TCR_Public/121004.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Thursday, October 4, 2012, Vol. 16, No. 276

                            Headlines

1555 WABASH: Nov. 29 Final Hearing on Continued Access to Cash
2220 SNOQUALMIE: Case Summary & 9 Largest Unsecured Creditors
7333 CORAL: Voluntary Chapter 11 Case Summary
AMERICAN AIRLINES: Expands Probe of Loose Seats, Checks 8 Jets
AMERICAN AIRLINES: Argues Appeal on Union Vote, Loose B757 Seats

AMERICAN RESIDENTIAL: S&P Cuts CCR to 'B-' on Weak 2012 1st Half
ANGABU PRODUCTIONS: Case Summary & 3 Largest Unsecured Creditors
APPLIED MINERALS: Raises $1.6 Million from Common Stock Sale
ASCEND LEARNING: S&P Lowers CCR to 'B-' on Weak Profitability
ASSURAMED HOLDING: Moody's Affirms 'B2' Corp. Family Rating

AXESSTEL INC: Secures $7-Mil. Financing Facility from SVB
B & W OF HILTON: Case Summary & 4 Largest Unsecured Creditors
B+H OCEAN: Files Liquidation Plan; Committee Balks at Releases
BERNARD L. MADOFF: Criminal Case Against 5 Ex-Employees Expanded
BERNARD L. MADOFF: Hopes to Save Suits Alleging Knowledge of Fraud

BLACK CREEK: Case Summary & 3 Largest Unsecured Creditors
BLUEJAY PROPERTIES: Case Summary & Largest Unsecured Creditor
BROADWAY FINANCIAL: Reports $1.7-Mil. Net Earnings in 2nd Quarter
BRONX PARKING: In Talks With Bondholders
CAMP COOLEY: Court Confirms Third Amended Liquidating Plan

CAREY LIMOUSINE: Meeting to Form Creditors' Panel Set for Oct. 11
CARMIKE CINEMAS: Rave Acquisition No Impact on Moody's 'B2' CFR
CARTER FAMILTY: Case Summary & 13 Unsecured Creditors
CENTRAL FEDERAL: Redeems TARP Securities Held by U.S. Treasury
CENVEO INC: S&P Puts 'B' CCR on Watch Neg on High 2013 Maturities

CHC HELICOPTER: Moody's Rates $200-Mil. Sr. Secured Notes 'B2'
CHC HELICOPTER: S&P Gives 'B+' Rating on $200MM Sr. Secured Notes
CONTOURGLOBAL POWER: S&P Rates $350MM Sr. Secured Term Loan 'BB-'
CONVERTED ORGANICS: Swaps Shares, Warrants for $881,460 Debt
CRISTIANI, LLC: Case Summary & 4 Unsecured Creditors

CROWN CASTLE: Fitch Affirms 'BB' Longterm Issuer Default Rating
CROWN CASTLE: S&P Affirms 'B+' Corp. Credit Rating; Outlook Stable
DAE AVIATION: S&P Gives 'B-' Rating on $520MM Secured Term Loan
DIALOGIC INC: TowerBrook Investors Discloses 4% Equity Stake
DOWLING COLLEGE: Moody's Reviews 'Caa1' Rating for Downgrade

DYNEGY INC: Emerges from Chapter 11 Bankruptcy
EASTMAN KODAK: To End Consumer Inkjet Printer Sales in 2013
EQUIPMENT ACQUISITION: Plan Administrator Faces Dismissal of Suits
FIFTH & PACIFIC: Earnings Guidance No Impact on Moody's 'B2' CFR
FLORIDA GAMING: Names David Jonas as Chief Restructuring Officer

FREEDOM COMMS: Newspaper Carriers Made Substantial Contribution
FREMONT HOSPITALITY: Case Summary & 6 Largest Unsecured Creditors
FTLSS LLC: Voluntary Chapter 11 Case Summary
FUEL DOCTOR: Settles with Turn One; B. Perez Dismisses Claim
GARDA WORLD: Moody's Confirms B1 CFR; Rates New Facilities Ba1

GASLIGHT SQUARE: Case Summary & 3 Largest Unsecured Creditors
GENERAL GROWTH: Bill Ackman Revives Push for Simon Merger
GIANT A & M: Case Summary & 20 Largest Unsecured Creditors
GROUP 1 AUTOMOTIVE: S&P Shifts Outlook to Positive; Keeps 'BB' CCR
GRUBB & ELLIS: Commissions Won't Get Admin. Expense Status

HAMPTON ROADS: Unveils Renovated Ghent Office
HARTFORD COMPUTER: Court Confirms Joint Plan of Liquidation
HARVESTIME TABERNACLE: Case Summary & 4 Largest Unsec Creditors
HERCULES OFFSHORE: Gets $41MM Insurance Proceeds for Damaged Rig
HERCULES PUBLIC: S&P Puts 'BB' Rating on Revenue Bonds on Watch

HIGHWOODS PROPERTIES: Fitch Affirms 'BB Preferred Stock Rating
ITRON: Blackstreet Completes Purchase of Greenwood Business
JOHN H PETERSON: Case Summary & Largest Unsecured Creditor
JOSEPH HONEYCUTT: Case Summary & 7 Largest Unsecured Creditors
KRYSTAL INFINITY: Files Schedules of Assets and Liabilities

LA SHER OIL: Employees' Class Action to Proceed Against Owner
LAIDLAW ENERGY: Had $445,900 Net Loss in Second Quarter
LEHMAN BROTHERS: U.S. Role in Collapse Allowed in Reserve Trial
LENNAR CORP: Files Bankruptcy-Exit Plan
LIGHTSQUARED INC: New Regulatory Strategy Satisfies Creditors

LONESOME PINE: Court Says Suit Against Publisher 'Frivolous'
MAGENS POINT: Case Summary & 18 Largest Unsecured Creditors
MARSTON'S ISSUER: Fitch Affirms 'BB+' Rating on GBP155MM Notes
MEDICURE INC: Intends to Seek Expanded Aggrastat Label
METRO TOWER: U.S. Trustee Wants Chapter 11 Case Dismissed

METRO TOWER: $382K Payment Averts LT Barfield Foreclosure
MF GLOBAL: SIPA Trustee Can Assign Malpractice Claims Against PwC
MON VIEW: Case Against Revenue Dept. Will Have Evidentiary Trial
MOORE FREIGHT: Case Summary & 20 Largest Unsecured Creditors
MORGAN INDUSTRIES: Unsecured Creditors to Recover 1% to 6%

MPG OFFICE: Auctions Skyscraper, Avoids Paying $470-Mil. Default
MSCI INC: Loss of ETF Business No Impact on Moody's Ba1 Rating
NEWPAGE CORP: Reaches Deal With Major Creditors on Plan
NEW PEOPLES: Blaine Scott Discloses 19.3% Equity Stake
NEW PEOPLES: Harold Keene Discloses 16% Equity Stake

NEW TRANSMISSION: Case Summary & 2 Largest Unsecured Creditors
NEXSTAR BROADCASTING: Board, Stockholders Approve 2012 Plan
PACIFIC NORTHWESTERN: Placed in Receivership After SEC Lawsuit
PARADISE VALLEY: Case Summary & 4 Largest Unsecured Creditors
PATRIOT COAL: Seeking Extension for Selenium Cleanup at Mines

PATRIOT COAL: Todd M. Garber Proposes Securities Claims
PATRIOT COAL: Brower Piven Commences Class Action Suit
PCF SALECO: Scrambles to Craft Deal to Supply Gasoline to Outlets
PHIL'S CAKE: Files Schedules of Assets and Liabilities
QUALITY DISTRIBUTION: ABL Facility Borrowings Hiked by $100-Mil.

RENOVA ENERGY: Court Rules on Dispute Over Generator Contract
RIDGEWOOD REALTY: Voluntary Chapter 11 Case Summary
SAINT VINCENTS: District Court Affirms Ruling on Arbitration Bid
SBMC HEALTHCARE: Can Access Cash Collateral Until October 30
SEALY CORP: KKR Entities Disclose 74.2% Equity Stake

SEVENTH CAMEL: Case Summary & 20 Largest Unsecured Creditors
SMF ENERGY: Wants to Modify Terms of Employment of Shutts & Bowen
SMF ENERGY: Court to Consider Adequacy of Disclosures on Oct. 16
SOUTHEASTERN REGIONAL: S&P Keeps 'D' Rating on Series 2002 Bonds
SOUTHERN AIR: Meeting to Form Creditors' Panel Set for Oct. 12

SPIRIT FINANCE: Avram Friedman Discloses 5.5% Equity Stake
SUN RIVER: Remaining Plaintiffs in "Ballard" Suit Drop Claims
SW BOSTON HOTEL: Prudential Upsets Reorganization Plan
TALLGRASS OPERATIONS: Moody's Assigns 'Ba3' Corp. Family Rating
TALLGRASS ENERGY: S&P Assigns 'B+' Corporate Credit Rating

TRIBUNE CO: Examiner Opposes Bid to Extend Retention of Records
TRIBUNE CO: Objects to AIG Casualty Claims
TRIBUNE CO: Hartford Courant Objects to Griffin Claim
TRIBUNE CO: Citigroup Continues to Defend Suits
TRW AUTOMOTIVE: Moody's Affirms 'Ba2' CFR/PDR; Outlook Stable

TURBOSONIC TECHNOLOGIES: Says Form 10-K Filing Will be Delayed
ULTIMATE PRINT: Case Summary & 20 Largest Unsecured Creditors
UTSTARCOM INC: Shareholders Elect Three Directors to Board
VANGUARD NATURAL: Moody's Rates Senior Unsecured Notes 'Caa1'
VANN'S INC: Gets One-Month Extension to Complete Sale

WESLEY A.M.E.: Voluntary Chapter 11 Case Summary
WESTERN RADIOSONICS: Bankr. Court Won't Hear Suit v. Banco Popular
WESTLAND PARCEL: Asks Court to Dismiss Chapter 11 Case
WXZ/SG ACQUISITION: Case Summary & 4 Largest Unsecured Creditors
YESTERDAY'S VILLAGE: Court Confirms Bank Lender's Liquidation Plan

Z TRIM HOLDINGS: Q3 Sales Grow 88% Year Over Year

* Speculative-Grade Corporate Default Rate Increased, S&P Says

* Sheppard Mullin's Merrill Francis Dies
* Roetzel & Andress Expands Chicago Office With Six Attorneys

* Recent Small-Dollar & Individual Chapter 11 Filings



                           *********

1555 WABASH: Nov. 29 Final Hearing on Continued Access to Cash
--------------------------------------------------------------
In a sixth interim order dated Sept. 27, 2012, the U.S. Bankruptcy
Court for the Northern District of Illinois authorized 1555 WABASH
LLC to use cash collateral of AMT CADC Venture, LLC, and
Weyerhauser Realty Investors during the period Oct. 1, 2012,
through Nov. 30, 2012.

Senior Lender will be granted a priority claim pursuant to Section
507(b) of the Bankruptcy Code and security interests in the
Debtor's postpetition assets, including all proceeds and products.

A final hearing on the continued use of cash collateral is
scheduled for Nov. 29, 2012, at 10:00 a.m.

                        About 1555 Wabash

1555 Wabash LLC owns and operates a 14-story mixed use building
located at 1555 South Wabash, in Chicago, Illinois.  The property
is comprised of 176 residential units plus 11,000 square feet of
commercial space located on the first floor of the building.  The
property was originally developed as condominium units to be sold
at designated sale prices to qualified buyers.  Construction
was generally completed as of the middle of 2009.  Only 36 of the
100 sale contracts closed.  As of the Petition Date, 1555 Wabash
leased 115 of the remaining 140 residential apartment units --
roughly 82% -- to qualified tenants, while the commercial space is
presently vacant.

1555 Wabash LLC filed for Chapter 11 protection (Bankr. N.D. Ill.
Case No. 11-51502) on Dec. 27, 2011, to halt foreclosure of the
property.  Judge Jacqueline P. Cox oversees the case.  David K.
Welch, Esq., at Crane Heyman Simon Welch & Clar, serves as the
Debtor's counsel.  The Debtor scheduled $90,055 in personal
property and said the current value if its condo building is
unknown.  The Debtor disclosed $51.6 million in liabilities.  The
petition was signed by Theodore Mazola, president of New West
Realty Development Corp., sole member and manager of the Debtor.

An agreed order signed by the bankruptcy judge on Aug. 31, 2012,
extends until Oct. 28, the Debtor's exclusive period to propose a
plan and until Dec. 13, the exclusive solicitation period.


2220 SNOQUALMIE: Case Summary & 9 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: 2220 Snoqualmie, LLC
        220 Kearney Drive
        Snoqualmie Pass, WA 98061

Bankruptcy Case No.: 12-04189

Chapter 11 Petition Date: September 27, 2012

Court: U.S. Bankruptcy Court
       Eastern District of Washington (Spokane/Yakima)

Debtor's Counsel: Charles R. Steinberg, Esq.
                  STEINBERG LAW FIRM PS
                  119 Fifth Street
                  Wenatchee, WA 98801
                  Tel: (509) 662-3202
                  Fax: (509) 662-5221
                  E-mail: steinbergc@me.com

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

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

The Company's list of its nine largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/waeb12-04189.pdf

The petition was signed by Chris Bingham, member of LLC.


7333 CORAL: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: 7333 Coral Building, Inc.
        aka Home Equity Mortgage Associates, Inc.
        7333 Coral Way
        Miami, FL 33155

Bankruptcy Case No.: 12-33249

Chapter 11 Petition Date: September 28, 2012

Court: United States Bankruptcy Court
       Southern District of Florida (Miami)

Judge: A. Jay Cristol

Debtor's Counsel: John P. Arcia, Esq.
                  8700 W Flagler St # 355
                  Miami, FL 33174
                  Tel: (786) 429-0410
                  E-mail: parcia@arcialaw.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 Anthony L. Davide, president.


AMERICAN AIRLINES: Expands Probe of Loose Seats, Checks 8 Jets
--------------------------------------------------------------
Carla Main, substituting for Bloomberg bankruptcy columnist Bill
Rochelle, reports that AMR Corp.'s American Airlines expanded
inspections for loose seats to eight of its Boeing Co. 757
jetliners after finding improperly secured units on a second plane
in flight.

According to the report, checks were being conducted overnight,
and any aircraft in need of repairs will be held out of service,
Andrea Huguely, an airline spokeswoman, said Oct. 1 in an e-mail.

The report relates that the U.S. Federal Aviation Administration
said the two jets that spurred the probe recently had seats
removed and reinstalled.  American's inspections and an FAA review
add to the strains on the third-largest U.S. airline amid flight
delays that began in mid-September and preparations for more than
4,000 layoffs to restructure in bankruptcy.

The report notes that the second loose-seat incident occurred
Oct. 1 on Flight 443 to Miami from New York's Kennedy airport.
The first case happened on Sept. 29, when Flight 685 to Miami from
Boston made an emergency landing at Kennedy airport after the
discovery of three seats that weren't properly secured to the
tracking on the cabin floor, Ms. Huguely said.  American already
was under stepped-up FAA scrutiny because of agency procedures for
increased oversight of carriers flying while in bankruptcy.
Ms. Huguely said work on the seats was conducted by a combination
of American and contract employees.

The report relays that, Timco Aviation Services, a contract
maintenance provider, was asked by American to refer "all
inquiries regarding this matter" to the airline's media relations
department, Leonard Kazmerski, the company's marketing vice
president, said in an email.  He declined to comment further.

According to Bloomberg, higher than normal delays began occurring
in September immediately after the airline began implementing
contract concessions the bankruptcy court allowed the company to
impose on pilots.  The pilots' union was the only union at the
mainline not to ratify concessions negotiated with management.

The Bloomberg report discloses that while American has threatened
to seek a court injunction against the Allied Pilots Association
over the slowdowns, union leaders have denied supporting or
organizing the effort.

                          About AMR Corp.

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

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

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

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

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

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

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

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


AMERICAN AIRLINES: Argues Appeal on Union Vote, Loose B757 Seats
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that AMR Corp., the parent of American Airlines Inc.,
faced tough questioning Oct. 2 in an appeals court when defending
a June ruling in its favor hindering a union election by
passenger-service agents.

According to the report, a federal district judge in Dallas ruled
on June 22 that the National Mediation Board was improperly
holding an election by passenger-service agents because the
required 50% hadn't shown a desire for union representation.  The
NMB and the communications workers' union appealed, contending
that only 35% was required.  After the union organizing process
began, the law was changed raising the threshold to 50% from 35%.
The issue for the appeals court dealt with which percentage
determines whether enough workers favor a union to warrant holding
an election.  The three judges on the U.S. Court of Appeals in New
Orleans didn't say how they would rule or when.  AMR is checking
eight Boeing 757 aircraft to determine whether seats were properly
reattached to the floor when the cabin configuration was changed
recently.

The appeal is American Airlines Inc. v. National Mediation Board,
12-10680, U.S. Court of Appeals for the Fifth Circuit (New
Orleans).  The bankruptcy case is In re AMR Corp., 11-15463, U.S.
Bankruptcy Court, Southern District New York (Manhattan).

                          About AMR Corp.

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

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

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

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

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

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

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

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


AMERICAN RESIDENTIAL: S&P Cuts CCR to 'B-' on Weak 2012 1st Half
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Memphis-based American Residential Services LLC to 'B-'
from 'B'. The outlook is stable. "At the same time, we lowered our
issue-level rating on the company's $165 million senior secured
second-lien notes due 2015 to 'B-' from 'B'. The recovery rating
is unchanged at '4', indicating our expectation of average (30% to
50%) recovery for noteholders in the event of a payment default.
We also lowered our issue-level rating on the company's $50
million senior secured holding company notes to 'CCC' from 'CCC+',
with a '6' recovery rating. The '6' recovery rating indicates our
expectation of negligible (0% to 10%) recovery in the event of a
default," S&P said.

"The company's operating performance deteriorated as a result of
operational and weather-related factors in the first half of 2012,
and we believe its credit measures weakened accordingly," said
Standard & Poor's credit analyst Linda Phelps.

