case
docket, authorized the Debtor to employ Gregory D. Shanks at
Shanks & Blackstock as attorney for special purposes.

Shanks & Blackstock has agreed to:

     A. prepare a title update on all liens or encumbrances on
        real property of the Debtor; and

     B. prepare a title search to provide commitment to purchasers
        of planned unit development -- PUD -- lots of the Debtor;
        and

     C. prepare for closing and draft deeds for PUD Sale.

The Debtor will pay the attorney at the hourly rate of $200 per
hour for attorneys and $75 per hour for paralegals.  Special
Counsel's fees, which are estimated to be between $200 and
$500 with the total amount of the compensation to be fixed and
determined by the Court upon proper application.

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

                       About Thor Industries

Lake City, Tennessee-based Thor Industries, LLC, filed a Chapter
11 petition (Bankr. E.D. Tenn. Case No. 12-50625) in Greenville on
March 30, 2012.  The Debtor disclosed $11.97 million in assets and
$10.0 million in liabilities as of the Chapter 11 filing.  The
Debtor owns the property in Mountain Lake Marina & RV Resort in
Campground Road, Lake City, Tennessee, worth $11 million and
securing an $8.52 million debt.  The Debtor also owns a property
Hickory Bluff Marina, in Camden County, Georgia, worth $875,000
and securing a $375,000 loan.

Judge Marcia Phillips Parsons oversees the case.  The petition was
signed by R. Steven Williams, Sr., chief manager.

Samuel K. Crocker, U.S. Trustee for Region 8, was unable to form a
committee of unsecured creditors because there were an
insufficient number of unsecured creditors interested in forming a
committee.


THOR INDUSTRIES: Souther & Newhouse Approved as Accountant
----------------------------------------------------------
The U.S. Bankruptcy Court, according to Thor Industries LLC's case
docket, authorized the Debtor to employ W. Edward Souther and
Souther & Newhouse, PC to provide accounting services.

Souther & Newhouse will assist the Debtor on general oversight of
financial reporting required for cash collateral purposes,
preparation of monthly operating reports, preparation of tax
returns and internal accounting for Debtor operations.

The Debtor will pay Souther & Newhouse the sum of $90 per hour for
accountants.

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

                       About Thor Industries

Lake City, Tennessee-based Thor Industries, LLC, filed a Chapter
11 petition (Bankr. E.D. Tenn. Case No. 12-50625) in Greenville on
March 30, 2012.  The Debtor disclosed $11.97 million in assets and
$10.0 million in liabilities as of the Chapter 11 filing.  The
Debtor owns the property in Mountain Lake Marina & RV Resort in
Campground Road, Lake City, Tennessee, worth $11 million and
securing an $8.52 million debt.  The Debtor also owns a property
Hickory Bluff Marina, in Camden County, Georgia, worth $875,000
and securing a $375,000 loan.

Judge Marcia Phillips Parsons oversees the case.  The petition was
signed by R. Steven Williams, Sr., chief manager.

Samuel K. Crocker, U.S. Trustee for Region 8, was unable to form a
committee of unsecured creditors because there were an
insufficient number of unsecured creditors interested in forming a
committee.




THUNDER MOUNTAIN: Case Summary & 5 Unsecured Creditors
------------------------------------------------------
Debtor: Thunder Mountain Water Company, Inc.
        P.O. Box 760
        Edgewood, NM 87015

Bankruptcy Case No.: 12-13096

Chapter 11 Petition Date: August 17, 2012

Court: U.S. Bankruptcy Court
       District of New Mexico (Albuquerque)

Judge: Robert H. Jacobvitz

Debtor's Counsel: Bonnie Bassan Gandarilla, Esq.
                  MOORE, BERKSON & GANDARILLA, P.C.
                  P.O. Box 7459
                  Albuquerque, NM 87194
                  Tel: (505) 242-1218
                  Fax: (505) 242-2836
                  E-mail: mbglaw@swcp.com

                         - and ?