Standard & Poor's ratings on ARS reflect its view that the
company's financial risk profile will remain "highly leveraged,"
which incorporates a very aggressive financial policy following
the company's recent debt-financed shareholder distribution
transactions. "We characterize ARS' business risk profile as
'vulnerable' because of its narrow product focus, the seasonality
of its business, and its susceptibility to weather and economic
cycles. We now view the company's liquidity to be 'less than
adequate' given its very tight covenant compliance cushion."

"We estimate the company's debt-to-EBITDA leverage increased to
about 7.4x for the 12 months ended June 30, 2012, as compared to
the already elevated 6.8x level one year ago following the
company's debt-financed $50 million equityholder distribution in
May 2011. This also follows the company's roughly $15 million
equityholder distribution in 2010, which also resulted in higher
debt levels. The company's EBITDA to interest coverage declined to
1.4x for the 12 months ended June 30, 2012, from 1.6x one year
ago. (ARS is a privately held corporation and does not publicly
disclose its financial statements)," S&P said.

"For the remainder of the year we expect modest improvement in the
company's credit metrics, with leverage declining to the 7x area.
As such, we believe credit measures will remain in line with
indicative ratios for a 'highly leveraged' financial risk profile.
These credit measures include leverage of over 5x debt-to-EBITDA
and a ratio of funds from operations (FFO) to total debt of less
than 12%," S&P said.

"The outlook is stable. We could lower our ratings if operating
performance does not improve such that covenant compliance cushion
increases to the 10% area and EBITDA to interest coverage is not
sustainable in the 1.5x area. Alternatively, we could raise our
ratings if we believe the company could sustain leverage in the 6x
area," S&P said.


ANGABU PRODUCTIONS: Case Summary & 3 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Angabu Productions, LLC
        1909 E. Ray Road, #9-12
        Chandler, AZ 85225

Bankruptcy Case No.: 12-21388

Chapter 11 Petition Date: September 27, 2012

Court: U.S. Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Charles G. Case, II

Debtor's Counsel: Lyndon B. Steimel, Esq.
                  LAW OFFICE OF LYNDON B. STEIMEL
                  14614 N. Kierland Boulevard, #N-135
                  Scottsdale, AZ 85254
                  Tel: (480) 367-1188
                  Fax: (480) 367-1174
                  E-mail: lyndon@steimellaw.com

Scheduled Assets: $1,114,501

Scheduled Liabilities: $1,661,544

The Company's list of its three largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/azb12-21388.pdf

The petition was signed by Dilia Wood, manager member.


APPLIED MINERALS: Raises $1.6 Million from Common Stock Sale
------------------------------------------------------------
Applied Minerals, Inc., has agreed to sell 1.25 million shares of
its Common Stock at $1.30 per share for net proceeds of
$1.625 million to funds managed by SLZ Capital Management LLC in a
privately negotiated, unsolicited sale.  No broker was used and no
commission was paid as part of this transaction.  The proceeds
from the financing will be used for general corporate purposes.
The Company is not contemplating any follow-on offerings at this
time.  A copy of the Investment Agreement is available for free at
http://is.gd/E8gZLZ

                       About Applied Minerals

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

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

                           Going Concern

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

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

                         Bankruptcy Warning

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


ASCEND LEARNING: S&P Lowers CCR to 'B-' on Weak Profitability
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Burlington, Ma.-based Ascend Learning LLC to 'B-' from
'B'. "The downgrade reflects weaker-than-expected operating
performance and conveys our expectation that the company margin of
compliance with financial covenants will remain thin, compounded
by step-downs in the net leverage covenant in the next three
quarters," S&P said.

"At the same time, we are lowering our issue-level ratings on all
existing debt by one notch, in conjunction with our change to the
corporate credit rating. The recovery ratings on this debt remain
unchanged," S&P said.

The rating outlook is negative.

"Standard & Poor's ratings on Ascend Learning reflect our
expectation that the potential for a resumption of modest EBITDA
growth, supported by solid end-market demand, will not be
sufficient to alleviate high leverage," said Standard & Poor's
credit analyst Hal Diamond.

The company has incurred significant increases in its fixed
expenses, in part to integrate acquisitions, as well as higher
product development spending. "We consider the company's business
risk profile as 'weak' (based on our criteria), reflecting its
lack of critical mass, niche focus, acquisition strategy that has
had some shortcomings in integration, and concentration in health
care and related fields, which are highly fragmented and
competitive. Operating synergies have been difficult to achieve
because of inherent difficulties in managing performance across a
growing and disparate business portfolio. Ascend Learning has a
'highly leveraged' financial risk profile, in our view, because of
its debt financing of high-priced acquisitions, our expectation of
ongoing debt-funded acquisitions, high debt to EBITDA, and a
history of special dividends," S&P said.

"Ascend Learning is a provider of educational products with a
focus on health care-related disciplines and professional training
and testing. The company has a limited scale of operations, has a
small size, and faces competitive threats. We expect the company's
revenues to maintain healthy growth supported by solid end-market
demand in the company's largest market niches, test preparation
materials for the nursing school licensing exam, and to a lesser
extent specialized higher education vocational publishing. We
expect that the demand for nursing school test preparation
materials, which accounts for about one-third of revenues, to
remain relatively stable because of consistent nursing school
enrollment. Still, some of the company's peers, like Reed Elsevier
and the Washington Post, are better capitalized and, like Ascend,
offer test preparation divisions for the nursing licensing exam.
We are concerned that the business may become price competitive as
these players attempt to gain market share," S&P said.


ASSURAMED HOLDING: Moody's Affirms 'B2' Corp. Family Rating
-----------------------------------------------------------
Moody's Investors Service affirmed AssuraMed Holding, Inc.'s
("AssuraMed" previously known as HGI Holding) B2 corporate family
and probability of default ratings. Concurrently, Moody's assigned
B1 ratings to the proposed $440 million first lien term loan and
$100 million revolving credit facility as well as a Caa1 rating to
the proposed $220 million second lien term loan. The ratings
outlook is stable.

The proceeds from the transaction will be used to pay a dividend
to sponsors (Clayton, Dubilier & Rice and GS Capital Partners) and
refinance existing debt.

The B2 rating reflects the expectation that AssuraMed will reduce
adjusted debt leverage to approximately 6.0 times by the end of
2013 from 6.8 times pro forma for the current transaction.
Evidence that the company is not on track to delever could result
in a downgrade or negative outlook. At the same time, the B2
rating incorporates AssuraMed's market position as one of the
largest national direct-to-home providers of disposable medical
products and the company's diversity by payor (very limited
reliance on government payors) and product (over 30,000 SKUs).

The following rating actions were taken (LGD point estimates are
subject to change and all ratings are subject to review of final
documentation):

The following ratings were assigned:

  $100 million secured revolving credit facility, due 2017,
  assigned B1 (LGD3, 36%);

  $440 million first lien term loan, due 2019, assigned B1 (LGD3,
  36%);

  $220 million second lien term loan, due 2020, assigned Caa1
  (LGD5, 87%).

The following ratings were affirmed:

  Corporate family rating, affirmed at B2;

  Probability of default rating, affirmed at B2.

The following ratings were affirmed and will be withdrawn at the
close of the transaction:

  $50 million revolving credit facility, due 2015, affirmed at B1
  (LGD3, 33%);

  $315 million secured term loan, due 2016, affirmed at B1 (LGD3,
  33%);

  $150 million unsecured term loan, due 2017, affirmed at Caa1
  (LGD5, 86%).

Rating Rationale

The B2 corporate family rating reflects AssuraMed's highly
leveraged capital structure and modest size ($733 million of
revenues for the trailing twelve month period ended June 30,
2012).The rating is also constrained by the highly fragmented
nature of the medical supplies market, where AssuraMed competes
with small regional distributors and larger, better capitalized
national distributors. Additionally, the rating considers the
company's aggressive financial policy and willingness to take on
high levels of debt as evidenced by the 2010 LBO and the current
dividend recapitalization. At the same time, the rating is
supported by the company's good liquidity profile, track record of
deleveraging, competitive market position, its customized order
capabilities and diverse product offering. Further supporting the
B2 corporate family rating is AssuraMed's diverse payor base with
the largest group of direct payors, Managed Care Organizations
("MCO") representing 38% of revenues, followed by Home Medical
Equipment Suppliers with 37% of revenues.

The stable outlook reflects Moody's expectation that AssuraMed
will sustain organic revenue and EBITDA growth trends and apply
excess cash flow toward debt reduction such that credit metrics
improve from pro forma levels. The outlook also reflects Moody's
expectation that the company will maintain a good liquidity
profile and will not pursue any material debt-financed
acquisitions.

The ratings could be pressured if competitive issues and/or
reimbursement reductions result in lower profitability such that
AssuraMed's debt-to-EBITDA is sustained above 6.5 times, (EBITDA
less capital expenditures)-to-interest expense falls below 1.5
times, or if free cash flow turns breakeven or negative. Further,
debt financed acquisitions and dividends that weaken credit
metrics and/or liquidity profile could also lead to ratings
pressure. Additionally, any downward pricing pressure resulting
from competitive bidding could negatively affect the rating.

The ratings could be upgraded if the management demonstrates a
commitment to a conservative financial policy. Additionally, the
ratings upgrade would have to be supported by improved credit
metrics including debt-to-EBITDA on a sustained basis below 4.5
times and (EBITDA less capital expenditures)-to-interest expense
above 2.5 times.

The principal methodology used in rating AssuraMed Holdings, Inc.
was the Global Distribution & Supply Chain Services Industry
Methodology published in November 2011. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.

AssuraMed Holding, Inc. is a marketer and distributor of
disposable medical supplies. The company operates two segments:
Edgepark Medical Supplies and Independence Medical. AssuraMed
competes with other specialty medical supply distributors such as
CCS Medical (B3) as well as general medical supply distributors.
The company is majority owned by affiliates of Clayton, Dubilier &
Rice LLC and GS Capital Partners.


AXESSTEL INC: Secures $7-Mil. Financing Facility from SVB
---------------------------------------------------------
Axesstel Inc. has secured a $7 million revolving line of credit
with Silicon Valley Bank.  The accounts receivable financing
facility replaced an existing facility and is being used to fund
the Company's short-term working capital needs, but at
significantly lower interest rates.  The effective interest at
current market rates on borrowings under the new Silicon Valley
Bank facility are between 6.0% and 7.0% per annum, compared to
interest rates ranging from 16.0% to 24.0% under the company's
prior facility.

Patrick Gray, chief financial officer of Axesstel, said, "An
important goal for 2012 was to use the improvement in our
operating performance to reduce our cost of borrowing and further
improve profitability.  We are particularly pleased to have
restructured our financing facility with a leading banking
institution like Silicon Valley Bank, and to have done it without
the issuance of any warrants or dilution to our stockholders."

"We are excited to expand our relationship with Axesstel by
providing the line of credit to finance the company's working
capital needs," said Frederick "Buzz" Kreppel, senior relationship
manager for Silicon Valley Bank.  "We look forward to helping the
team with continued success."

The new credit facility provides for a working capital-based
revolving line of credit where Silicon Valley Bank, in its
discretion, will make advances in the amount of up to 80% of the
value of eligible accounts receivable and eligible purchase orders
for inventory in transit to a customer.  Interest on each advance
is calculated on the basis of Silicon Valley Bank's prime rate
plus a specified margin multiplied by the face amount of the
eligible account receivable or purchase order.  The specified
margin is 1.0% for eligible accounts receivable and 1.4% for
eligible purchase orders.  However, if the Company's EBITDA for
any trailing six month period falls below $1 million, the
specified margins increase to 3.0% and 3.2%, respectively.  The
credit facility has a term of one year.

Advances under the financing facility are secured by a lien on
substantially all of the Company's assets.  The financing
agreements contain affirmative and negative covenants, including
an agreement not to incur additional indebtedness or pledge or
encumber the Company's assets, other than for certain permitted
debt and permitted liens.  Any default under the loan agreement
could result in the acceleration of the Company's obligations
under the new credit facility, an increase in the applicable
interest rate, and would permit Silicon Valley Bank to exercise
remedies with respect to its security interest in the Company's
assets.

A copy of the Loan and Security Agreement is available at:

                        http://is.gd/MqNdpl

                          About Axesstel

Axesstel Inc., based in San Diego, Calif., develops fixed wireless
voice and broadband access solutions for the worldwide
telecommunications market.  The Company's product portfolio
includes fixed wireless phones, wire-line replacement terminals,
and 3G and 4G broadband gateway devices used to access voice
calling and high-speed data services.

The Company's balance sheet at June 30, 2012, showed
$14.96 million in total assets, $25.03 million in total current
liabilities, and a shareholders' equity of $10.07 million.

As reported in the TCR on Feb. 23, 2012, Gumbiner Savett Inc., in
Santa Monica, Calif., expressed substantial doubt about Axesstel'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 although the Company generated net income in
2011, the Company has historically incurred substantial losses
from operations and the Company may not have sufficient working
capital or outside financing available to meet its planned
operating activities over the next twelve months.  "Additionally,
there is uncertainty as to the impact that the worldwide economic
downturn may have on the Company's operations."


B & W OF HILTON: Case Summary & 4 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: B & W of Hilton Head, LLC
        aka B & W, LLC
        616 William Hilton Parkway
        Hilton Head Island, SC 29928

Bankruptcy Case No.: 12-06064

Chapter 11 Petition Date: September 28, 2012

Court: United States Bankruptcy Court
       District of South Carolina (Charleston)

Judge: David R. Duncan

Debtor's Counsel: R. Michael Drose, Esq.
                  DROSE LAW FIRM
                  3955 Faber Place Drive
                  Suite 103
                  North Charleston, SC 29405
                  Tel: (843) 767-8888
                  E-mail: Drose@Droselaw.com

Estimated Assets: $0 to $50,000

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

A copy of the Company's list of its four largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/scb12-06064.pdf

The petition was signed by Scott Bunting, member.


B+H OCEAN: Files Liquidation Plan; Committee Balks at Releases
--------------------------------------------------------------
Stephanie Gleason at Dow Jones Newswires reports that B+H Ocean
Carriers Ltd. has filed a bankruptcy-exit plan that liquidates its
assets and distributes them to creditors.

According to the report, B+H has already sold one of its ships,
the Sakonnet, and is continuing to work to sell the other three.
The sale of the Sakonnet will go to satisfy Bank of Nova Scotia,
which is owed $9.6 million secured by that ship.

The report relates the sale of the other ships will go toward
fulfilling Macquarie Bank Ltd.'s $23.6 million secured claim.
Macquarie purchased this debt from Nordea Bank and Bank of
Scotland.  In the meantime, Macquarie is providing funding to keep
the ships operational until they are sold.

The report adds unsecured creditors will be paid with the proceeds
of litigation, which is expected to be worth $300,000.  In
addition, if unsecured creditors vote to accept the plan, there
will be another $2.26 million available to them, B+H said.
Bondholders, which hold unsecured claims, were owed $13.5 million
when B+H filed for bankruptcy in May.

The report relates the committee of unsecured creditors objects to
the plan, calling it "unconfirmable" because of certain proposed
releases.

The report notes the committee asked that the court allow the
expiration of B+H's exclusive period for filing and confirming a
Chapter 11 plan, so the committee can submit a plan it has
developed.  A hearing on B+H's exclusivity was set for Oct. 2,
2012.

                     About B+H Ocean Carriers

B+H Ocean Carriers Ltd. is an international ship-owning and
operating company that owns, through subsidiaries, a fleet of
four product-suitable Panamax combination carriers capable of
transporting both wet and dry bulk cargoes, along with a 50%
interest in an additional combination carrier.

B+H Ocean Carriers and its subsidiaries filed voluntary Chapter
11 petitions (Bankr. S.D.N.Y. Case Nos. 12-12356) on May 30,
2012.  The Debtors disclosed total assets of US$4.52 million and
total debts of $46.09 million as of the Chapter 11 filing.

John H. Hall, Jr., Esq., at Pryor & Mandelup, L.L.P., in New
York, served as bankruptcy counsel for the Debtors.


BERNARD L. MADOFF: Criminal Case Against 5 Ex-Employees Expanded
----------------------------------------------------------------
Reuters reports U.S. prosecutors on Monday announced expanded
charges against five former employees of Bernard Madoff's firm, in
an indictment that dates the conspiracy to defraud clients to
roughly two decades earlier than previously alleged.  U.S.
Attorney Preet Bharara said the new charges against former
operations manager Daniel Bonventre, former investment advisory
employees Annette Bongiorno and Joann Crupi, and former computer
programmers Jerome O'Hara and George Perez are contained in a 33-
count indictment.  Mr. Bharara said the indictment includes new
charges against the defendants, including bank fraud charges
related to both corporate and personal loans, as well as new tax
offenses.  Mr. Bharara said the defendants are expected to be
arraigned on Tuesday afternoon.

                      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.

                      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.).  He is serving that
sentence in a North Carolina federal prison.

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: Hopes to Save Suits Alleging Knowledge of Fraud
------------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Madoff trustee Irving Picard said in papers filed
last week in U.S. District Court in Manhattan that it is
"intellectually corrupt" for those who knew Bernard L. Madoff
Investment Securities Inc. was a fraud to hide behind the
so-called bankruptcy safe harbor.

According to the report, in opinions handed down in September 2011
and April 2012, U.S. District Judge Jed Rakoff ruled that Section
546(e) of the Bankruptcy Code, known as the safe harbor, only
allows a bankruptcy trustee to sue for recovery of payments going
back two years before bankruptcy.  Mr. Picard wanted his suits to
reach back six years.  Judge Rakoff set aside a group of lawsuits
involving defendants who allegedly either knew or had reason to
believe Madoff was conducting a fraud.  Mr. Picard filed his brief
on Sept. 28 seeking to persuade Judge Rakoff that his suits
shouldn't be cut off at two years.