                  George M. Moore, Esq.
                  MOORE, BERKSON & GANDARILLA, P.C.
                  P.O. Box 7459
                  Albuquerque, NM 87194
                  Tel: (505) 242-1218
                  Fax: (505) 242-2836
                  E-mail: mbglaw@swcp.com

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

Estimated Debts: $500,001 to $1,000,000

A copy of the Company's list of its five largest unsecured
creditors filed with the petition is available for free at:
http://bankrupt.com/misc/nmb12-13096.pdf

The petition was signed by Edward P. Cardenas, president.


TRANSPORT, INC.: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Transport, Inc.
        11331 I-10 East
        Baytown, TX 77523

Bankruptcy Case No.: 12-36195

Chapter 11 Petition Date: August 19, 2012

Court: U.S. Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Jeff Bohm

Debtor's Counsel: Richard L. Fuqua, II, Esq.
                  FUQUA & ASSOCIATES, P.C.
                  5005 Riverway, Suite 250
                  Houston, TX 77056
                  Tel: (713) 960-0277
                  E-mail: fuqua@fuquakeim.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 20 largest unsecured creditors
is available for free at http://bankrupt.com/misc/txsb12-36195.pdf

The petition was signed by Jeffrey Pitsenbarger, president.


TRIDENT MICROSYSTEMS: Can Examine Ex-Director, Judge Says
---------------------------------------------------------
Lance Duroni at Bankruptcy Law360 reports that U.S. Bankruptcy
Judge Christopher S. Sontchi on Monday cleared minority investors
of Trident Microsystems Inc. to investigate a former company
director as part of a broader probe into controlling shareholder
NXP BV's role in Trident's demise.

In a court order, Judge Sontchi allowed Trident's official equity
committee to depose former director David Kerko, who was appointed
by NXP, and ordered his employer, private equity firm KKR & Co.
LP, to turn over Kerko's emails, according to Bankruptcy Law360.


                     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.


UNIVERSAL CORP: S&P Affirms 'BB' Rating on Preferred Stock
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed the 'BBB-' corporate
credit rating on Richmond, Va.-based Universal Corp., and revised
its outlook on the company to stable from negative. "We also
affirmed our 'BBB-' rating on the company's senior unsecured debt,
as well as our 'BB' rating on the company's preferred stock," S&P
said.

"Our affirmation of the ratings and outlook revision reflect our
expectation that the tobacco leaf company's operating performance
will remain steady in fiscal 2013," said Standard & Poor's credit
analyst Mark Salierno. "The industry supply outlook has improved
and market conditions appear to be somewhat better. Moreover, we
believe the company will continue to generate positive cash flow
and maintain EBITDA margins."

"The ratings on Universal are based on our view that the company
will continue to maintain a 'satisfactory' business risk profile
based on its strong market position within the tobacco leaf
industry, its established customer relationships, and good
geographic diversity. We continue to consider the company's
financial risk profile as 'intermediate,' based on its moderate
financial policy, adequate liquidity, and credit measures that we
believe will remain indicative of its financial risk profile," S&P
said.

"We expect the company will continue to maintain its solid market
position as one of the largest independent processors and
distributors of leaf tobacco," said Mr. Salierno.


VHGI HOLDINGS: Montgomery Replaces Pritchett as Accountants
-----------------------------------------------------------
VHGI Holdings, Inc., dismissed Pritchett, Siler & Hardy, P.C., as
its independent registered public accountants, effective as of
Aug. 15, 2012. The decision was approved by the Company's Board of
Directors.  Also effective Aug. 15, 2012, the Company engaged
Montgomery Coscia Greilich LLP to serve as the Company's
independent registered public accountants for the current fiscal
year, which ends Dec .31, 2012.

None of PSH's reports on the consolidated financial statements of
the Company and its subsidiaries for the past two years or
subsequent interim periods contained an adverse opinion or
disclaimer of opinion, or were qualified or modified as to
uncertainty, audit scope, or accounting principles, except that
PSH's report on the consolidated financial statements of the
Company and subsidiaries as of and for the years ended Dec. 31,
2010, and 2011 and PSH's report on the consolidated financial
statements of the Company and subsidiaries as of and for the years
ended Dec. 31, 2009, and 2010 contained an explanatory paragraph
explaining certain factors that raise substantial doubt about the
ability of the Company to continue as a going concern.