The report relates that Mr. Picard pointed out two lawsuits where
the defendants allegedly received cash payments for years from
Madoff that were neither reported to the Internal Revenue Service
nor shown on their account statements.  Mr. Picard said it was
"intellectually corrupt" for those defendants to argue they are
protected by the safe harbor.  The safe harbor was enacted by
Congress "to prevent disruptions of the securities markets,"
Mr. Picard argued.  The trustee contends safe harbor shouldn't be
used to protect those with knowledge or a high level of suspicion
that Madoff was conducting a fraud.

The report notes that the trustee is urging Judge Rakoff not to
dismiss the suits without first holding a trial to determine the
degree of knowledge by each defendant about Madoff's Ponzi scheme.
Five Madoff employees were re-indicted on additional criminal
charges by the U.S. Attorney in Manhattan.

The safe harbor dispute is part of Securities Investor Protection
Corp. v. Bernard L. Madoff Investment Securities LLC, 12-mc-00115,
U.S. District Court, Southern District of New York (Manhattan).

                      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.


BLACK CREEK: Case Summary & 3 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Black Creek, LLC
        3909 Snyder Road
        P.O. Box 10
        Kodak, TN 37764

Bankruptcy Case No.: 12-51752

Chapter 11 Petition Date: September 28, 2012

Court: United States Bankruptcy Court
       Eastern District of Tennessee (Greeneville)

Debtor's Counsel: Dean B. Farmer, Esq.
                  HODGES, DOUGHTY & CARSON PLLC
                  P.O. Box 869
                  Knoxville, TN 37901
                  Tel: (865) 292-2307
                  Fax: (865) 292-2252
                  E-mail: dfarmer@hdclaw.com

Scheduled Assets: $8,653,012

Scheduled Liabilities: $4,073,578

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/tneb12-51752.pdf

The petition was signed by Kenneth P. Whaley, president.


BLUEJAY PROPERTIES: Case Summary & Largest Unsecured Creditor
-------------------------------------------------------------
Debtor: Bluejay Properties, LLC
        dba Quinton Point
        2316 Wildcat Lane
        Junction City, KS 66441

Bankruptcy Case No.: 12-22680

Chapter 11 Petition Date: September 28, 2012

Court: United States Bankruptcy Court
       District of Kansas (Kansas City)

Debtor's Counsel: Todd A. Luckman, Esq.
                  STUMBO HANSON, LLP
                  2887 SW MacVicar
                  Topeka, KS 66611
                  Tel: (785) 267-3410
                  Fax: (785) 267-9516
                  E-mail: todd@stumbolaw.com

Scheduled Assets: $17,000,000

Scheduled Liabilities: $13,112,325

The petition was signed by Michael L. Thomas of TICC Prop. Mng.,
member.

The list of 20 largest unsecured creditors contains only one
entry:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Steve Mustoe                                     $12,325
Mustoe Law Firm LLC
US Bank Building,
2nd Floor, Suite 260
5100 W 95th Street,
Prairie Village, KS
66207-3378


BROADWAY FINANCIAL: Reports $1.7-Mil. Net Earnings in 2nd Quarter
-----------------------------------------------------------------
Broadway Financial Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net earnings of $1.69 million on $5.18 million of total interest
income for the three months ended June 30, 2012, compared with a
net loss of $1.72 million on $6.47 million of total interest
income for the same period during the prior year.

The Company reported net earnings of $1.85 million on
$10.67 million of total interest income for the six months ended
June 30, 2012, compared with a net loss of $1.85 million on
$13.05 million of total interest income for the same period a year
ago.

The Company's balance sheet at June 30, 2012, showed
$390.93 million in total assets, $371.26 million in total
liabilities, and $19.66 million in total shareholders' equity.

The Company has a tax sharing liability to the Bank which exceeds
operating cash at the Company level.  The Company used its cash
available at the holding company level to pay a substantial
portion of this liability pursuant to the terms of the Tax
Allocation Agreement between the Bank and the Company on March 30,
2012, and does not have cash available to pay its operating
expenses.  Additionally, the Company is in default under the terms
of a $5 million line of credit with another financial institution
lender.

"Due to the regulatory cease and desist order that is in effect,
the Bank is not allowed to make distributions to the Company
without regulatory approval, and that approval is not likely to be
given.  Accordingly, the Company will not be able to meet its
payment obligations within the foreseeable future unless the
Company is able to secure new capital.  These conditions raise
substantial doubt about the Company's ability to continue as a
going concern."

Crowe Horwath LLP, in Costa Mesa, California, expressed
substantial doubt about the Company's ability to continue as a
going concern following the annual results for the year ended
Dec. 31, 2011.

                        Bankruptcy Warning

"There can be no assurance our recapitalization plan will be
achieved on the currently contemplated terms, or at all.  If we
are unable to raise capital, we plan to continue to shrink assets
and implement other strategies to increase earnings.  Failure to
maintain capital sufficient to meet the higher capital
requirements could result in further regulatory action, which
could include the appointment of a conservator or receiver for the
Bank.  The Company or its creditors could also initiate bankruptcy
proceedings."

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

                        http://is.gd/oDBCv4

                      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.  The Bank is currently regulated by
the Office of the Comptroller of the Currency and the Federal
Deposit Insurance Corporation.


BRONX PARKING: In Talks With Bondholders
----------------------------------------
Michelle Kaske, writing for Bloomberg News, reports that Bronx
Parking Development Co., a nonprofit that operates parking garages
serving New York Yankees baseball fans under a lease with New York
City, won't have sufficient reserves next year to pay investors
holding about $240 million of tax-exempt debt, according to a
security filing.

Bloomberg says the corporation, after making a payment to
bondholders recently, has about $422,000 of debt-service reserves
remaining and an $8.1 million surplus fund, according to offering
documents and a notice filed with the Municipal Securities
Rulemaking Board.  Bloomberg notes principal and interest payments
to bondholders next year total $15 million, almost double the cash
currently available to repay investors.

According to the report, the corporation said in June the
securities must be restructured, with investors taking losses, or
it may pursue bankruptcy protection.  Bonds due in 2017 traded as
low as 45 cents on the dollar Aug. 21, according to data compiled
by Bloomberg.

"We are having many discussion with bondholders," including the
option to file for bankruptcy, Steven Polivy, Esq., an attorney
representing Bronx Parking, said in a telephone interview,
according to Bloomberg.

Bloomberg says Edward Moran, a financial adviser for Bronx
Parking, declined to comment on any potential bankruptcy filing or
how the corporation plans to pay investors in 2013.  The next
payment is due April 1.

The report notes Bronx Parking has been hurt by Major League
Baseball fans taking public transportation to games and falling
attendance at Yankee Stadium.

Bloomberg says Nuveen Asset Management owned $131.1 million of the
parking-garage debt as of Aug. 31, according to data compiled by
Bloomberg.  Kristyna Munoz, a spokeswoman for Nuveen, declined to
comment.


CAMP COOLEY: Court Confirms Third Amended Liquidating Plan
----------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Texas
confirmed on Sept. 24, 2012, CCR Restructuring, Ltd., formerly
Camp Cooley Ltd.'s Third Amended Liquidating Plan of
Reorganization dated Aug. 10, 2012, as amended.

The Plan provides for the assets of the Debtor to remain in the
Liquidating Debtor after confirmation of the Plan for the sole
purpose of winding up the business affairs of the Debtor,
liquidating its assets and distributing them to creditors in
accordance with the terms of the Plan.

The Plan proposes to pay the claims of creditors through a
rational liquidation conducted over a period time following the
Effective Date.  Admintex LLC, whose primary employee is Klaus
Birkel, will serve as the initial Plan Administrator.

General unsecured creditors, the sole impaired, non-insider
Class under the Plan, accepted the Plan.  General Unsecured Claims
will be paid from Distributable Cash on a pro rata basis in
installments on each successive Plan Distribution Date until all
Allowed Claims are paid in full or all proceeds of Property of
Estate are distributed in accordance with the Plan, whichever
occurs first.  In the event the Allowed General Unsecured Claims
are paid in full, equity interests in the Debtor as they existed
on the Petition Date will be restored.

A copy of the Third Amended Liquidating Plan of Reorganization is
available at http://bankrupt.com/misc/ccr.doc800.pdf

                         About Camp Cooley

CCR Restructuring, Ltd., f/k/a Camp Cooley Ltd., is a Texas
limited partnership whose owner is Birkel Investment Holdings,
Ltd.  Mr. Klaus Birkel owns BIH.  CCR Restructuring includes the
following entities which were merged into the Company, effective
Nov. 7, 2009: North CC Pipeline, LLC; Birkel CCR GP LLC; CCR
Royalty, Ltd.; Ultimate Genetics, LLC; and Camp Cooley Genetics,
LLC.

The Debtor filed a voluntary petition for Chapter 11 (Bankr. W.D.
Tex. Case No. 09-61311) on Nov. 8, 2009.  In its schedules,
the Debtor disclosed $57,917,118 in assets and $28,138,421 in
liabilities.

Blake L. Beckham, Esq., at Beckham & Mandel, in Dallas; and
Debra L. Innocenti, Esq., Raymond W. Battaglia, Esq., and Robert
K. Sugg, Esq., at Strasburger Price Oppenheimer Blend, in San
Antonio, Tex., represent the Debtor as counsel.

The Debtor's largest assets including a 10,770 acre ranch, various
mineral rights, and the majority of the Debtor's personal property
have been liquidated pursuant to orders of the Bankruptcy Court
and the proceeds distributed to Secured Creditors.  The Debtor's
remaining assets consist primarily of interests in foreign
partnerships, litigation claims and accounts payable to the
Debtor.


CAREY LIMOUSINE: Meeting to Form Creditors' Panel Set for Oct. 11
-----------------------------------------------------------------
Roberta A. DeAngelis, the United States Trustee for Region 3, will
hold an organizational meeting on October 11, 2012, at 10:30 a.m.
in the bankruptcy case of Carey Limousine L.A., Inc. The meeting
will be held at:

         J. Caleb Boggs Federal Building
         844 King Street, Room 5209
         Wilmington, DE 19801

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.

Carey Limousine L.A., Inc., filed a Chapter 11 petition (Bankr. D.
Del. Case No. 12-12664) on Sept. 25, 2012.  Carey Limousine, a
subsidiary of Carey International, is one of the largest
chauffeured transportation services companies in Southern
California.


CARMIKE CINEMAS: Rave Acquisition No Impact on Moody's 'B2' CFR
---------------------------------------------------------------
Carmike Cinemas, Inc. announced an agreement to purchase 251
screens in 16 locations from Rave Reviews Cinemas, LLC for $19
million of cash and the assumption of approximately $100 million
of lease obligations. The transaction does not impact Carmike's B2
CFR, because Moody's expected the company to seek expansion
through acquisitions and the financing will not materially change
credit metrics. The acquisition also enhances Carmike's scale and
geographic diversity.

Carmike had $86 million of cash on its balance sheet in June,
providing ample liquidity and potential dry powder for incremental
small acquisitions. The new theaters are financed primarily with
capital leases and bring minimal rent expense. Moody's estimates
lease adjusted leverage of approximately 5 times debt-to-EBITDA
pro forma for the transaction, in line with the 5.1 times debt-to-
EBITDA Carmike reported for the trailing twelve months ended June.
Furthermore, the acquired theaters have already converted to
digital and, with an average age of less than 8 years, won't
require substantial upgrade capital investment.

Some of the markets are slightly larger than Carmike's historic
target, posing some operational risk. However, after taking steps
to improve Carmike's existing circuit over the past several years,
Moody's believes management has capacity to focus on the newly
acquired theaters and views the diversity positively.

Headquartered in Columbus, Georgia, Carmike Cinemas, Inc. operates
233 cinema theatres with 2,245 screens located in 35 states,
primarily in small to mid-sized communities. Its annual revenue is
approximately $500 million.


CARTER FAMILTY: Case Summary & 13 Unsecured Creditors
-----------------------------------------------------
Debtor: Carter Familty Bowl Inc.
        1601 Fullers Cross Road
        Winter Garden, FL 34787

Bankruptcy Case No.: 12-13190

Chapter 11 Petition Date: September 27, 2012

Court: U.S. Bankruptcy Court
       Middle District of Florida (Orlando)

Debtor's Counsel: Michael E. Golub, Esq.
                  MICHAEL E. GOLUB, PA
                  819 West Main Street, Suite B
                  Tavares, FL 32778
                  Tel: (352) 742-7777
                  Fax: (352) 742-7743
                  E-mail: golublawoffice@aol.com

Scheduled Assets: $406,500

Scheduled Liabilities: $1,715,671

The Company's list of its 13 largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flmb12-13190.pdf

The petition was signed by Donald J. Carter, president.


CENTRAL FEDERAL: Redeems TARP Securities Held by U.S. Treasury
--------------------------------------------------------------
Central Federal Corporation entered into a Securities Purchase
Agreement with the United States Department of the Treasury.  The
Agreement allowed the Company to redeem the Preferred Stock and
Warrant held by the Treasury and forgive all accrued but unpaid
dividends on the Preferred Stock issued in connection with the
Troubled Asset Relief Program Capital Purchase Program for a total
payment of $3 million.  The redemption of the TARP Securities was
completed on Sept. 26, 2012.

Pursuant to an agreement with the U.S. Department of the Treasury,
the Company utilized a portion of the proceeds from its recently
completed stock offering to redeem the Preferred Stock, including
all accrued but unpaid dividends and warrant issued in connection
with the Troubled Asset Relief Program Capital Purchase Program.
The redemption resulted in an increase in common stockholders'
equity of $5 million.

Bob Hoeweler, Chairman of the Board, commented, "This completes a
very successful recapitalization of CFBank.  We would like to
thank all stakeholders for their support."  Tim O'Dell, CEO,
added, "We are extremely pleased that CFBank is in a strong
financial condition following our capital raise and, thus, able to
fully retire the TARP obligation.  CFBank is moving forward in a
position of strength to better service businesses and consumers in
the Ohio communities of Fairlawn (Akron), Columbus, Wellsville and
Calcutta."

On Aug. 20, 2012, the Company successfully completed a stock
offering, selling 15 million shares of its common stock at $1.50
per share, resulting in gross proceeds of $22.5 million before
expenses.  The Company invested $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 Company's pro forma tangible book value as of June 30, 2012,
after reflecting completion of the stock offering and redemption
of the TARP Securities, was $1.66 per common share.  The
redemption of the TARP Securities increased tangible book value by
approximately $.31 per common share.

A copy of the Securities Purchase Agreement is available at:

                        http://is.gd/4pRduK

                       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.



CENVEO INC: S&P Puts 'B' CCR on Watch Neg on High 2013 Maturities
-----------------------------------------------------------------
Standard & Poor's Ratings Services placed all ratings for Cenveo
Inc., including the 'B' corporate credit rating, on CreditWatch
with negative implications.

"The CreditWatch placement reflects Standard & Poor's expectation
that the company may not have enough liquidity to pay down its
7.875% senior unsecured notes by mid-2013. If the notes are not
fully repaid by June 1, 2013, the maturity date of the revolving
credit facility and term loan will be accelerated to Sept. 2,
2013. As of the company's second quarter earnings call on Aug. 9,
2012, $98.5 million of the 7.875% senior unsecured notes remained
Outstanding," S&P said.

"Over the next year, we expect the company's leverage to remain
high and liquidity to remain limited, with significant debt
maturities in 2013," said Standard & Poor's credit analyst Daniel
Haines.

"For these reasons, we consider Cenveo's financial profile 'highly
leveraged' (based on our criteria). We view the company's business
risk profile as 'weak' because of Cenveo's participation in the
highly competitive and cyclical printing markets. We expect
ongoing pricing pressure from industry overcapacity and limited
scope for margin improvement. Over the near term, we expect this
to result in lower organic revenue and make any EBITDA gains
unlikely without cost reduction," S&P said.

"A midsized company, Cenveo has a leading niche position in
fragmented segments of the printing market, including direct-mail
envelope manufacturing, specialty-label manufacturing, packaging
printing, and technical journal printing. Despite this, our
assessment of Cenveo's business profile as weak reflects our
expectation of a continuing migration online of certain forms of
printed media--such as journals and periodicals--and intense
pricing pressure. Cenveo has been relatively effective at cost
management and realizing acquisition synergies, but, in our view,
faces ongoing revenue pressures," S&P said.

"For the full year of 2012, we believe revenue will fall at a mid-
to high-single-digit percent rate. We believe that EBITDA will be
flat to slightly up because of cost reductions and lower
restructuring expenses. In 2013, we believe organic revenue will
remain flat or decline at a low-single-digit rate. We expect
EBITDA to fall at a low-single-digit rate as well. During the
second quarter, top-line revenue performance was below our
expectations, as revenue fell 6.6% because of lower direct mail
volume and pricing pressure. EBITDA growth of 1.9%, above our
expectations, was a result of lower sales, general, and
administrative expenses," S&P said.

"Leverage, adjusted for leases, pension, and accrued interest was
high, at 7.1x for the 12 months ended June 30, 2012, consistent
with the indicative debt to EBITDA ratio of above 5.0x that we
associate with a highly leveraged financial risk profile. Coverage
was low at 1.7x. We expect leverage to improve minimally because
of modest EBITDA gains and some debt repayment, but remain high.
We believe interest coverage will remain below 2x over the near
term. The company converted about 38% of EBITDA to discretionary
cash flow for the 12 months ended June 30, 2012. We expect the
company to convert roughly 25% to 40% of EBITDA to discretionary
cash flow in 2012 and 2013, but believe that discretionary cash
flow will be insufficient to pay down the 7.785% senior unsecured
notes by June of 2013. We expect Cenveo to primarily use
discretionary cash flow for debt repayment," S&P said.

Cenveo has "less than adequate" sources of liquidity, per S&P's
criteria. "Our assessment of the company's liquidity profile
incorporates the expectations and assumptions," S&P said:

    "We believe the company's sources of liquidity may not exceed
    uses by 1.2x or more over the next 12 to 18 months," S&P said.

    "We believe that the company will not maintain covenant
    compliance if EBITDA decreases by 15%," S&P said.

"On June 30, 2012, Cenveo had $14 million in cash. Availability
under its revolving credit facility was $48 million as of July 31,
2012. We expect the company to report positive discretionary cash
flow of roughly $40 million to $70 million in 2012. The company's
margin of compliance with financial covenants was tight at
slightly under 10% as of June 30, 2012, causing gross revolver
availability to decline. The covenants have periodic step-downs,
the next being from 6.25x to 6x at the end of 2012, and we expect
headroom to remain tight over the foreseeable future. The next
significant maturity is in December 2013, when the $98.5 million
outstanding of the company's 7.875% senior subordinated notes are
due. The term loan has 1% amortization," S&P said.

                             CREDITWATCH

"In resolving our CreditWatch, we will assess the company's
ability to address its 2013 maturities. We could lower the rating
if we conclude that the company will not have adequate liquidity
to pay down its 7.875% subordinated notes by June 1, 2013, as the
maturity date of the revolving credit facility and term loan will
be accelerated to Sept. 2, 2013, if the notes are not paid down at
this time. We could also lower the rating if covenant headroom
continues to tighten to less than 5% and it appears that the
company may violate covenants," S&P said.

"Although a remote possibility, we could revise the outlook to
stable, should Cenveo reduce its 2013 debt maturities meaningfully
by the end of 2012, and we become confident that the company will
generate enough cash flow and have enough revolving credit
facility capacity to meet this obligation, while establishing a
margin of compliance healthily above 10%," S&P said.


CHC HELICOPTER: Moody's Rates $200-Mil. Sr. Secured Notes 'B2'
--------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to CHC Helicopter
S.A.'s proposed $200 million senior secured first lien notes. CHC
Helicopter S.A. is a subsidiary of 6922767 Holding S.a.r.l.
(collectively CHC). Moody's affirmed both the B2 rating on CHC
Helicopter S.A.'s $1.1 billion senior secured first lien notes and
the Ba2 rating on its $375 million super-senior secured revolving
credit facility. The B2 Corporate Family Rating (CFR) and
Probability of Default Rating were also affirmed. A Speculative
Grade Liquidity rating of SGL-3 was assigned and the rating
outlook was changed to stable from negative.

The proceeds of the notes will be used to reduce borrowings under
the company's revolving credit facility.

"Moody's changed CHC's rating outlook to stable reflecting the
company's improved operating performance and decreased leverage,"
said Terry Marshall, Moody's Senior Vice President. "We expect the
company to continue to grow its EBITDA through its focus on both
costs and profitable new contracts."

Assignments:

  Issuer: 6922767 Holding S.a.r.l.

     Speculative Grade Liquidity Rating, Assigned SGL-3

  Issuer: CHC Helicopter S.A.

     Senior Secured Regular Bond/Debenture, Assigned a range of 53
     - LGD4; B2

Outlook Actions:

  Issuer: 6922767 Holding S.a.r.l.

    Outlook, Changed To Stable From Negative

  Issuer: CHC Helicopter S.A.

    Outlook, Changed To Stable From Negative

Ratings Rationale

The B2 CFR reflects CHC's high leverage, a complex portfolio of
aircraft operating lease agreements, a complex corporate structure
and inherent cyclicality in the oil and gas services sector. The
B2 CFR favorably reflects CHC's longstanding customer
relationships and four to five year contracts with highly rated
oil and gas companies in its offshore oil & gas flying business,
which comprises about 80% of revenue, and the government contracts
in the search and rescue (SAR) and emergency medical services
businesses. The rating also considers CHC's large fleet of high
quality medium and heavy aircraft, its geographic diversity, and
that approximately 68% of CHC's flying revenue is derived from
fixed monthly fees.

The Ba2 rated senior secured revolving credit facilities are rated
Ba2, three notches higher than the CFR of B2 under Moody's Loss
Given Default (LGD) Methodology. The secured credit facilities
benefit from their prior ranking to the US$1,300 million senior
secured notes, which are rated at the B2 Corporate Family Rating.

The SGL-3 rating reflects adequate liquidity. Pro-forma for the
$200 million October 2012 notes issuance, the company will have
approximately $50 million of cash and $300 million available,
after $70 million of letters of credit, under its $375 million
revolving credit facility, which matures in October 2015. Moody's
estimates that the company will consume negative free cash flow of
about $125 million through mid-2013, which will be funded with
revolver drawings and the proceeds of aircraft disposals. The
revolver has one financial covenant (maximum super senior
debt/EBITDA of 2.5x), with which the company should be comfortably
in compliance through mid-2013. However, the company has
restrictive covenants on its aircraft leases, with which Moody's
also expects compliance through mid-2013, but at much narrower
margins than on the sole financial covenant. CHC's liquidity
is enhanced by its ability to sell certain aircraft for value in
excess of the lease buyout payments as the leases for these
aircraft expire.

The stable outlook reflects CHC's longstanding customer
relationships and four to five year contracts with highly rated
oil and gas companies, and leadership position in the helicopter
transportation industry. A rating upgrade would be dependent on
leverage trending toward the 5.5x range and a forward view of two
to three years of stability in the company's lease portfolio. The
rating could be downgraded if leverage appears to be headed above
7x or if the company again finds itself requiring multiple
covenant amendments and waivers, or if liquidity is strained.

The principal methodology used in rating CHC was the Global
Oilfield Services Industry Rating 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.

CHC, headquartered in Vancouver, British Columbia, is a
significant provider of helicopter services to the global offshore
exploration and production industry with operations in
approximately 30 countries.


CHC HELICOPTER: S&P Gives 'B+' Rating on $200MM Sr. Secured Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' issue-level
rating, and '4' recovery rating, to CHC Helicopter S.A.'s US$200
million senior secured notes due 2020. The '4' recovery rating
indicates our expectations of average (30%-50%) recovery in the
event of default. CHC Helicopter S.A. is a subsidiary of
6922767 Holding s.a.r.l. (collectively, CHC Helicopter).

"The notes will be guaranteed by CHC Helicopter and its
subsidiaries including CHC Helicopter Holding s.a.r.l. The notes
issuance will not lead to any increase in debt levels as proceeds
from the notes will be used to pay down debt outstanding under the
company's credit facility. Standard & Poor's adjusted debt-to-
EBITDA ratio is about 7.5x and expected to improve to 7.0x by
fiscal year-end 2013 and 6.0x by fiscal year-end 2014," S&P said.

"The 'B+' rating and stable outlook on CHC Helicopter reflect what
we consider to be the company's highly leveraged financial risk
profile and fair business risk profile," said Standard & Poor's
credit analyst Jatinder Mall. "We base these profiles on our view
of the company's high leverage ratio, the fact that its private
equity ownership limits the rating to the 'B' category, and its
participation in a capital-intensive industry," Mr. Mall added.

"Somewhat mitigating these weaknesses, in our opinion, are the
company's strong position as the world's largest provider of
commercial helicopter services; favorable medium-to-long-term
demand outlook from the offshore oil and gas production industry
(about three-quarters of revenue); and relatively moderate levels
of competition in the markets where it provides services," S&P
said.

CHC Helicopter's fair business risk profile reflects a company
that operates in a bifurcated industry comprising the Gulf of
Mexico and the rest of the world. The company has made a strategic
decision not to operate in the Gulf of Mexico, which is a highly
competitive market. The rest of the world is considered
oligopolistic, with CHC Helicopter and Bristow Group Inc.
(BB/Negative/--) being major global operators. In the majority of
the markets in which the company operates, CHC Helicopter has a
distinct advantage given its global customer relationships, safety
process, and newer aircraft.

RATINGS LIST
6922767 Holding s.a.r.l. (CHC Helicopter)
Corporate credit rating                   B+/Stable/--

Rating Assigned
CHC Helicopter S.A.
US$200 mil sr secured notes due 2020      B+
  Recovery rating                          4


CONTOURGLOBAL POWER: S&P Rates $350MM Sr. Secured Term Loan 'BB-'
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'BB-'
rating to ContourGlobal Power Holdings S.A.'s (CGPH) proposed $350
million senior secured term loan facility due 2017. "We also
assigned the term loan a preliminary recovery rating of '2',
indicating our expectation of substantial (70% to 90%) recovery in
the event of a payment default. Assignment of a final rating
hinges on our receipt and review of executed documentation. The
final rating could differ if any terms change materially," S&P
said.

The preliminary corporate credit rating on CGPH's parent,
ContourGlobal L.P. (CG; a developer of electric power generation
and district heating assets), remains 'B+'. The preliminary
corporate credit rating on CGPH, a 100% owned subsidiary of CG
that benefits from a guarantee from both CG and its project-owning
subsidiaries, also remains 'B+'.

"The rating reflects the application of our project developer
methodology, under which we assign quality of cash flow scores to
the different cash streams coming into CG from each project in the
asset portfolio," said Standard & Poor's credit analyst Ben
Macdonald. "We view the financial profile to be 'aggressive' and
have assigned a quality of cash flow score of 8, equating to a
weak business profile," Mr. Macdonald added.

"The proceeds of the term loan will be used to repay some existing
project-level debt (EUR35 million at Maritza, the anticipated
largest contributor to cash flow, and approximately $15 million at
Asa Branca, a wind project) and to acquire or construct new
projects from CG's development pipeline," S&P said.


CONVERTED ORGANICS: Swaps Shares, Warrants for $881,460 Debt
------------------------------------------------------------
Converted Organics Inc. entered into a letter agreement with
Iroquois Master Fund, Ltd., and an institutional investor pursuant
to which the Company agreed to exchange 452,640 shares of common
stock of Vringo, Inc., and warrants to purchase an additional
186,408 shares of common stock at $1.76 per share for the
forgiveness and extinguishment of $881,460 of debt and the
repurchase by Converted of warrants to purchase 1,191,823,000
shares of common stock of the Company at $0.00088 per share.

In addition, the Investors agreed not to seek payment or to
convert into shares of common stock the $600,200 of debt remaining
outstanding until Jan. 1, 2013, or until the price of the
Company's common stock is $0.05 per share.

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

                        http://is.gd/9x2dX2

                     About Converted Organics

Boston, Mass.-based Converted Organics Inc. utilizes innovative
clean technologies to establish and operate environmentally
friendly businesses.  Converted Organics currently operates in
three business areas, namely organic fertilizer, industrial
wastewater treatment and vertical farming.

After auditing the 2011 results, Moody, Famiglietti & Andronico,
LLP, noted that the Company has suffered recurring losses and
negative cash flows from operations and has an accumulated deficit
that raises substantial doubt about its ability to continue as a
going concern.

Converted Organics reported a net loss of $17.98 million in 2011,
compared with a net loss of $47.81 million in 2010.

The Company's balance sheet at June 30, 2012, showed $7.05 million
in total assets, $6.91 million in total liabilities and $140,006
in total stockholders' equity.


CRISTIANI, LLC: Case Summary & 4 Unsecured Creditors
----------------------------------------------------
Debtor: Cristiani, LLC
        Adobe Fountain Suites
        208 E. Prince Road
        Tucson, AZ 85705

Bankruptcy Case No.: 12-21464

Chapter 11 Petition Date: September 27, 2012

Court: U.S. Bankruptcy Court
       District of Arizona (Tucson)

Judge: Eileen W. Hollowell

Debtor's Counsel: Marshall Fealk, Esq.
                  LAW OFFICE OF MARSHALL FEALK
                  7471 E. Tanque Verde Road
                  Tucson, AZ 85715
                  Tel: (520) 795-1010
                  Fax: (520) 795-1122
                  E-mail: mfealkattorney@hotmail.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 four largest unsecured
creditors filed with the petition is available for free at:
http://bankrupt.com/misc/azb12-21464.pdf

The petition was signed by John A. Cristiani, president.


CROWN CASTLE: Fitch Affirms 'BB' Longterm Issuer Default Rating
---------------------------------------------------------------
Fitch Ratings has affirmed the long-term IDR of Crown Castle
International Corp. (Crown) and its subsidiaries at 'BB'.  Fitch
has also affirmed Crown's long-term debt ratings and subsidiaries,
as shown below.  The Rating Outlook is Stable.

The affirmation follows Crown's announcement of a definitive
agreement to acquire rights to approximately 7,200 towers of T-
Mobile USA, Inc. for $2.4 billion. Under the agreement, Crown will
have the exclusive right to lease and operate the T-Mobile Towers
for a weighted average lease term of approximately 28 years.
Crown will also have the option to purchase such towers at the end
of the respective lease term for aggregate option payments of
approximately $2.4 billion.  The transaction is expected to close
in fourth quarter-2012.

Crown anticipates funding the acquisition with new debt, available
revolver capacity and cash on hand. Leverage pro forma for the
acquisition would increase to the mid-6 times (x) range.  This is
materially outside of Fitch's current range for Crown's 'BB'
rating.

Crown's ratings are supported by strong recurring cash flows
generated from its leasing operations, a robust EBITDA margin that
should continue to increase through new lease-up opportunities,
and the scale of its tower portfolio.  The substantial operational
scale provided by its large tower portfolio combined with
favorable wireless demand characteristics should translate into
sustainable operating performance and FCF growth over the longer-
term.  As a result, Crown maintains significant flexibility with
prioritizing the use of its liquidity and discretionary cash flow.

Thus, Fitch expects Crown to de-lever through a mix of cash flow
growth and debt reduction in the next 12 to 15 months after the
transaction closes.  This should improve credit protection
measures back within rating expectations.  Fitch projects leverage
to be 6x or lower by the end of 2013.  Any deviation from the
expected deleveraging path would likely result in Fitch taking a
negative rating action.

Fitch views Crown's liquidity position as solid.  However, Crown
has used a significant portion of its liquidity to fund the
acquisition.  Crown has meaningful FCF generation, balance sheet
cash, and favorable maturity schedule relative to available
liquidity.  Cash, excluding restricted cash, was $96 million as of
June 30, 2012.  For the LTM ending March 31, 2012, FCF was
approximately $278 million.  Crown spent $391 million on capital
during this period with approximately $200 million allocated for
land purchases, which is discretionary in nature.

For 2012, Crown expects adjusted funds from operations of
approximately $850 million.  The next large maturity is not until
2015 when $1.7 billion of notes come due including three tranches
of securitized debt.  Common stock repurchases have scaled back,
totaling $36 million for the first two quarters of 2012 compared
to $193 million a year ago.

As of June 30, 2012, Crown had full availability on its $1 billion
senior secured revolving credit facility maturing in 2017.  Fitch
expects Crown will pay down the facility in the coming quarters to
restore availability under the revolver.  The financial covenants
within the credit agreement are more restrictive than in the past.
This is evident in total net leverage ratio, which is 6.0x
compared to 7.5x and consolidated interest coverage of 2.5x
compared to 2.0x.  The financial leverage covenant has an
additional stepdown to 5.5x in 2014.  The credit agreement also
has security fallaway provisions in the event CCIC achieves
investment grade ratings.

What Could Trigger a Rating Action?

Negative: Fitch believes Crown's leverage is outside of the
current expectations for the 'BB' rating category as a result of
the acquisition.  Future developments that may, individually or
collectively, lead to Fitch taking a negative rating action
include:

  -- If Crown does not deleverage the company below 6x in the next
     12-to-15 months; or
  -- If Crown makes additional material acquisitions that are debt
     financed.

Positive: Fitch believes Crown's longer-term ratings have upward
potential from further operational and credit profile
improvements.  In the 2015-2016 timeframe, Crown has indicated the
potential for a REIT conversion.  Future developments that may,
individually or collectively, lead to Fitch taking a positive
rating action include:

  -- The stability and operating leverage within its leasing
     operations;
  -- Growth in broadband data leading to increased lease-up
     opportunities;
  -- Maintaining less aggressive financial policies than in the
     past; and
  -- If Crown continues to following the potential path of a REIT
     conversion and materially de-levers the company.

Fitch has affirmed the following ratings with a Stable Outlook:

Crown Castle International Corp. (CCIC)

  -- IDR at 'BB';
  -- Senior unsecured debt at 'BB-'.

CCOC

  -- IDR at 'BB';
  -- Senior secured credit facility at 'BB+'.

CC Holdings GS V LLC (GS V)

  -- IDR at 'BB';
  -- Senior secured notes at 'BBB-'.


CROWN CASTLE: S&P Affirms 'B+' Corp. Credit Rating; Outlook Stable
------------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Crown
Castle International Corp. to stable from positive as a result of
the company's announced agreement to acquire rights to T-Mobile's
7,200 towers in a debt-financed transaction valued at about $2.4
billion. "At the same time, we affirmed all of Crown's ratings,
including the 'B+' corporate credit rating," S&P said.

"The outlook revision reflects our view that there is no longer a
one-third probability of an upgrade given the additional debt
associated with the acquisition," said Standard & Poor's credit
analyst Catherine Cosentino. "We now expect leverage, including
our adjustments for operating leases, to be nearly 8x as of the
end of 2012, pro forma for the EBITDA contribution from the T-
Mobile towers."

"While we believe that the combination of contractual rent
increases, additional tenant colocation revenues on its existing
towers, and somewhat faster revenue growth on the T-Mobile towers
will contribute to a low- to mid-teen percent increase in EBITDA
in 2013," added Ms. Cosentino, "we don't expect leverage to drop
to 7x or below before 2014 at the earliest. Our positive outlook
had incorporated the possibility that Crown's leverage would
improve to 7x or less within our two-year rating horizon, which we
no longer believe is achievable."

The ratings on Crown reflect the company's aggressive financial
policy, given its historical use of debt and excess cash flow to
fund large stock repurchases.

"The outlook is stable. As a result of Crown's acquisition of the
leasing rights to the T-Mobile towers, we expect that its debt to
EBITDA will be nearly 8x for 2012, pro forma for the T-Mobile
transaction. We expect this leverage to decline to the mid-7x area
by the end of 2013," S&P said.

"The rating could be raised if we came to expect a leverage
reduction to 7x or lower on a sustained basis, which could occur
if EBITDA increases at around a 13% rate in 2013 rather than the
low- to mid-teen percent area we currently assume in our base-case
scenario. Conversely, and less likely, in our view, we could lower
the rating if Crown were to become more aggressive in its
financial policy such that it used debt to repurchase stock for in
excess of $5 billion, since this would increase leverage to the
10x area," S&P said.