During each of the Company's two most recent fiscal years, the
Company did not consult MCG with respect to the application of
accounting principles to a specified transaction, either completed
or proposed, or the type of audit opinion that might be rendered
on our consolidated financial statements, or any other matters or
reportable events as set forth in Items 304(a)(2) of Regulation
S-K.

Effective Aug. 15, 2012, Mr. Vito Pontrelli, 56, was appointed as
the Company's Chief Financial Officer.  Since 1999, Mr. Pontrelli
has served as an independent consultant to a variety of public and
privately held corporations in various industries.  He also served
as Interim Chief Financial Officer of Dyadic International from
June of 2008 until February of 2009.  He holds a BS Degree in
Finance from California State University.

                       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.


VISTA MARKETING: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Vista Marketing Group Ltd.
        7177 Crimson Ridge Drive Suite One
        Rockford, IL 61107

Bankruptcy Case No.: 12-83168

Chapter 11 Petition Date: August 20, 2012

Court: U.S. Bankruptcy Court
       Northern District of Illinois (Rockford)

Judge: Manuel Barbosa

Debtor's Counsel: Thomas E. Laughlin, Esq.
                  Attorney Thomas E. Laughlin
                  6833 Stalter Drive
                  Rockford, IL 61108
                  Tel: (815) 316-3038
                  Fax: (813) 316-3039
                  E-mail: tloff@aol.com

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

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

The Company did not file a list of creditors together with its
petition.

The petition was signed by William R. Williams, III, president.


VISUALANT INC: Extends Maturity of Gemini Note to Sept. 2013
------------------------------------------------------------
On May 19, 2011, Visualant, Inc., entered into a Securities
Purchase Agreement with Gemini Master Fund, Ltd., and Ascendiant
Capital Partners, LLC, pursuant to which the Company agreed to
issue $1.2 million of 10% convertible debentures due May 1, 2012.
The Company received $1.0 million in cash related to the
Agreement.

On Aug. 16, 2012, the Company and Investors entered into Second
Amendment to Securities Purchase Agreement and Debentures.  The
Amendment extended the maturity date of the convertible debentures
from Sept. 30, 2012, to Sept. 30, 2013.  In addition, the
additional investment and participation rights as defined in the
Agreement were extended from Sept. 30, 2012, to Sept. 30, 2013.

A copy of the Second Amendment is available for free at:

                        http://is.gd/H8DvB7

                        About Visualant Inc.

Seattle, Wash.-based Visualant, Inc., was incorporated under the
laws of the State of Nevada on October 8, 1998.  The Company
develops low-cost, high speed, light-based security and quality
control solutions for use in homeland security, anti-
counterfeiting, forgery/fraud prevention, brand protection and
process control applications.

Visualant reported a net loss of $2.39 million for the year ended
Sept. 30, 2011, compared with a net loss of $1.14 million during
the previous year.

The Company's balance sheet at June 30, 2012, showed $6.84 million
in total assets, $7.03 million in total liabilities, $28,350 in
noncontrolling iterest, and a $220,669 total stockholders'
deficit.

The Company anticipates that it will record losses from operations
for the foreseeable future.  As of June 30, 2012, the Company's
accumulated deficit was $13.1 million.  The Company has limited
capital resources, and operations to date have been funded with
the proceeds from private equity and debt financings.  These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.  The audit report prepared by the
Company's independent registered public accounting firm relating
to the Company's financial statements for the year ended Sept. 30,
2011, includes an explanatory paragraph expressing the substantial
doubt about the Company's ability to continue as a going concern.
The audit report prepared by the Company's independent registered
public accounting firm relating to its financial statements for
the year ended Sept. 30, 2011, includes an explanatory paragraph
expressing the substantial doubt about the Company's ability to
continue as a going concern.

                         Bankruptcy Warning

The Securities Purchase Agreement dated June 17, 2011, with
Ascendiant Capital Partners, LLC, will terminate if the Company's
common stock is not listed on one of several specified trading
markets (which include the OTCBB and Pink Sheets, among others),
if the Company files protection from its creditors, or if a
Registration Statement on Form S-1 or S-3 is not effective.