DAE AVIATION: S&P Gives 'B-' Rating on $520MM Secured Term Loan
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B-' issue rating
to DAE Aviation Holdings Inc.'s proposed $520 million secured term
loan due 2018. Standard & Poor's assigned a '3' recovery rating to
the loan, indicating that it expects lenders will receive a
meaningful (50%-70%) recovery in the event of payment default. "We
are also affirming our 'CCC' issue rating and '6' recovery rating
on the company's unsecured notes. The '6' recovery rating
indicates our expectation of negligible (0%-10%) recovery," S&P
said.

"The company also plans to enter into a new $150 million asset-
based loan (ABL) revolving credit facility due 2017 (not rated),
that will replace the existing $100 million revolver ($65 million
outstanding as of June 30, 2012) due 2013. The company will use
the proceeds from the new term loan to refinance the existing $470
million term loan due 2014, pay related fees and expenses, and
provide additional cash liquidity. Both the revolver and term loan
will be due six months before the August 2015 maturity of the
company's unsecured notes, if the notes are not refinanced before
that date," S&P said.

"If the refinancing is completed on terms substantially similar to
those presented, we expect to affirm the corporate credit rating
and revise the outlook to stable from negative. In July 2012, we
revised the outlook to negative because of concerns about
liquidity, primarily covenant compliance and expected negative
free cash flow for 2012, as well as large upcoming debt maturities
in the next three years. The new facility will reset covenants to
provide a 25%-30% cushion to management's most recent forecast,
alleviating that concern. Free cash flow is also likely to be
better than we had expected as a result of a recent win of a large
completions contract that has favorable cash flow characteristics.
The refinancing also extends the maturity of the revolver and term
loan by more than a year, but the $325 million of notes are still
due in 2015. Overall, we believe the refinancing and other
developments will enable us to revise our liquidity assessment to
'adequate' from 'less than adequate.' Although debt will increase
modestly, credit ratios still support our 'highly leveraged'
financial risk profile," S&P said.

RATINGS LIST

DAE Aviation Holdings Inc.
Corporate Credit Rating             B-/Negative/--

New Ratings

Standard Aero Ltd.
DAE Aviation Holdings Inc.
$520 mil. sec term loan due 2018    B-
  Recovery Rating                    3

Ratings Affirmed

DAE Aviation Holdings Inc.
Senior Unsecured                    CCC
  Recovery Rating                    6


DIALOGIC INC: TowerBrook Investors Discloses 4% Equity Stake
------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, TowerBrook Investors L.P., TCP General
Partner L.P., and TowerBrook Capital Partners LLC disclosed that
as of Aug. 8, 2012, they beneficially own 575,341 shares of common
stock of Dialogic Inc. representing 4% of the shares outstanding.

As a result of the conversion of Dialogic's convertible promissory
notes into approximately 40.1 million shares of Dialogic's common
stock on Aug. 8, 2012 (with that 40.1 million number of shares
being prior to giving effect to the 5-for-1 reverse stock split
described in Dialogic Inc.'s Form 8-K filed on Sept. 14, 2012),
the Reporting Parties are no longer 5% beneficial owners of
Dialogic's common stock.

A copy of the filing is available for free at:

                        http://is.gd/FBHhlK

                          About Dialogic

Milpitas, Calif.-based Dialogic Inc. provides communications
platforms and technology that enable developers and service
providers to build and deploy innovative applications without
concern for the complexities of the communication medium or
network.

The Company reported a net loss of $54.81 million in 2011,
following a net loss of $46.71 million in 2010.

The Company's balance sheet at June 30, 2012, showed
$140.76 million in total assets, $188 million in total
liabilities, and a $47.23 million total stockholders' deficit.

                        Bankruptcy Warning

The Company said in its 2011 annual report that in the event of an
acceleration of the Company's obligations under the Term Loan
Agreement or Revolving Credit Agreement and its failure to pay the
amounts that would then become due, the Revolving Credit Lender or
Term Lenders could seek to foreclose on the Company's assets.  As
a result of this, or if the Company's stockholders do not approve
the Private Placement and the Notes become due and payable, the
Company would likely need to seek protection under the provisions
of the U.S. Bankruptcy Code or the Company's affiliates might be
required to seek protection under the provisions of applicable
bankruptcy codes.  In that event, the Company could seek to
reorganize its business, or the Company or a trustee appointed by
the court could be required to liquidate the Company's assets.


DOWLING COLLEGE: Moody's Reviews 'Caa1' Rating for Downgrade
------------------------------------------------------------
Moody's Investors Service places the Caa1 rating of Dowling
College on Review for possible downgrade. The rating action
impacts $14.2 million of rated debt (Series 1996 and Series 2002
bonds). The Series 2002 bonds were issued through the Town of
Brookhaven Industrial Development Agency, and the Series 1996
bonds were issued through the Suffolk County Industrial
Development Agency.

Summary Rating Rationale:

The rating action reflects the recent unusual announcement by the
college that the President will be leaving well before his
contract expiration date (2014). The new President started at
Dowling in June 2011, just over one year ago. At the time of his
appointment in 2011, Moody's  believed the new President's
previous professional experiences with college turnarounds was
credit positive for Dowling. Dowling has had multiple presidents
over the last decade. The low rating reflects Moody's  ongoing
concern about the college's very thin unrestricted liquidity,
deteriorating student market position with multiple years of
pressure on enrollment, and expected operating deficit in FY 2012
driven by the enrollment decline in fall 2011.

Rating Methodology

The principal methodology used in this rating was U.S. Not-for-
Profit Private and Public Higher Education published in August
2011.


DYNEGY INC: Emerges from Chapter 11 Bankruptcy
----------------------------------------------
Dynegy Inc. successfully completed its Chapter 11 reorganization
and emerged from bankruptcy October 1.  The Company will have
approximately $800 million in liquidity in the form of cash
(restricted and unrestricted) and letter of credit capacity
available to support the Company's post emergence operations and
commercial activities and this, along with the elimination of over
$4 billion debt through the Chapter 11 process, gives Dynegy one
of the strongest balance sheets in the independent power producers
sector.  The common stock and warrants to purchase common stock
for the reorganized Company are expected to be listed with and
begin trading on the New York Stock Exchange on Oct. 3, 2012 under
the symbols DYN and DYNw, respectively.  The reorganized Company
will have approximately 100 million shares outstanding.

"We are very pleased to announce the successful completion of our
financial restructuring and emergence in what can be considered a
relatively quick timeframe due to the collaboration of our
stakeholders during the Chapter 11 process," said Robert C.
Flexon, Dynegy President and Chief Executive Officer.  "Dynegy is
well positioned for success and we are committed to creating value
for our investors.  With the Chapter 11 process behind us, our
focus is exclusively on executing our forward strategy.  With our
balanced asset portfolio, along with operational, commercial and
financial discipline and our dedicated workforce, we are confident
that we will deliver favorable results in the current as well as
future market environments."

As part of the reorganization, on Sept. 30, 2012, Dynegy Holdings,
LLC merged with and into Dynegy Inc.  Under the terms of the Joint
Chapter 11 Plan of Reorganization (the Plan) in exchange for the
elimination of over $4 billion in debt and other obligations,
unsecured creditors are receiving common equity representing a 99%
stake in the reorganized Company and $200 million in cash.  Legacy
stockholders are receiving a 1% stake in the reorganized Company
and 5-year warrants to purchase up to 13.5% of the common stock of
the reorganized Company (on a fully-diluted basis) to be
exercisable at $40 per share.  Dynegy expects that it will
initiate distributions of stock and cash to creditors and
stockholders, according to the terms of the Plan, starting on Oct.
2, 2012.  The reorganized Company will have approximately 15.6
million warrants outstanding (with shares of common stock
authorized and reserved for issuance on a one-for-one basis), and
approximately 6.1 million shares of common stock authorized and
reserved for issuance for distributions to be made under Dynegy's
employee incentive plan.

Dynegy Northeast Generation, Inc., Hudson Power, L.L.C., Dynegy
Danskammer, L.L.C. and Dynegy Roseton, L.L.C. did not emerge from
bankruptcy October 1 and remain under Chapter 11 protection.

                         About Dynegy Inc

Dynegy Inc.'s subsidiaries produce and sell electric energy,
capacity and ancillary services in key U.S. markets.  The Dynegy
Power, LLC power generation portfolio consists of approximately
6,771 megawatts of primarily natural gas-fired intermediate and
peaking power generation facilities, the Dynegy Midwest
Generation, LLC portfolio consists of approximately 3,132
megawatts of primarily coal-fired baseload power plants, and a
separate portfolio consists of approximately 1,693 megawatts from
two power plants which are primarily natural gas-fired peaking and
baseload coal generation facilities.


EASTMAN KODAK: To End Consumer Inkjet Printer Sales in 2013
-----------------------------------------------------------
Eastman Kodak Company highlighted its restructuring
accomplishments to date in a motion submitted Friday to the
Bankruptcy Court to extend until Feb. 28, 2013, its exclusive
right to file a plan of reorganization.  The extension will assist
the company as it continues its progress toward successful
emergence in the first half of 2013.

In its motion, Kodak described the substantial progress it has
made toward reorganization goals since filing for Chapter 11 on
January 19, 2012. Kodak's case is large and complex, involving
some $5 billion in assets, global operations, thousands of
contracts and leases, thousands of potential creditors, and
ongoing asset sales. Kodak's progress includes the successful
stabilization of its business, the development of its emergence
plan, significant operating improvements, the expansion of
customer and vendor relationships, and substantial cost
reductions.

Kodak previously announced its intention to emerge as a company
focused on commercial, packaging & functional printing solutions
and enterprise services, as well as processes to sell its
Personalized Imaging and Document Imaging businesses. Consistent
with that emergence strategy, Kodak has continued to manage its
Consumer Inkjet business for profitability, and the company
announced Sept. 28 that, starting in 2013, it will focus that
business on the sale of ink to its installed base, and wind down
sales of consumer inkjet printers. Kodak expects that this
decision will significantly improve cash flow in the U.S.
beginning in the first half of 2013.

"Kodak is making good progress toward emergence from Chapter 11,
taking significant actions to reorganize our core ongoing
businesses, reduce costs, sell assets, and streamline our
organizational structure," said Antonio M. Perez, Kodak Chairman
and Chief Executive Officer.  "Steps such as the sale of
Personalized Imaging and Document Imaging, and the Consumer Inkjet
decision, will substantially advance the transformation of our
business to focus on commercial, packaging & functional printing
solutions and enterprise services.  As we complete the other key
objectives of our restructuring in the weeks ahead, we will be
well positioned to emerge successfully in 2013."

Kodak remains committed to its significant installed base of
consumer inkjet printer customers, who recognize the value
proposition of affordable ink, high-quality output because of
Kodak's unique pigment-based inks, and advanced features including
cloud printing. The company will provide its customers and retail
partners the same level of service and support they have come to
expect from Kodak.

In its motion to the Court, Kodak described specific
accomplishments thus far, including:

   * The formulation of a business strategy focused on commercial,
     packaging & functional printing solutions and enterprise
     services that will be the cornerstone of a plan of
     reorganization;

   * The stabilization of its global business resulting in the
     maintenance of key customer and supplier relationships around
     the world;

   * An extensive operational restructuring that has streamlined
     businesses and reduced corporate costs. This restructuring
     includes the reduction of Kodak's global workforce by more
     than 2,700 positions so far in 2012, with the current
     expectation of a further reduction of at least 1,200
     employees (up 200 from the 1,000 previously announced). This
     23% headcount reduction will result in a savings of more than
     $340 million per year and a smaller workforce of
     approximately 13,100 employees;

   * Negotiations with respect to a fair, equitable and permanent
     resolution of Kodak's U.S. retiree benefit (OPEB) liability,
     which amounts to approximately $1.2 billion;

   * Use of the applicable provisions of the Bankruptcy Code to
     renegotiate existing supply contracts or to enforce
     prepetition contracts to achieve substantial cost savings;

   * Actions to exit or sell unprofitable and declining
     businesses, such as the digital camera and on-line photo
     services businesses;

   * Commencement of a process to sell the market-leading
     Personalized Imaging and Document Imaging businesses, which
     are not core to Kodak's future. Kodak noted that, while the
     sale process is still in its early stages, there has already
     been significant interest among potential buyers for these
     businesses;

   * Continued negotiations with respect to the sale of its
     intellectual property assets and the development of
     alternatives in the event a transaction on acceptable terms
     is not reached, and

   * Continuation of normal global operations while aggressively
     conserving cash, with worldwide cash balances consistently
     in excess of $1 billion and with Days Payable Outstanding
     remaining stable.

The company anticipates that in the near term, it will begin
realizing savings from its new, more strategically focused
business, workforce reductions and other cost-reduction
initiatives.  Kodak continues its analysis of further operational
and workforce reductions in an effort to streamline operations and
generate profits.

"The actions we are taking are significant steps toward our
successful emergence," said Perez.  "We are committed to take the
remaining steps required for our emergence in 2013 as a
profitable, sustainable company."

An Omnibus Hearing to consider the motion and other matters is
scheduled for Oct. 17, 2012.

                        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.

As of July 31, 2012, the Company had total assets of
$3.93 billion, total liabilities of $5.32 billion and total
stockholders' deficit of $1.39 billion.

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.


EQUIPMENT ACQUISITION: Plan Administrator Faces Dismissal of Suits
------------------------------------------------------------------
Bankruptcy Judge Timothy A. Barnes has threatened to dismiss nine
clawback lawsuits filed by William Brandt, Jr., the plan
administrator for Equipment Acquisition Resources, Inc., unless
the complaints are amended by Oct. 31 to provide the necessary
specificity regarding the alleged fraudulent scheme and the
transfers allegedly made.

The Plan administrator sued several entities to recover lease
payments alleged to have been fraudulently transferred from EAR to
the defendants as part of a fraudulent lease scheme orchestrated
by Sheldon Player.  The defendants filed separate requests seeking
dismissal under Federal Rule of Civil Procedure 12(b)(6) for
failure to state a claim upon which relief may be granted or to
plead fraud with th e particularity required by Rule 9(b).

The defendants and the alleged payments received are:

     Defendant                           Payments Received
     ---------                           -----------------
     American Bank, FSB                     $1.5 million
     Suntrust Leasing Corporation           $1.3 million
     The CIT Group/
          Equipment Financing, Inc.         $1.5 million
     Comerica Leasing                       $2.0 million
     KLC Financial, Inc.                    $1.4 million
     Pentech Financial Services, Inc.       $1.8 million
     People's Capital and Leasing Corp.     $1.0 million
     TD Banknorth Leasing Corporation
          a/k/a TD Equipment Finance, Inc.  $6.2 million

"[T]he Complaint will be dismissed in one month, on November 1,
2012, unless the Plan Administrator has amended the Complaint,"
Judge Barnes held.

The lawsuits are: WILLIAM A. BRANDT, JR., solely in his capacity
as Plan Administrator for Equipment Acquisition Resources, Inc.,
Plaintiff, v. AMERICAN BANK, FSB, Defendant, Adv. Proc. No. 11 A
02200 (Bankr. N.D. Ill.).  A copy of the Court's Sept. 28, 2012
Memorandum Decision is available at http://is.gd/d4eUPDfrom
Leagle.com.

WILLIAM A. BRANDT, JR., solely in his capacity as Plan
Administrator for Equipment Acquisition Resources, Inc.,
Plaintiff, v. SUNTRUST LEASING CORPORATION, Defendant, Adv. Proc.
No. 11 A 02201 (Bankr. N.D. Ill.).  A copy of the Court's Sept.
28, 2012 Memorandum Decision is available at http://is.gd/ykmq3d
from Leagle.com.

WILLIAM A. BRANDT, JR., solely in his capacity as Plan
Administrator for Equipment Acquisition Resources, Inc.,
Plaintiff, v. THE CIT GROUP/EQUIPMENT FINANCING, INC. Defendant,
Adv. Proc. No. 11 A 02203 (Bankr. N.D. Ill.).  A copy of the
Court's Sept. 28, 2012 Memorandum Decision is available at
http://is.gd/i67xMmfrom Leagle.com.

WILLIAM A. BRANDT, JR., solely in his capacity as Plan
Administrator for Equipment Acquisition Resources, Inc.,
Plaintiff, v. COMERICA LEASING, a division of COMERICA BANK
Defendant, Adv. Proc. No. 11 A 02218 (Bankr. N.D. Ill.).  A copy
of the Court's Sept. 28, 2012 Memorandum Decision is available at
http://is.gd/dQCdQ7from Leagle.com.

WILLIAM A. BRANDT, JR., solely in his capacity as Plan
Administrator for Equipment Acquisition Resources, Inc.,
Plaintiff, v. KLC FINANCIAL, INC., Defendant, Adv. Proc. No. 11 A
02222 (Bankr. N.D. Ill.).  A copy of the Court's Sept. 28, 2012
Memorandum Decision is available at http://is.gd/2YP4yvfrom
Leagle.com.

WILLIAM A. BRANDT, JR., solely in his capacity as Plan
Administrator for Equipment Acquisition Resources, Inc.,
Plaintiff, v. PENTECH FINANCIAL SERVICES, INC. Defendant, Adv.
Proc. No. 11 A 02231 (Bankr. N.D. Ill.).  A copy of the Court's
Sept. 28, 2012 Memorandum Decision is available at
http://is.gd/xc41cMfrom Leagle.com.

WILLIAM A. BRANDT, JR., solely in his capacity as Plan
Administrator for Equipment Acquisition Resources, Inc.,
Plaintiff, v. PEOPLE'S CAPITAL AND LEASING CORP. Defendant, Adv.
Proc. No. 11 A 02233 (Bankr. N.D. Ill.).  A copy of the Court's
Sept. 28, 2012 Memorandum Decision is available at
http://is.gd/BdKxv9from Leagle.com.