If the price or the trading volume of the Company's common stock
does not reach certain levels, the Company will be unable to draw
down all or substantially all of its $3,000,000 equity line of
credit with Ascendiant.

The maximum draw down amount every 8 trading days under the
Company's equity line of credit facility is the lesser of $100,000
or 20% of the total trading volume of the Company's common stock
for the 10-trading-day period prior to the draw down multiplied by
the volume-weighted average price of the Company's common stock
for that period.  If the Company stock price and trading volume
decline from current levels, the Company will not be able to draw
down all $3,000,000 available under the equity line of credit.

"If we are not able to draw down all $3,000,000 available under
the equity line of credit or if the Securities Purchase Agreement
is terminated, we may need to restructure our operations, divest
all or a portion of our business, or file for bankruptcy," the
Company said in its quarterly report for the period ended June 30,
2012.


VOICE ASSIST: Incurs $729,000 Net Loss in Second Quarter
--------------------------------------------------------
Voice Assist, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $729,003 on $128,981 of revenue for the three months ended
June 30, 2012, compared with a net loss of $4.78 million on
$299,089 of revenue for the same period a year ago.

The Company reported a net loss of $1.48 million on $262,624 of
revenue for the six months ended June 30, 2012, compared with a
net loss of $7.93 million on $534,138 of revenue for the same
period during the prior year.

The Company's balance sheet at June 30, 2012, showed $1.31 million
in total assets, $860,454 in total liabilities and $449,812 in
total stockholders' equity.

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

                         http://is.gd/69bIQw

                          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.


VOICESERVE INC: Reports $33,100 Net Income in June 30 Quarter
-------------------------------------------------------------
VoiceServe, Inc., filed its quarterly report on Form 10-Q,
reporting net income of $33,115 on $1.4 million of revenues for
the three months ended June 30, 2012, compared with a net loss of
$1.1 million on $1.2 million of revenues for the three months
ended June 30, 2011.

The Company recorded a gain of $388,625 on the revaluation of the
common stock warrants for the three month period ended June 30,
2012.  In the quarter ended June 30, 2011 there was a loss on the
revaluation of the common stock warrants of $450,954.

The Company's balance sheet at June 30, 2012, showed $2.3 million
in total assets, $1.2 million in total liabilities, and
stockholders' equity of $1.1 million.

As of June 30, 2012, the Company had working capital of $85,298.
Further, since inception, the Company has incurred losses of
$5.6 million.

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

                       http://is.gd/LmAtgN

Headquartered in Middlesex, England, VoiceServe, Inc., is a
holding company whose mission, through its subsidiaries, is to
enable voice over internet protocol ("VoIP") business and
entrepreneurs to offer a full array of VoIP services globally.

The Company generates revenue by developing, manufacturing,
licensing, and supporting a wide range of VoIP software products
and services for many different types of communication devices.

                         *     *     *

As reported in the TCR on July 19, 2012, Michael T. Studer CPA
P.C., in Freeport, New York, expressed substantial doubt about
VoiceServe's ability to continue as a going concern, following the
Company's results for the year ended March 31, 2012.  Mr. Studer
noted that as of March 31, 2012, the Company had negative working
capital of $200,167.  Further, since inception, the Company has
incurred losses of $5,653,427.


WELLESLEY REALTY: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Wellesley Realty Associates, LLC
        136 Worcester Street
        Wellesley Hills, MA 02481

Bankruptcy Case No.: 12-16889

Chapter 11 Petition Date: August 20, 2012

Court: U.S. Bankruptcy Court
       District of Massachusetts (Boston)

Judge: Henry J. Boroff

Debtor's Counsel: John M. McAuliffe, Esq.
                  MCAULIFFE & ASSOCIATES, P.C.
                  430 Lexington Street
                  Newton, MA 02466
                  Tel: (617) 558-6889
                  E-mail: mcauliffeassociates@hotmail.com

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

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

The Company did not file a list of creditors together with its
petition.

The petition was signed by Dean Behrend, manager.

Affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Appian Corp                           12-15298            06/20/12


WEYERHAEUSER CO: Fitch Retains 'BB+' Sr. Unsecured Debt Rating
--------------------------------------------------------------
Fitch Ratings has affirmed the 'BB+' Issuer Default Rating (IDR)
and the 'BB+' senior unsecured debt ratings of Weyerhaeuser
Company (NYSE: WY, Weyerhaeuser).  The Rating Outlook is Stable.
The ratings are based on the prospective earnings of
Weyerhaeuser's business portfolio, free cash flow and the
company's liquidity profile which includes its non-core
timberlands.

A depressed homebuilding market continues to haunt Weyerhaeuser's
earnings, but a dramatic improvement in the fortunes of Wood
Products, Weyerhaeuser's business unit responsible for the
production of lumber, oriented strand board (OSB) and engineered
wood, are masked by consolidated year-to-date results which are
slightly lower than last year.  Both prices and volumes for lumber
and OSB are outpacing last year, and this business unit turned a
small profit for the first six months of 2012, versus an $86
million loss for the period in 2011.

At Weyerhaeuser Real Estate Company (WRECO), Weyerhaeuser's home
building unit, backlogs and buyer traffic are up while
cancellation rates are stable, but margins and sales prices are
somewhat lower due to mix.

Year-over-year results for the parent timberland REIT were on an
approximate par with last year excluding earnings from non-
strategic and higher and better use timberland sales. Domestic log
prices were lower in both the West and South, but harvest levels
were higher in both.  Weyerhaeuser's Cellulose Fibers business is
53% behind last year in operating earnings, primarily owing to
weaker pricing than the lofty pulp prices seen last year.

Free cash flow through the first six months of this year is a
negative $94 million after $161 million in earnings distributions.
Fitch projects free cash flow will turn positive by the end of the
year, however, approaching $200 million, assuming no increase in
the dividend and owing to lower working capital and better results
at both WRECO and Wood Products.  Net debt/EBITDA at the end of
2012 is expected to fall to 3.5 times (x), down from 4.1x at the
end of 2011 and 3.9x LTM EBITDA at June 30, 2012.

Cash balances have been falling steadily at Weyerhaeuser as the
company has been using cash and asset sales proceeds to support
debt payments and the dividend.  At June 30, 2012, the company had
$861 million in cash (down from $953 million at Dec. 31, 2011) but
with only around $180 million of debt coming due before the end of
this year and just over $400 million maturing in 2013.  Negligible
sums of debt mature between 2014 and 2016.

As a liquidity backstop, Weyerhaeuser has available an undrawn $1
billion revolver which it shares with WRECO and which matures in
2015.  Financial covenants in the revolver include minimum net
worth tests and maximum debt/total capital ratios for both
companies.  Weyerhaeuser and WRECO were comfortably in compliance
with these tests at the close of the second quarter.  Weyerhaeuser
also owns non-strategic timberlands, last reported at 480,000
acres, which could be sold.  A reasonable estimate of their value
could approach upwards of $1 billion.

Weyerhaeuser has a large unfunded pension obligation ($1.1
billion) and an aggressive investment strategy for its pension
assets, 87% of which were invested in private equity and hedge
funds as of Dec. 31, 2011.  The plan was roughly 81% funded at the
end of 2011.  The unfunded pension obligation is a rating concern
and could in isolation become an issue were the funded portion of
the plan to fall to 70%.

What Could Trigger A Rating Action?

Positive: Future developments that may, individually or
collectively, lead to a positive rating action include:

  -- Net debt/EBITDA falls below 3.0x and is sustained;
  -- Free cash flow (after dividends) remains positive, in
     concert with an improved earnings profile.

Negative: Future developments that may, individually or
collectively, lead to a negative rating action include:

  -- Funded portion of the pension plan falls to 70% with the
     likelihood that total debt will have to increase.


* Moody's Says US Not-for-Profit Hospitals Prepare for Change
-------------------------------------------------------------
Moody's US not-for-profit hospital medians, based on fiscal year
(FY) 2011 data, show continued adjustment by hospitals to maintain
operating stability despite weakness in patient demand and as the
sector prepares for healthcare reform and federal deficit
pressures, says Moody's Investors Service in a new report.