WILLIAM A. BRANDT, JR., solely in his capacity as Plan
Administrator for Equipment Acquisition Resources, Inc.,
Plaintiff, v. TD Banknorth Leasing Corporation Defendant, Adv.
Proc. No. 11 A 02582 (Bankr. N.D. Ill.).  A copy of the Court's
Sept. 28, 2012 Memorandum Decision is available at
http://is.gd/o8VTshfrom Leagle.com.

                    About Equipment Acquisition

Palatine, Illinois-based Equipment Acquisition Resources, Inc.,
operated in the semiconductor equipment sales and servicing
industry.  It was designed to operate as a refurbisher of special
machinery, a manufacturer of high-end technology parts, and a
process developer for the manufacture of high-technology parts.
The bulk of EAR's stated revenue derived from refurbishing and
selling high-tech machinery; it was set up to purchase high-tech
equipment near the end of its useful life at prices that were low
relative to the cost of new units, and then refurbish using a
propriety process the equipment for sale to end-users at
substantial gross margins.

EaR engaged in a massive fraud from 2005 to 2009.  That fraud
included, but was not limited to, selling semiconductor equipment
at inflated prices, leasing the equipment back, misrepresenting
the value of the equipment, and pledging certain pieces of
equipment multiple times to various creditors to secure
financing.  It owned 2,000 pieces of semiconductor manufacturing
equipment.

First Premier Capital LLC, claiming to be owed $20 million,
alleged that the scheme has cost creditors up to $175 million.

EAR filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ill.
Case No. 09-39937) on Oct. 23, 2009.  Barry A. Chatz, Esq., at
Arnstein & Lehr LLP, served as the Company's counsel.  The Company
estimated $10 million to $50 million in assets and $100 million to
$500 million in liabilities in its petition.  Unsecured creditors
were owed about $102 million.

On July 15, 2010, the Court approved the Debtor's Second Amended
Plan of Liquidation.  William A. Brandt, Jr., the Debtor's chief
restructuring officer, was named Plan Administrator.


FIFTH & PACIFIC: Earnings Guidance No Impact on Moody's 'B2' CFR
----------------------------------------------------------------
Moody's Investors Service stated that Fifth & Pacific Companies,
Inc.'s ("FNP") updated earnings guidance is a credit negative for
the company, as this updated guidance primarily reflects that
stabilizing the performance of Juicy Couture -- its largest brand
by sales -- is proving more challenging than anticipated. Despite
this negative, the updated guidance does not have any immediate
impact on the company's B2 Corporate Family Rating, its stable
outlook or the SGL-2 Speculative Grade Liquidity rating.

The company's operating profitability has been negatively impacted
by weak performance at Juicy Couture, FNP's largest brand which
represented approximately 35% of adjusted 2011 revenues. Juicy has
seen negative trends in revenues -- same-store sales declined 7%
in 2011 and fell a further 5% through the third fiscal quarter of
2012. Juicy Couture's gross margins have been pressured as the
company saw significant shortfalls in full price sell-through
rates in the third quarter and the company expects these trends
will continue for the balance of the year. As a result, management
stated it expects Juicy Couture's earning contribution will now be
meaningfully lower in 2012 than in 2011. The company has taken a
number of steps to reverse the negative trends at Juicy Couture
including inventory adjustments and remerchandising initiatives.
however, these adjustments are likely to take some time to gain
traction with consumers.

The company's challenges at Juicy Couture have been partly offset
by the continued strong performance of kate spade, whose
comparable store sales rose 31% for the first nine months of 2012.
kate spade is now the most significant earnings contributor for
FNP, representing around 50% of the company's expected adjusted
EBITDA (before corporate costs) in 2012. The kate spade product
continues to resonate with its customer and this brand has shown
solid growth now for an extended period of time. The company also
continues to see positive performance at Lucky Brand Jeans, which
has shown an 11% increase in comparable store sales year to date,
and this business is making a more meaningful contribution to
overall profitability.

The principal methodology used in rating Fifth & Pacific
Companies, Inc. was the Global Apparel Industry Methodology
published in May 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.

Fifth & Pacific Companies, Inc. designs and markets a portfolio of
retail-based, premium, global lifestyle brands including Juicy
Couture, kate spade, and Lucky Brand.


FLORIDA GAMING: Names David Jonas as Chief Restructuring Officer
----------------------------------------------------------------
David S. Jonas, age 51, was appointed the chief restructuring
officer of Florida Gaming Centers, Inc., the wholly owned
subsidiary of Florida Gaming Corporation, pursuant to an
Engagement Letter between Mr. Jonas and Centers, effective
Sept. 25, 2012.

Mr. Jonas was appointed as Chief Restructuring Officer following
the Company's and Centers' receipt on Aug. 9, 2012, of notice of
acceleration of indebtedness outstanding under its Credit
Agreement with certain lenders and also foreclosure actions
against the Company and Centers that were filed on Sept. 5, 2012,
by those lenders.

In his position as Chief Restructuring Officer, Mr. Jonas will be
responsible for and have control over the day-to-day operations of
Centers.  Mr. Jonas has not previously held a position with
Centers or the Company.  Over the past five years, Mr. Jonas has
served as Chief Executive Officer of Parx Casino, President of
Phoenix Gaming & Entertainment, LLC, and President of Miami Casino
Management.  Each of these previous employers operates in the
gaming industry.

Neither Centers nor the Company has had any disclosable related-
party transactions with Mr. Jonas, and Mr. Jonas does not have any
family relationships with any of the Company's directors or other
executive officers.  The Engagement Letter provides Mr. Jonas
compensation at a rate of $25,000 per month plus reimbursement of
reasonable expenses incurred in connection with the performance of
his duties.  The Engagement Letter does not provide for severance
pay.  Until such time as the Company's lenders exercise warrants
to purchase shares of Centers common stock that were issued in
connection with the Credit Agreement, Centers' board of directors
has the right to terminate Mr. Jonas at will.  After those
warrants are exercised, Mr. Jonas' position may be terminated by
either party upon giving 60 days written notice.

Under the Engagement Letter, Mr. Jonas is an independent
contractor of Centers.

The Engagement Letter authorizes and empowers Mr. Jonas to:

   -- direct, oversee and manage Centers' daily operations,
      including, without limitation, sole responsibility for all
      treasury functions and day-to-day cash flow decisions;

   -- manage Centers' cash flow and liquidity;

   -- make recommendations for and implement improvements;

   -- assist in evaluating current management and employees,
      reporting and governance procedures and implement
      appropriate alterations;

   -- attend meetings of Centers' board of directors; and

   -- provide any ongoing operational and financial updates and
      any other information required under the Credit Agreement.

                       About Florida Gaming

Florida Gaming Corporation operates live Jai Alai games at
frontons in Ft. Pierce, and Miami, Florida through its Florida
Gaming Centers, Inc. subsidiary.  The Company also conducts
intertrack wagering (ITW) on jai alai, horse racing and dog racing
from its facilities.  Poker is played at the Miami and Ft. Pierce
Jai-Alai, and dominoes are played at the Miami Jai-Alai.  In
addition, the Company operates Tara Club Estates, Inc., a
residential real estate development located near Atlanta in Walton
County, Georgia.  Approximately 46.2% of the Company's common
stock is controlled by the Company's Chairman and CEO either
directly or beneficially through his ownership of Freedom Holding,
Inc.  The Company is based in Miami, Florida.

The Company reported a net loss of $21.76 million in 2011,
compared with a net loss of $4.84 million in 2010.

The Company's balance sheet at June 30, 2012, showed
$84.01 million in total assets, $118.36 million in total
liabilities, and a $34.34 million total stockholders' deficit.

As of June 30, 2012, the Company was in default on an $87,000,000
credit agreement regarding certain covenants.  The Company's
continued existence as a going concern is dependent on its ability
to obtain a waiver of its credit default and to generate
sufficient cash flow from operations to meet its obligations.

After auditing the 2011 results, King & Company, PSC, in
Louisville, Kentucky, noted that the Company has experienced
recurring losses from operations, cash flow deficiencies, and is
in default of certain credit facilities, all of which raise
substantial doubt about its ability to continue as a going
concern.


FREEDOM COMMS: Newspaper Carriers Made Substantial Contribution
---------------------------------------------------------------
Peg Brickley, writing for Dow Jones Newswires, reports that
Bankruptcy Judge Brendan Shannon ruled that newspaper carriers and
their counsel, White & Case LLP's Craig Averch, carried the day
for Freedom Communications Inc.'s unsecured creditors, negotiating
a new and improved Chapter 11 plan to replace the one the company
contemplated when it filed for bankruptcy protection in 2009.
Freedom's case paid out $30 million to unsecured creditors,
including the newspaper carriers.  Originally, they were slated to
get $5 million.  The Court said the newspaper carriers made a
"substantial contribution" in the case and their lawyers are
getting about $230,000 for its fees.

Years before the bankruptcy, Dow Jones recounts, the newspaper
carriers sued Freedom for failing to pay minimum wage, failing to
provide meal and rest breaks, failing to pay for required waiting
time, and other alleged unfair business practices.  Freedom agreed
to pay $28 million to settle the case, but, just before the
settlement was due to be paid, the company filed for Chapter 11.

According to the report, under Freedom's original Chapter 11 plan,
the suppliers were getting paid in full, while Allan Bell, the
former CEO, was getting out from under the threat of a suit over
the $1 million he received in a pre-bankruptcy deal.  This left
the newspaper carriers the only real unsecured creditors on the
committee, and pushed Mr. Averch into position as the top
negotiator on the Chapter 11 plan with the banks, court papers
say.

                   About Freedom Communications

Freedom Communications, headquartered in Irvine, Calif., is a
national privately owned media company operating print
publications, broadcast television stations and interactive
businesses.  Freedom Communications filed for Chapter 11
protection (Bankr. D. Del. Case No. 09-13046) on Sept. 1, 2009.
Attorneys at Young Conaway Stargatt & Taylor, and Latham & Watkins
LLP served as Chapter 11 counsel.  Houlihan, Lokey, Howard &
Zukin, Inc., served as financial advisors while AlixPartners LLC
served as restructuring consultants.  Logan & Co. served as claims
and notice agent.  Freedom Communications had $757 million in
assets against debts of $1.077 billion as of July 31, 2009.

The Bankruptcy Court confirmed Freedom' Plan of Reorganization on
March 9, 2010.  The Plan became effective April 30, 2010.  The
Plan, which was supported by the Steering Committee of the
Company's secured lenders and the Official Committee of Unsecured
Creditors, eliminated $450 million of debt from Freedom's balance
sheet.  Creditors, led by JPMorgan Chase, agreed to cut the debt
by nearly 60% to $325 million in return for control of the
Company.


FREMONT HOSPITALITY: Case Summary & 6 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Fremont Hospitality Group, LLC
        3422 Port Clinton Rd
        Fremont, OH 43420

Bankruptcy Case No.: 12-34424

Chapter 11 Petition Date: September 28, 2012

Court: United States Bankruptcy Court
       Northern District of Ohio (Toledo)

Judge: Richard L. Speer

Debtor's Counsel: Donald R. Harris, Esq.
                  DONALD HARRIS LAW FIRM
                  158 E. Market St.
                  Suite 302b
                  Sandusky, OH 44870
                  Tel: (419) 621-9388
                  Fax: (419) 624-8592
                  E-mail: donharris_dhc@sbcglobal.net

Estimated Assets: $0 to $50,000

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

A copy of the Company's list of its six largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/ohnb12-3442.pdf

The petition was signed by Annie Kolath, president.


FTLSS LLC: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: Ftlss LLC
        aka Off Broward
        3340 SE 6 Avenue
        Ft Lauderdale, FL 33316

Bankruptcy Case No.: 12-33087

Chapter 11 Petition Date: September 27, 2012

Court: U.S. Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: John K. Olson

Debtor's Counsel: Lawrence B. Wrenn, Esq.
                  WRENN LAW OFFICES
                  3340 SE 6 Avenue
                  Ft Lauderdale, FL 33316
                  Tel: (407) 497-9797

Scheduled Assets: $7,409,678

Scheduled Liabilities: $6,778,278

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

The petition was signed by Marvin T. Chaney, principal/member.


FUEL DOCTOR: Settles with Turn One; B. Perez Dismisses Claim
------------------------------------------------------------
Fuel Doctor Holdings, Inc., and its wholly owned subsidiary Fuel
Doctor LLC entered into a settlement agreement with Turn One
Racing LLC on Sept. 20, 2012.  Under the terms of the Settlement
Agreement, the Company agreed to:

  (i) pay Turn One $5,000 upon execution of the Settlement
      Agreement;

(ii) issue Turn One 380,000 shares of the Company's common stock;
      and

(iii) pay Turn One $15,000 in fifteen equal installments beginning
      on Jan. 15, 2013.

As soon as practicable following the date of the Agreement, the
parties will cooperate to dismiss the complaint filed by Turn One
in the United States District Court for the Western District of
Virginia, Civil No. 4:12-CV-0001-JLK, alleging breach of contract
under the Sponsorship Agreement, dated March 29, 2011, by and
between the Company and Turn One.

At any time after the date of the Agreement, the Company will have
the right, upon 30 day prior written notice, to purchase the
Option Shares from Turn One or its assignee at a price per share
equal to $0.50.  Beginning on the two year anniversary of the date
of Turn One will have the right, upon 30 day prior written notice,
to require the Company to purchase the Option Shares from Turn One
or its assignee at a price per share equal to $0.50.

As previously reported, the Company is a defendant in a matter
entitled Benjamin Anthony Perez, on behalf of Himself and All
Others Similarly Situated v. Fuel Doctor, LLC and DOES 1-10,
Inclusive filed March 16, 2011, in the United States District
Court, Central District of California, Case No. SACV11-01204-JST
(ANX).  The Claim alleged that the Company's product did not work
as advertised.

On Sept. 20, 2012, the plaintiff filed a stipulation for voluntary
dismissal with the Court dismissing the Claim against all
defendants.

                         About Fuel Doctor

Calabasas, Calif.-based Fuel Doctor Holdings, Inc., is the
exclusive distributor for the United States and Canada of a fuel
efficiency booster (the FD-47), which plugs into the lighter
socket/power port of a vehicle and increases the vehicle's miles
per gallon through the power conditioning of the vehicle's
electrical systems.  The Company has also developed, and plans on
continuing to develop, certain related products.

Fuel Doctor reported a net loss of $2.69 million in 2011,
compared with a net loss of $2.48 million in 2010.

Rose, Synder & Jacobs LLP, in Encino, California, issued a "going
concern" qualification on the consolidated financial statements
for the period ended Dec. 31, 2011.  The indepdent auditors noted
that the Company has sustained recurring operating losses,
continues to consume cash in operating activities, and has an
accumulated deficit at Dec, 31, 2011, which conditions raise
substantial doubt about the Company's ability to continue as a
going concern.

The Company's balance sheet at March 31, 2012, showed $1.52
million in total assets, $1.40 million in total liabilities and
$120,446 in total shareholders' equity.


GARDA WORLD: Moody's Confirms B1 CFR; Rates New Facilities Ba1
--------------------------------------------------------------
Moody's Investors Service confirmed Garda World Security
Corporation's B1 corporate family and probability of default
ratings, B2 senior unsecured notes ratings, and assigned Ba1
ratings to Garda's proposed US$100 million revolving credit
facility and US$248 million term loan 'B'. Moody's withdrew
Garda's SGL-3 speculative grade liquidity rating as the company's
financials will not be in the public domain after it is taken
private. This action concludes the review for downgrade initiated
September 10, 2012, when a buy-out group led by Garda's CEO and a
subsidiary of funds advised by private equity firm Apax Partners
offered to acquire the company for C$1.1 billion. The acquisition
is subject to shareholder and customary regulatory approvals and
is expected to close in late 2012. The Ba1 senior secured ratings
of Garda's subsidiary, The Garda Security Group Inc., were
confirmed and will be withdrawn when the refinancing transaction
closes. The ratings outlook for Garda and GSG are stable.

Net proceeds from the new credit facilities (totaling $256
million) together with equity from the buy-out group ($379
million) will be used to purchase Garda's outstanding equity ($395
million), refinance existing bank debt ($199 million) and pay fees
and expenses ($41 million). Approximately $450 million of existing
debt is expected to survive the ownership change.

Ratings Rationale

"The rating confirmation reflects that Garda's initial leverage
will remain relatively steady at around 5x through the ownership
change while the more favorable terms of its new credit facility
will improve its liquidity," said Darren Kirk, a Vice President
and Senior Credit Officer with Moody's. "As well, we expect the
company will limit the size of its future acquisitions in order to
maintain its leverage around current levels going forward."

Garda's B1 corporate family rating is primarily influenced by its
high leverage, appetite for debt-financed acquisitions, highly
fragmented markets served, growing trend towards electronic
transactions which reduces cash usage, and ownership by a
financial sponsor which is expected to favor debt-financed growth
over financial deleveraging. These factors are mitigated by the
company's relatively stable business profile, competitive market
position, recurring nature of revenue stream, high contract
renewal rates, and good geographic and customer diversity.

Moody's notes that Garda may seek to replace its new $100 million
revolving credit facility with an ABL facility of the same size.
Should this happen, the ABL facility will be ranked ahead of the
term loan facility in accordance with Moody's Loss Given Default
Methodology, and the term loan rating will be lowered by one
notch. Moody's will require Garda to continue to provide
sufficient financial information in order for the ratings to be
maintained when the acquisition closes and the shares delisted.

While Moody's expects Garda to realize modest earnings growth
through the next 12 to 18 months, its appetite for debt-financed
acquisitions will hinder deleveraging. The rating outlook is
therefore stable.

Moody's is unlikely to consider upgrading Garda's rating as credit
metrics are not expected to improve due to its new owners favoring
growth over deleveraging. The rating could be moved up if Garda
sustains adjusted Debt/EBITDA below 4x and EBITDA-Capex/ Interest
towards 2.25x. The rating could be downgraded if Debt/EBITDA is
sustained towards 5.5x and EBITDA-Capex/ Interest is maintained
below 1.5x, if Garda pursues a material debt-financed acquisition
or if it should face challenges maintaining an acceptable
liquidity position.

The principal methodology used in rating Garda 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.

Garda World Security Corporation, headquartered in Montreal,
Canada, is a global provider of cash logistics (including armored
cars), physical security (including airport pre-screening at 27 of
Canada's airports) and risk consulting services (physical security
outside of North America). Revenue for the last twelve months
ended July 30, 2012 was $1.3 billion.


GASLIGHT SQUARE: Case Summary & 3 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Gaslight Square, Inc.
        P.O. Box 47683
        St. Petersburg, FL 33743-0000

Bankruptcy Case No.: 12-14765

Chapter 11 Petition Date: September 27, 2012

Court: U.S. Bankruptcy Court
       Middle District of Florida (Tampa)

Debtor's Counsel: Marshall G. Reissman, Esq.
                  THE REISSMAN LAW GROUP, P.A.
                  5150 Central Avenue
                  St. Petersburg, FL 33707
                  Tel: (727) 322-1999
                  Fax: (727) 327-7999
                  E-mail: marshall@reissmanlaw.com

Scheduled Assets: $1,915,478

Scheduled Liabilities: $5,415,000

The Company's list of its three largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flmb12-14765.pdf

The petition was signed by Gerard D'Souza, president.


GENERAL GROWTH: Bill Ackman Revives Push for Simon Merger
---------------------------------------------------------
Amy Or at Dow Jones' Daily Bankruptcy Review reports that Pershing
Square Capital Management LP's Bill Ackman again pushed for
General Growth Properties Inc. to explore a merger with Simon
Property Group Inc., saying General Growth investors may lose out
if Brookfield Asset Management Inc. acquires the company through a
stealth takeover.

                       About General Growth

Based in Chicago, Illinois, General Growth Properties, Inc. --
http://www.ggp.com/-- is the second-largest U.S. mall owner,
having ownership interest in, or management responsibility for,
more than 200 regional shopping malls in 44 states, as well as
ownership in master planned community developments and commercial
office buildings.  The Company's portfolio totals roughly
200 million square feet of retail space and includes more than
24,000 retail stores nationwide.  General Growth is a self-
administered and self-managed real estate investment trust.  The
Company's common stock is trading in the pink sheets under the
symbol GGWPQ.

General Growth Properties Inc. and its affiliates filed for
Chapter 11 protection on April 16, 2009 (Bankr. S.D.N.Y., Case No.
09-11977).  Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq.,
Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil,
Gotshal & Manges LLP, serve as bankruptcy counsel.  Kirkland &
Ellis LLP is co-counsel.  Kurtzman Carson Consultants LLC has been
engaged as claims agent.  The Company also hired AlixPartners LLP
as financial advisor and Miller Buckfire Co. LLC, as investment
bankers.  The Debtors disclosed $29,557,330,000 in assets and
$27,293,734,000 in debts as of Dec. 31, 2008.

General Growth Properties on Nov. 9, 2010, successfully completed
the final steps of its financial restructuring and emerged from
Chapter 11.  GGP restructured roughly $15 billion of project-level
debt Recapitalized with $6.8 billion in new equity capital Paid
all creditor claims in full achieved substantial recovery for
equity holders.

As part of its plan of reorganization, GGP split itself into two
separate and independent publicly traded corporations, and
shareholders as of the record date of Nov. 1, 2010, received
common stock in both companies.


GIANT A & M: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Giant A & M, Inc.
        P.O. Box 685
        Laurel, NE 68745

Bankruptcy Case No.: 12-82208

Chapter 11 Petition Date: September 28, 2012

Court: United States Bankruptcy Court
       District of Nebraska (Omaha Office)

Debtor's Counsel: Howard T. Duncan, Esq.
                  DUNCAN LAW OFFICE
                  6910 Pacific Street, Suite 103
                  Omaha, NE 68106
                  Tel: (402) 934-4221
                  Fax: (402) 391-0088
                  E-mail: cathy@hduncanlaw.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 together with the petition is available for free at
http://bankrupt.com/misc/neb12-82208.pdf

The petition was signed by Phillip Mansfield, president.


GROUP 1 AUTOMOTIVE: S&P Shifts Outlook to Positive; Keeps 'BB' CCR
------------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Houston-based automotive retailer Group 1 Automotive Inc. to
positive from stable. "Our 'BB' corporate credit rating on Group
1, along with all related issue-level ratings on the company's
debt, remains unchanged," S&P said.

"There is a one-in-three likelihood we could raise the ratings on
Group 1 in the year ahead, if free operating cash flow to total
debt remains at 20% or higher, leverage remains in the range of
3.0x to 3.5x, and debt to capital is 50% or less," said Standard &
Poor's credit analyst Nancy Messer.

"Group 1's credit measures have shown steady improvement since the
2008-2009 recession because of improved vehicle and credit
markets. We believe credit measures could improve modestly from
this level in the year ahead because of Group 1's resilient
business model, focused financial policy, and demonstrated
operating expertise in recent years," S&P said.

"Our positive rating outlook on Group 1 reflects a one-in-three
likelihood we could raise the ratings on Group 1 in the year
ahead. We would need to view Group 1's business profile as
satisfactory, including the company's ability to sustain its
improved profitability. In addition, we would have to expect FOCF
to total debt to remain at 20% or higher, leverage to remain in
the range of 3.0x to 3.5x, and debt to capital to be less than 50%
for an upgrade to occur. For the 12 months ended June 30, 2012,
Group 1's free operating cash was significant at 21% of lease-
adjusted total debt, leverage stood at 3.2x, and debt to total
capital was 50%. We expect Group 1's improved operating
efficiencies, in combination with its diverse revenue stream and
brand mix, to enable it to generate free cash flow after capital
spending in 2012 and again in 2013. We would also need to believe
that the company will employ a moderate financial policy that
balances the expectations of shareholders with credit quality
consistent with a higher rating," S&P said.

"Alternatively, we could revise the outlook to stable if a shift
in financial policies leads to leverage exceeding 3.5x or FOCF to
total debt falling below 15% in the year ahead. This could occur
if aggressive debt-financed acquisitions led to higher debt, and
if EBITDA for any 12 month period were to drop to $230 million or
lower, leading to leverage of 3.5x. We could also lower the rating
if the slow economic recovery reverses course, leading to
declining revenues the company cannot offset with cost controls.
We could also revise the outlook to stable if Group 1 uses a
material amount of cash to fund a dividend payout to shareholders
or to repurchase its common shares, though we believe this
scenario is less likely," S&P said.


GRUBB & ELLIS: Commissions Won't Get Admin. Expense Status
----------------------------------------------------------
Bankruptcy Judge Martin Glenn denied the request of eight former
Grubb & Ellis real estate agents to deem the commissions they
earned post-bankruptcy for pre-bankruptcy transactions as
administrative expense claims.  Judge Glenn held that the buyers
for the transactions were all procured before the Petition Date.
Many of the Transactions either closed or were on their way to
closing before the Petition Date.  The judge said the Former
Agents' arguments cannot withstand the clearly established case
law that holds that commissions received postpetition for deals
that were procured prepetition simply cannot be classified as
administrative expense claims.

The Former Agents who previously worked for Grubb & Ellis either
as employees or independent contractors are Charles Dilks, Andrew
Klaff, Keith Lavey, Kurt Stout, Peter Rosan, Kevin McGloon, Bruce
McNair, and Steve Morgan.  All of the Former Agents except Steve
Morgan terminated their employment with Grubb & Ellis before the
Petition Date.  Steve Morgan terminated his employment after the
Petition Date.

The Former Agents are entitled to a commission for each
transaction in which the buyer or tenant was procured before the
Petition Date.  However, the Transactions also gave rise to
commissions that were paid to the Debtors after the Petition Date.

The Former Agents argue that the commissions are not prepetition
claims.  According to the Former Agents, the contractual
agreements between the parties indicated that the Former Agents
did not have a claim against the Debtors for commissions unless
and until the Debtors received payment from a third party.  The
Former Agents argue that they never "earned" or had a right to
payment of the commissions until payment was actually received by
Grubb & Ellis -- all of which occurred after the Petition Date.

The Debtors and the Creditors Committee argue that the Former
Agents' claims for commissions are actually prepetition claims
that would render them, at best, general unsecured claims.  The
Debtors cite a plethora of relevant case law holding that, where a
real estate broker procures a buyer or tenant prepetition, the
broker's claim for commissions relating to that transaction is not
entitled to administrative priority even when the right to payment
arises postpetition.  The Debtors also argue that even if the
Former Agents could establish that their claims are based on
postpetition transactions, the motion must still be denied because
they fail to establish that they afforded any benefit to the
Debtors' estate or that the Debtors induced them to act to provide
benefits to the estate.

A copy of the Court's Oct. 2, 2012 Memorandum Opinion and Order is
available at http://is.gd/UCsFzdfrom Leagle.com.

                        About Grubb & Ellis

Grubb & Ellis Company -- http://www.grubb-ellis.com/-- is a
commercial real estate services and property management company
with more than 3,000 employees conducting throughout the United
States and the world.  It is one of the oldest and most recognized
brands in the industry.

Grubb & Ellis and 16 affiliates filed for Chapter 11 bankrutpcy
(Bankr. S.D.N.Y. Lead Case No. 12-10685) on Feb. 21, 2012, to sell
almost all its assets to BGC Partners Inc.  The Santa Ana,
California-based company disclosed $150.16 million in assets and
$167.2 million in liabilities as of Dec. 31, 2011.

Judge Martin Glenn presides over the case.  The Debtors have
engaged Togut, Segal & Segal, LLP as general bankruptcy counsel,
Zuckerman Gore Brandeis & Crossman, LLP, as general corporate
counsel, and Alvarez & Marsal Holdings, LLC, as financial advisor
in the Chapter 11 case.  Kurtzman Carson Consultants is the claims
and notice agent.

BGC Partners, Inc., and its affiliate, BGC Note Acquisition Co.,
L.P., the DIP lender and Prepetition Secured Lender, are
represented in the case by Emanuel C. Grillo, Esq., at Goodwin
Procter LLP.

On March 27, 2012, the Court approved the sale to BCG.  An auction
was cancelled after no rival bids were submitted.  Pursuant to the
term sheet signed by the parties, BGC would acquire the assets for
$30.02 million, consisting of a credit bid the full principal
amount outstanding under the (i) $30 million credit agreement
dated April 15, 2011, with BGC Note, (ii) the amounts drawn under
the $4.8 million facility, and (iii) the cure amounts due to
counterparties.  BGC would also pay $16 million in cash because
the sale was approved by the March 27 deadline.  Otherwise, the
cash component would have been $14 million.

Approval of the sale was simplified when BGC settled with
unsecured creditors by increasing their recovery.

Several parties in interest have taken an appeal from the sale
order.

Grubb & Ellis Co. was renamed Newmark Grubb Knight Frank following
the sale.


HAMPTON ROADS: Unveils Renovated Ghent Office
---------------------------------------------
Hampton Roads Bankshares, Inc., has completed the renovation of
its office at 539 West 21st Street.  The Ghent office will now
house BHR's flagship branch for the Norfolk market, as well as
several senior banking executives.

Donna W. Richards, President of BHR, said, "The investment we have
made in renovating the Ghent office and the relocation of several
senior banking executives to this office underscores our
commitment to serving the banking needs of families and businesses
in the Norfolk market, which is an important part of our community
banking franchise."

The branch will continue to service the banking needs of
households and individuals with a full offering of products
including checking and savings accounts, mortgages, and consumer
loans.  In addition to the branch, the Ghent office will now house
Mary S. Oliver, Norfolk Market President, Donald F. Price, Senior
Vice President/Commercial Banker, Michael K. Imperial, Senior
Credit Officer, who will serve the financial needs of the Norfolk
Business Community, Peggy P. Barney, Director of the Private
Banking Group and Heather L. Cima, Vice President/ Norfolk Retail
Banking Area Manager.

BHR also has Norfolk branches in the Dominion Tower, serving
downtown Norfolk, and at 4037 E. Little Creek Road, serving the
East Beach area.

                  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.


HARTFORD COMPUTER: Court Confirms Joint Plan of Liquidation
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
confirmed on Sept. 25, 2012, the Joint Plan of Liquidation
proposed by Hartford Computer Hardware, Inc., et al., and the
Official Committee of Unsecured Creditors.

Secured creditor Delaware Street Capital Master Fund, L.P., and
allowed general unsecured claims voted to accept the Plan.

As reported in the TCR on July 18, 2012, pursuant to the Joint
Plan of Liquidation, Delaware Street will receive a 30% to 62%
recovery on account of its $61.50 million claim.  Delaware Street
will receive cash in an amount equal to all proceeds of the Avnet
transaction, the right to the earn-out, all "Excess Cash" of the
Debtors, and certain causes of action.  Holders of general
unsecured claims aggregating $2.5 million to $3.5 million will
have a 25% to 40% recovery.  Holders of equity interests won't
receive anything.

A copy of the Disclosure Statement is available at:

         http://bankrupt.com/misc/Hartford_DS_061312.pdf

                      About Hartford Computer

Schaumburg, Illinois-based Hartford Computer Hardware Inc. and its
affiliated entities are one of the leading providers of repair and
installation services in North America for consumer electronics
and computers.  Hartford Computer Hardware operates in three
complementary business lines: parts distribution and repair, depot
repair, and onsite repair and installation.  Products serviced
include laptop and desktop computers, commercial computer systems,
flat-screen television, consumer gaming units, printers,
interactive whiteboards, peripherals, servers, POS devices, and
other electronic devices.  Hartford Computer Hardware, though all
U.S. companies, operates a significant portion of their business
in Markham, Ontario, Canada.

Hartford Computer Hardware and three units filed for Chapter 11
bankruptcy (Bankr. N.D. Ill. Lead Case No. 11-49744) on Dec. 12,
2011.  The affiliates are Hartford Computer Group Inc. (Case No.
11-49750); Hartford Computer Government Inc. (Case No. 11-49752)
and Nexicore Services LLC (Case No. 11-49754).  Judge Pamela S.
Hollis oversees the case.  John P. Sieger, Esq., Peter A.
Siddiqui, Esq., and Paige E. Barr,Esq., at Katten Muchin Rosenman
LLP, in Chicago, serve as the Debtors' counsel.  The Debtors'
investment banker is Paragon Capital Partners, LLC; the special
counsel is ThorntonGrout Finnigan LLP; and the notice and claims
agent is Kurtzman Carson Consultants LLC.

The Debtors disclosed $19,013,862 in assets and $72,984,394 in
liabilities as of the Chapter 11 filing.  The petitions
were signed by Brian Mittman, chief executive officer.

Hartford Computer obtained Court permission to act as the foreign
representative of the Debtors in Canada to seek recognition of the
Chapter 11 case on the Debtors' behalf, and request the Ontario
Superior Court of Justice (Commercial List) to lend assistance to
the Bankruptcy Court in protecting the Debtors' property.

Avnet Inc., proposed buyer for Nexicore and HCG, is represented by
Frank M. Placenti, Esq., at Squire, Sanders & Dempsey L.L.P.

Delaware Street, the DIP lender, is represented in the case by
Landon S. Raiford, Esq., and Michael S. Terrien, Esq., at Jenner &
Block.

Matthew J. Botica, Esq., and Nancy G. Everett, Esq., at Winston &
Strawn LLP, argue for lenders ARG Investments, Enable Systems,
Inc., MRR Venture LLC, SKM Equity Fund II, L.P. and SKM Investment
Fund II.

The Official Committee of Unsecured Creditors in the Debtors'
cases tapped to retain Levenfeld Pearlstein, LLC, as its counsel
and Crowe Horwath LLP as its financial analysts.


HARVESTIME TABERNACLE: Case Summary & 4 Largest Unsec Creditors
---------------------------------------------------------------
Debtor: Harvestime Tabernacle Inc.
        509 E. 78th St.
        Brooklyn, NY 11236

Bankruptcy Case No.: 12-47010

Chapter 11 Petition Date: September 28, 2012

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

Judge: Elizabeth S. Stong

Debtor's Counsel: Bruce Weiner, Esq.
                  ROSENBERG MUSSO & WEINER LLP
                  26 Court Street, Suite 2211
                  Brooklyn, NY 11242
                  Tel: (718) 855-6840
                  Fax: (718) 625-1966
                  E-mail: rmwlaw@att.net

Scheduled Assets: $2,557,000

Scheduled Liabilities: $1,934,746

A copy of the Company's list of its four largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/nyeb12-47010.pdf

The petition was signed by Wayne Byrd, president.


HERCULES OFFSHORE: Gets $41MM Insurance Proceeds for Damaged Rig
----------------------------------------------------------------
Hercules Offshore, Inc., received final payment from its insurance
underwriters for the previously disclosed damage to its Hercules
185 jackup drilling rig.

The Company and its insurance underwriters reached a global
settlement, agreeing that the Rig should be considered a
constructive total loss, and the Company received total insurance
proceeds of $41 million for the Rig, including $7.5 million for
its earlier claim relating to previous leg damage to the Rig.

As part of the settlement, the Company agreed to transport and
attempt to sell the Rig, with the Company being entitled to the
first $1.5 million in proceeds from that sale and any sale
proceeds in excess of $1.5 million being split 75% to the
underwriters and 25% to the Company.

                      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.


HERCULES PUBLIC: S&P Puts 'BB' Rating on Revenue Bonds on Watch
---------------------------------------------------------------
Standard & Poor's Ratings Services placed on CreditWatch with
negative implications its 'BB' rating on  Hercules Public
Financing Authority's series 2010 electric system project revenue
bonds, series 2010 electric system project revenue refunding
bonds, series 2003B lease revenue bonds, and series 2009 taxable
lease revenue bonds (issued for the Bio-Rad Project), issued for
the city of Hercules.

"The CreditWatch placement reflects our uncertainty surrounding
the city's willingness to pay its obligations after the city's
statements in a Sept. 25, 2012 material event notice," said
Standard & Poor's credit analyst Sussan Corson.

"While the series 2010 bonds' debt service payments are secured by
a city covenant to advance available funds in the general fund as
well as net electric system revenue, the city states in the
material event notice that The city does not anticipate there will
any available funds to make such advances in the foreseeable
future and does not expect to make any such advances."