"While median revenue growth showed an uptick to 5.3% in FY 2011,
it remained low by historical standards, and will likely fall
again in coming years due to tightening federal funding," said
Moody's AVP-Analyst Sarah Vennekotter, author of the report, "U.S.
Not-for-Profit Hospital Medians Show Operating Stability Despite
Flat Inpatient Volumes and Shift to Government Payers."

Inpatient volumes have been entrenched since the financial crisis
of 2008-09 and have remained weak due to continuing high
unemployment and cutbacks in employer insurance. They showed no
growth for the third consecutive year while Medicare, Medicaid,
and self-pay revenues increased, reports Moody's.

"This is an ominous combination for the not-for-profit hospital
industry due to the lower reimbursement rates from these payers,"
said Ms. Vennekotter. "Despite these weak indicators, the sector's
median operating margin and operating cash flow margin remained
stable in FY 2011."

Balance sheet measures improved in FY 2011, and most providers'
cash and investments portfolios remained highly liquid. But weak
equity returns over the last 12 months means balance sheets are
stagnating for most hospitals.

"For FY 2013 and beyond, we expect lower payments for inpatient
procedure from all payers and a continued shift to outpatient
modalities as healthcare reform rewards hospitals that operate
more efficiently and deliver high-quality care," said Ms.
Vennekotter. "Reimbursement changes under reform and looming
federal deficits will inevitably result in more Medicare and
Medicaid reductions to hospitals on a per-patient basis."

Also, she said, margins are likely to soften due to losses on
physician employment strategies, and the continuous pressure on
revenues, prompting hospital management teams to continue to focus
on expense reductions.

In FY 2011, the median expense growth rate of 5.0% created some
distance from the 5.3% revenue growth rate of FY 2010 when revenue
and expense growth rates were nearly identical at 4.2% and 4.1%,
respectively, according to Moody's.

"Expense reductions will remain a major focus as hospitals prepare
for weaker revenue growth and further changes to federal policies
and regulations in coming years," said Ms. Vennekotter.


* Moody's Says US Midwest Droughts to Result in Insurer Losses
--------------------------------------------------------------
Record-setting droughts in the US Midwest throughout 2012 are
likely to result in substantial gross insured losses for US crop
insurers and reinsurers, says Moody's Investors Service in its new
special comment, "US Crop Insurance: Sector Profile."

"Although a significant portion of the loss will be borne by the
US government through its crop reinsurance program and by farmers,
crop insurers and reinsurers could experience their first overall
loss for the sector since the droughts of 2002," says Alan Murray,
a Moody's Senior Vice President. "Results for each insurer are
likely to vary significantly, however, depending on product and
geographic mix, as well as reinsurance programs."

Looking at longer term trends, Moody's says that ongoing expense
reimbursement reductions by the US government to insurers have
contributed to industry consolidation. The top five crop insurers
-- all national underwriters -- now account for approximately two-
thirds of direct premiums written. Market leaders are likely to
benefit from competitive barriers to entry in the sector, as well
as certain technological, business and geographic diversity
advantages, which should enable them to sustain profitability.
Conversely, smaller, more agriculture-focused and regionally
concentrated insurers may face considerably greater near-term
strain as a result of drought-related losses.

The still-pending 2012 Farm Bill and pressures on the federal
budget are likely to further reduce direct government subsidies to
the agricultural community, says Moody's. That should further
promote the use of commercial crop insurance, although the drought
may delay uptake or lead to modification of competing proposals
currently under consideration by Congress.

Agricultural producers, including farmers and ranchers, purchase
crop insurance to protect against the loss of their crops because
of natural disasters such as hail, drought and floods and/or the
loss of revenue owing to a combination of variability in crop
yield and agricultural commodities prices.


* S&P 2012 Corporate Default Tally of 53 Matches Last Year's
------------------------------------------------------------
Earlier last week, the 2012 global corporate default tally
increased to 53 -- the same count as the full-year 2011 total --
after Standard & Poor's Ratings Services lowered its corporate
credit rating on U.S. long-term acute care hospital operator
LifeCare Holdings Inc. to 'D', said an article published Aug. 23
by Standard & Poor's Global Fixed Income Research, titled "The
2012 Global Corporate Default Count Now Matches the Year-End 2011
Total."

The rating action followed the company's missed interest payment
on its $119.3 million outstanding senior subordinated notes. By
region, 29 of the 53 defaulters were based in the U.S., 14 in the
emerging markets, seven in Europe, and three in the other
developed region (Australia, Canada, Japan, and New Zealand).  In
comparison, the 2011 total (through Aug. 22) was 27, with 18 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 15; 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.


* Florida Shooting Neither Criminal Nor Nondischargeable
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that in Florida, shooting an unarmed person didn't result
in a non-dischargeable debt and didn't even result in a criminal
prosecution.

In 2006 when an unarmed man walking his dog was shot by a neighbor
with a .38 revolver and then pistol whipped.  The injured man sued
in state court and received a $421,000 judgment when the shooter
didn't appear.  When the shooter filed for bankruptcy, the dog
walker filed papers contending the judgment should survive
bankruptcy as a willful and malicious injury.

U.S. District Judge Kenneth A. Marra in Fort Lauderdale, Florida
affirmed a ruling by the bankruptcy court and said that the only
issue is whether the shooting was malicious.  An investigating
police officer held the opinion that the shooting was in self-
defense, even though a weapon was never found on the victim.
Judge Marra concluded that the bankruptcy judge didn't commit
error in finding no malice based on the officer's testimony.  It
was also significant that there was no criminal prosecution for
the shooting, Judge Marra said.

The case is Gagnon v. Fortner (In re Fortner), 12-60478,
U.S. District Court, Southern District Florida (Fort Lauderdale).


* Simultaneous Bankruptcies Not Automatically Barred
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that a district judge in Maryland ruled in July that so
long as an individual bankrupt has received a Chapter 7 discharge,
there is no automatic bar preventing the individual from filing a
Chapter 13 petition, even if the Chapter 7 case hasn't been
closed.  U.S. District Judge Marvin J. Garbis in Baltimore
reversed a bankruptcy court decision and said the "majority" of
courts don't permit so-called simultaneous bankruptcies.  The case
is Sood v. Business Lenders LLC, 11-2528, U.S. District Court,
District of Maryland (Baltimore).


* 10th Cir. Appoints Davi Thuma as New Mexico Bankruptcy Judge
--------------------------------------------------------------
The Tenth Circuit Court of Appeals appointed Bankruptcy Judge
David T. Thuma to a fourteen-year term of office in the District
of New Mexico, Albuquerque, effective August 15, 2012,
(Starzynski).

          Honorable David T. Thuma
          United States Bankruptcy Court
          500 Gold Avenue, SW, 13th Floor
          Albuquerque, NM 87102

          Mailing address:
          United States Post Office
          P.O. Box 546
          Albuquerque, NM 87103-0546

          Telephone: 505-348-2420
          Fax: 505-348-2432

          Judicial Assistant: Mary B. Anderson
                              505-348-2420
          Law Clerks: James Burke
                      505-348-2420

          Term expiration: August 13, 2006


* BOND PRICING -- For Week From Aug. 13 to 17, 2012
---------------------------------------------------

  Company              Coupon     Maturity   Bid Price
  -------              ------     --------   ---------
AMBAC INC               6.150     2/7/2087       1.490
AES EASTERN ENER        9.000     1/2/2017      15.500
AES EASTERN ENER        9.670     1/2/2029       9.500
AGY HOLDING COR        11.000   11/15/2014      43.000
AHERN RENTALS           9.250    8/15/2013      55.022
ALION SCIENCE          10.250     2/1/2015      61.280
ATP OIL & GAS          11.875     5/1/2015      29.625
ATP OIL & GAS          11.875     5/1/2015      28.500
ATP OIL & GAS          11.875     5/1/2015      28.500
BAC-CALL09/12           6.000    9/15/2026     100.000
BAC-CALL09/12           5.650    9/15/2029     100.000
BETHEL BAPTIST          7.900    7/21/2026      11.000
BUFFALO THUNDER         9.375   12/15/2014      35.500
DIRECTBUY HLDG         12.000     2/1/2017      18.000
DIRECTBUY HLDG         12.000     2/1/2017      18.000
NGC CORP CAP TR         8.316     6/1/2027      14.000
EDISON MISSION          7.500    6/15/2013      54.876
EASTMAN KODAK CO        7.250   11/15/2013      15.000
EASTMAN KODAK CO        7.000     4/1/2017      16.200
EASTMAN KODAK CO        9.950     7/1/2018      23.354
EASTMAN KODAK CO        9.200     6/1/2021      19.678
ENERGY CONVERS          3.000    6/15/2013      43.000
GLB AVTN HLDG IN       14.000    8/15/2013      30.000
GMX RESOURCES           5.000     2/1/2013      70.000
GMX RESOURCES           4.500     5/1/2015      38.000
GEOKINETICS HLDG        9.750   12/15/2014      49.000
GLOBALSTAR INC          5.750     4/1/2028      45.250
HAWKER BEECHCRAF        8.500     4/1/2015      16.500
HAWKER BEECHCRAF        8.875     4/1/2015      17.250
HAWKER BEECHCRAF        9.750     4/1/2017       1.000
JAMES RIVER COAL        4.500    12/1/2015      34.900
KV PHARM               12.000    3/15/2015      31.000
KV PHARMA               2.500    5/16/2033       3.563
KELLWOOD CO             7.625   10/15/2017      29.200
LEHMAN BROS HLDG        1.500    3/29/2013      22.500
LEHMAN BROS HLDG        1.000   10/17/2013      22.500
LEHMAN BROS HLDG        0.250   12/12/2013      22.500
LEHMAN BROS HLDG        0.250    1/26/2014      22.500
LEHMAN BROS HLDG        1.250     2/6/2014      22.500
LEHMAN BROS HLDG        1.000    3/29/2014      22.500
LEHMAN BROS HLDG        1.000    8/17/2014      22.500
LEHMAN BROS HLDG        1.000    8/17/2014      24.250
LEHMAN BROS INC         7.500     8/1/2026       7.550
LIFECARE HOLDING        9.250    8/15/2013      52.000
LVLT-CALL09/12          8.750    2/15/2017     104.375
MASHANTUCKET PEQ        8.500   11/15/2015      10.171
MASHANTUCKET PEQ        8.500   11/15/2015       8.250
MASHANTUCKET TRB        5.912     9/1/2021       9.250
MF GLOBAL LTD           9.000    6/20/2038      39.900
MANNKIND CORP           3.750   12/15/2013      62.000
MGIC INVT CORP          9.000     4/1/2063      19.646
NEWPAGE CORP           10.000     5/1/2012       7.000
PATRIOT COAL            3.250    5/31/2013       9.900
PMI GROUP INC           6.000    9/15/2016      21.660
PMI CAPITAL I           8.309     2/1/2027       0.500
PENSON WORLDWIDE        8.000     6/1/2014      36.472
POWERWAVE TECH          3.875    10/1/2027       8.000
POWERWAVE TECH          3.875    10/1/2027      10.944
REAL MEX RESTAUR       14.000     1/1/2013      46.450
RESIDENTIAL CAP         6.500    4/17/2013      23.250
RESIDENTIAL CAP         6.875    6/30/2015      20.500
S-CALL08/12             6.875   10/31/2013     100.100
SAVIENT PHARMA          4.750     2/1/2018      25.000
THORNBURG MTG           8.000    5/15/2013       7.600
TRAVELPORT LLC         11.875     9/1/2016      36.500
TRAVELPORT LLC         11.875     9/1/2016      38.125
TIMES MIRROR CO         7.250     3/1/2013      34.475
TRIBUNE CO              5.250    8/15/2015      33.000
TERRESTAR NETWOR        6.500    6/15/2014      10.000
TEXAS COMP/TCEH        10.250    11/1/2015      28.125
TEXAS COMP/TCEH        10.250    11/1/2015      29.000
TEXAS COMP/TCEH        10.250    11/1/2015      27.004
TEXAS COMP/TCEH        15.000     4/1/2021      37.750
TEXAS COMP/TCEH        15.000     4/1/2021      35.125
USEC INC                3.000    10/1/2014      43.500
WCI COMMUNITIES         4.000     8/5/2023       0.125
WCI COMMUNITIES         4.000     8/5/2023       0.125



                            *********

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.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


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