"As part of the series 2010 revenue bonds and series 2010 revenue
refunding bonds issuances, the city had entered into a cooperation
agreement with the Hercules Public Financing Authority. Pursuant
to the cooperation agreement, the city's covenant to make the
necessary payment to the authority no later than five days prior
to the bond payment date is an absolute obligation, not subject to
deduction or offset of any kind. The cooperation agreement
requires the city to amend the general fund budget, if necessary,
to make the appropriations to cover the lease payments. For more
information on our rating on the city and on the city's fiscal
2013 budget plan, please see the report published May 21, 2012 on
RatingsDirect on the Global Credit Portal," S&P said.

"If we determine that the city's willingness to pay is in
question, we could lower the ratings multiple notches. We expect
to resolve the CreditWatch status before the end of October," S&P
said.


HIGHWOODS PROPERTIES: Fitch Affirms 'BB Preferred Stock Rating
--------------------------------------------------------------
Fitch Ratings affirms the following credit ratings of Highwoods
Properties, Inc. (NYSE: HIW) and its operating partnership,
Highwoods Realty Limited Partnership, (collectively Highwoods, or
the Company):

Highwoods Properties, Inc.

  -- Long-term IDR at 'BBB-';
  -- Preferred stock at 'BB'.

Highwoods Realty Limited Partnership

  -- Long-term IDR at 'BBB-';
  -- Unsecured revolving credit facility at 'BBB-';
  -- Unsecured term loans at 'BBB-';
  -- Senior unsecured notes at 'BBB-.'

The Rating Outlook is Stable.

The ratings affirmations reflect Highwoods' improved asset
portfolio that is well-positioned in its core markets, a granular,
strong credit quality tenant base, and manageable lease expiration
and debt maturity schedules.  These strengths are tempered by
challenging office operating fundamentals in many of these
markets, which have resulted in stagnant same-store NOI growth and
difficult leasing conditions.  This is evident by elevated capital
expenditures and sustained negative cash rent spreads.

However, Fitch expects Highwoods' leverage and coverage metrics to
remain appropriate for the rating over the next 12-to-24 months.
The Stable Outlook considers Highwoods' adequate liquidity and
access to capital and solid unencumbered asset coverage of
unsecured debt, partially offset by Fitch's expectation of soft
property-level fundamentals.

The economic recovery remains fragile, with the high unemployment
rate continuing to adversely impact business prospects of many of
Highwoods' current tenants, and general office space users.
Highwoods' portfolio is focused primarily in the Southeast region,
with the top four markets represented by Raleigh (16.4% of
annualized cash revenue), Atlanta (14.2%), Nashville (13.2%) and
Tampa (12.6%).

Highwoods' geographic focus, with exposure to some weaker markets
with lower barriers to entry, has resulted in same-store NOI
declines of 0.6%, 2.9% and 2.8% for 2011, 2010 and 2009,
respectively.  Operating performance has seen positive momentum
more recently, however, with 5.4% growth in first quarter-2012
(1Q'12) and 1.8% in 2Q'12.  This was driven by an increase in
same-store occupancy, which has seen sustained improvement to
91.4% at 2Q'12 from 89.9% at 2Q'11.

Occupancy improvement has been partially offset by continued rent
declines.  Office cash rollover rents declined 6% in 1Q12 and 6.3%
in 2Q'12.  This follows significant declines in 2010-2011 that
ranged from 5% to 12.4%.  Despite the decline, average cash rental
rates for all in-place leases improved 2% year-over-year.  These
results were driven by contractual rent escalators and recent
acquisitions and dispositions, which have had a higher net effect
on in-place rents.

Highwoods' portfolio benefits from solid tenant diversification.
The top 10 tenants represent 23.2% of annual base rent (ABR) as of
June 30, 2012.  In addition, the US Federal Government is the
largest tenant, contributing 8.9% as of June 30, 2012 ABR (down
from 9.8% as of June 30, 2011).  Highwoods also has a well-
laddered lease expiration schedule, with an average of 11% of
annual base rent expiring in each of the next five years.  This
should mitigate the impact of further rent declines.

From 2006-2011, Highwoods underperformed in comparison to a
selected group of office REIT peers by 40bps in same-store NOI
performance and 130 bps in occupancy rates.  However, Highwoods
outperformed its markets on an average NOI basis (as followed by
Property & Portfolio Research (PPR)) by nearly 100 bps for the
same timeframe.  Highwoods competes in markets with more private
developers.  This enables Highwoods to utilize its stronger
liquidity and access to capital to attract and retain tenants.
Few of the selected REIT peers own properties in the same markets
as HIW.

Highwoods has solid fixed charge coverage levels despite same-
store NOI deterioration since early 2009.  Fixed charge coverage
has declined to 2.0x for the twelve months ended June 30, 2012
from 2.2x for full year 2009, but remains appropriate for the
'BBB-' rating.  Fitch defines fixed charge coverage as recurring
operating EBITDA less recurring capital expenditures, less
straight line rent adjustments, divided by interest expense,
capitalized interest, and preferred dividends.

Leverage (measured as net debt to trailing twelve months recurring
operating EBITDA) was 6.1x as of June 30, 2012, compared with 6.7x
and 5.4x at Dec. 31, 2011 and 2010, respectively.  Highwoods has
made ample progress in de-levering since executing debt-financed
acquisitions in Pittsburgh and Atlanta in late 2011.  Leverage is
appropriate for the 'BBB-' rating and is expected to remain so
during the forecast period.  Highwoods uses a prudent combination
of asset sales, common equity and unsecured debt to finance growth
and repay debt maturities.

Fitch views Highwoods' elevated adjusted funds from operations
(AFFO) payout ratio as a credit concern given it has paid out more
than 100% of AFFO in common dividends since 2010.  Highwoods
maintained the dividend level through the downturn while also
electing to pay the common dividend entirely in cash, rather than
utilize a combination of cash and stock.

Additionally, difficult leasing conditions in HIW's markets have
led to elevated recurring capital expenditures, which have
pressured AFFO.  This high payout limits Highwoods' ability to
generate internal liquidity.  In turn, it will result in Highwoods
needing to draw on its credit facility or source other forms of
liquidity to fund a portion of the common dividend.  An AFFO
payout ratio in excess of 100% is inconsistent with an investment-
grade rating and could have negative rating implications.

The Stable Outlook reflects Fitch's view that Highwoods' credit
metrics will remain in an acceptable range for a 'BBB-' rating.
The Outlook also takes into account Fitch's expectation that
Highwoods will maintain adequate liquidity and appropriate
coverage of unsecured debt by unencumbered assets.

Sources of liquidity (unrestricted cash, availability from
Highwoods' unsecured revolving credit facility, projected retained
cash flows from operating activities after dividends and
distributions) divided by uses of liquidity (pro rata debt
maturities and projected recurring capital expenditures) result in
a liquidity coverage ratio of 1.0x for the period from July 1,
2012 through Dec. 31, 2014.

If Highwoods refinanced 80% of its secured debt due in the period,
its liquidity coverage would be a strong 2.2x.  In addition,
Highwoods has a well-laddered debt maturity schedule with no
unsecured debt maturities until the revolver in 2015.  However,
this facility may be extended at Highwoods option to 2016.

Highwoods has historically maintained strong coverage of unsecured
debt by unencumbered assets.  The implied value of unencumbered
assets (calculated as unencumbered NOI divided by a stressed
capitalization rate of 9%) covered unsecured debt by 2.1x as of
June 30, 2012.  Fitch deems this adequate for a 'BBB-' rating,
though it has fallen since 2009 (when it was approximately 2.9x).

The two-notch differential between Highwoods IDR and preferred
stock rating is consistent with Fitch's criteria for corporate
entities with an IDR of 'BBB-'.  Based on Fitch research on
'Treatment and Notching of Hybrids in Nonfinancial Corporates and
REIT Credit Analysis' dated December 15, 2011, these securities
are deeply subordinated and have loss absorption elements that
would likely result in poor recoveries in a corporate default.

Fitch does not anticipate positive rating momentum over the near
term.  That said, the following factors may result in positive
momentum on the ratings or Rating Outlook:

  -- Fitch's expectation of fixed-charge coverage sustaining above
     2.25x (fixed charge coverage was 2.0x for the 12 months ended
     June 30, 2012);
  -- Fitch's expectation of leverage sustaining below 5.5x
     (leverage was 6.1x as of June 30, 2012);
  -- Fitch's expectation of unencumbered asset coverage of
     unsecured debt sustaining above 2.5x (implied unencumbered
     asset value calculated as annualized unencumbered property
     NOI dividend by a 9.0% capitalization rate);
  -- Demonstrated consistent access to the unsecured bond markets;
  -- Maintaining a healthy liquidity surplus.

Conversely, the following factors may precipitate negative
momentum on Highwoods' ratings and/or Outlook:

  -- Fitch's expectation of fixed charge coverage declining below
     1.75x;
  -- Fitch's expectation of leverage increasing above 6.75x;
  -- A sustained decline in unencumbered asset coverage of
     unsecured debt below 2.0x;
  -- An AFFO payout ratio exceeding 100%.


ITRON: Blackstreet Completes Purchase of Greenwood Business
-----------------------------------------------------------
The May purchase of Itron's Greenwood, South Carolina facility by
an investment group headed by Blackstreet Capital is the second
time the Maryland private equity firm has rescued a local company
from the brink of closure.

In 2010, in a deal supported by the mayor and members of the
Greenwood City Council, Blackstreet purchased the assets Park Seed
Company during a bankruptcy proceeding, investing millions of
dollars in the company along with a commitment (since fulfilled)
to sustain current operations and preserve more than 150 local
positions.

In November 2011, when Itron disclosed the closure of its
Greenwood plant, which manufactures the world-renowned Neptune
flow meters, local officials immediately contacted Blackstreet.

The result, seven months later, was the plant's sale to Red Seal
Measurement - backed by Blackstreet Capital - preserving the more
than 50 local jobs.  The Greenwood plant will remain the worldwide
headquarters for production, sales and support of Neptune liquid
measurement products.

"This was another opportunity to work with the community to save a
great business," said Murry Gunty, Managing Partner at Blackstreet
Capital.  "Greenwood is the home of great managers, employees and
community leaders who understand what it takes to preserve and
create jobs.  We are proud to be doing business in Greenwood
again."

Blackstreet focuses on control buyouts of companies that are
either underperforming, in out-of-favor industries or are
undergoing some form of transition.  The firm invests in a range
of industries, including manufacturing and distribution,
restaurants, specialty retail, business services and health care.

Neptune branded flow meters are used in industrial processes and
at all stages of the delivery chain for petroleum and LPG
products, from the refinery to home delivery.  The business has an
established reputation for accuracy and dependability spanning
decades.

"Thanks to Blackstreet Capital for their ongoing investment in
Greenwood County," said County Council Chairman Robbie Templeton.

"It is important to also thank all our state, regional and local
partners in making this happen.  While we all like to announce a
new business locating in the county, it is very gratifying to
retain jobs that could have been lost."

"Many state, regional and local partners came together after the
announcement by Itron to see what we could do to help retain the
business and jobs for Greenwood County," said Mark Warner, CEO of
Greenwood Partnership Alliance.  "In particular we want to thank
the Upstate SC Alliance, Piedmont Technical College and the
Business Services Team at the South Carolina Department of
Commerce, who worked with local management to identify potential
buyers.  We need to recognize the Greenwood Commissioners of
Public Works, the Greenwood Metropolitan District, Duke Energy,
the South Carolina Manufacturing Extension Partnership, the Upper
Savannah Workforce Investment Board, and Greenwood County Council
for their efforts to help this come about."

                     About Blackstreet Capital

Blackstreet Capital -- http://www.blackstreetcapital.com/-- is a
Chevy Chase, MD based private equity firm with over $200 million
of capital under management.  Blackstreet focuses on control
buyouts of companies that are either underperforming, in out-of-
favor industries or are undergoing some form of transition.
Blackstreet seeks investments in a range of industries, including
manufacturing and distribution, restaurants, specialty retail,
business services and health care.


JOHN H PETERSON: Case Summary & Largest Unsecured Creditor
----------------------------------------------------------
Debtor: John H Peterson Trust Dated 7/7/07
        P.O. Box 5341
        Balbo Island, CA 92662-5341

Bankruptcy Case No.: 12-21405

Chapter 11 Petition Date: September 28, 2012

Court: United States Bankruptcy Court
       Central District of California (Santa Ana)

Judge: Mark S. Wallace

Debtor's Counsel: Richard A. Higbie, Esq.
                  LAW OFFICE OF RICHARD A. HIGBIE
                  333 Marine Ave-8 POB 328
                  Balboa Island, CA 92662-0328
                  Tel: (949) 673-7670
                  Fax: (949) 673-7673
                  E-mail: rhigbie@pacbell.net

Scheduled Assets: $1,741,000

Scheduled Liabilities: $1,012,000

In its list of 20 largest unsecured creditors, the Company placed
only one entry:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Elizabeth Barden          Claim for deposit      $20,000
c/o K. Robert             on lease, damages
Gonter, Jr.
Gates O'Doherty Gonter
15635 Alton Pkwy, 260 Irvine

The petition was signed by C.R. O'Leary, Sr., successor trustee.


JOSEPH HONEYCUTT: Case Summary & 7 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Joseph Whitney Honeycutt
        dba Bourbon and Branch Farms, LLC
        P.O. Box 359
        Wrightsville Beach, NC 28480

Bankruptcy Case No.: 12-06921

Chapter 11 Petition Date: September 27, 2012

Court: U.S. Bankruptcy Court
       Eastern District of North Carolina (Wilson)

Judge: J. Rich Leonard

Debtor's Counsel: George M. Oliver, Esq.
                  OLIVER FRIESEN CHEEK, PLLC
                  P.O. Box 1548
                  New Bern, NC 28563
                  Tel: (252) 633-1930
                  Fax: (252) 633-1950
                  E-mail: efile@ofc-law.com

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

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

The Company's list of its seven largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/nceb12-06921.pdf


KRYSTAL INFINITY: Files Schedules of Assets and Liabilities
-----------------------------------------------------------
Krystal Infinity LLC, filed with the U.S. Bankruptcy Court for the
Central District of California its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property            $5,417,070
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $5,086,088
  E. Creditors Holding
     Unsecured Priority
     Claims                                           $14,798
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $3,127,134
                                 -----------      -----------
        TOTAL                     $5,417,070       $8,228,020

A copy of the schedules is available for free at
http://bankrupt.com/misc/KRYSTAL_INFINITY_sal.pdf

                      About Krystal Infinity

Krystal Infinity LLC filed a Chapter 11 petition (Bankr. C.D.
Calif. Case No. 12-19701) on Aug. 14, 2012, in Santa Ana,
California.  Krystal Infinity manufactures and sells stretch
limousines, limousine vans, shuttle buses, limousine busses and
hearses.  Roughly 85% of Krystal Infinity's vehicle manufacturing
work is completed in Mexico through an affiliate Krystal
International.  The business was acquired by the Debtor through a
11 U.S.C. Sec. 363 sale conducted by Krystal Koach, Inc. (Case No.
10-26547) in January 2011.

Krystal Infinity estimated assets and debts of $10 million to
$50 million as of the Chapter 11 filing.

Bankruptcy Judge Catherine E. Bauer presides over the case.  The
Debtor is represented by Ron Bender, Esq., at Levene, Neale,
Bender, Yoo & Brill LLP, in Los Angeles.


LA SHER OIL: Employees' Class Action to Proceed Against Owner
-------------------------------------------------------------
Judge Susan Webber Wright of the U.S. District Court for the
Eastern District of Arkansas said a class action lawsuit filed by
workers of La Sher Oil Company may proceed against the company's
owner, Roger Mason, but stayed against the company, which has
sought Chapter 11 bankruptcy protection.

Jeff Boyer and John Matthew Laureano bring the putative collective
action pursuant to the Fair Labor Standards Act against La Sher
and Mr. Mason, alleging they frequently worked in excess of 40
hours a week without receiving overtime compensation.  The
Plaintiffs seek overtime pay due under the FLSA, and they bring a
supplemental claim for violation of the Arkansas Minium Wage Act.

The case is JEFF BOYER and JOHN MATTHEW LAUREANO, Individually and
on Behalf of Others Similarly Situated Plaintiffs, v. LA SHER OIL
COMPANY and ROGER MASON, Individually and as Owner of La Sher Oil
Company Defendants, No. 4:12CV00431 SWW (E.D. Ark.).  A copy of
the Court's Sept. 27, 2012 Order is available at
http://is.gd/wGCUIffrom Leagle.com.

La Sher Oil Company, Inc., in North Little Rock, Arkansas, filed
for Chapter 11 bankruptcy (Bankr. E.D. Ark. Case No. 12-15176) on
Sept. 5, 2012.  Kevin P. Keech, Esq., at Keech Law Firm, PA,
serves as the Debtor's Chapter 11 counsel.  In its petition, the
Debtor estimated $1 million to $10 million in assets and debts.  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/areb12-15176.pdf
The petition was signed by Roger D. Mason, president.


LAIDLAW ENERGY: Had $445,900 Net Loss in Second Quarter
-------------------------------------------------------
Laidlaw Energy Group, Inc., filed its quarterly report on Form
10-Q, reporting a net loss of $445,930 for the three months ended
June 30, 2012, compared with a net loss of $284,171 for the same
period last year.

For the six months ended June 30, 2012, the Company had a net loss
of $801,372, compared with a net loss of $552,690 for the same
period of 2011.

There were no revenues earned for the three months and six months
ended June 30, 2012, or the three and six months ended June 30,
2011.

The Company's balance sheet at June 30, 2012, showed $1.0 million
in total assets, $592,620 in total liabilities, $53,750 of
redeemable preferred stock, and stockholders' equity of $360,642.

As of June 30, 2012, Laidlaw had a cash balance of $484,488 and a
working capital deficit of $103,027. The Company did not generate
any revenues and incurred net losses of $445,930 and $801,372
during three and six months ended June 30, 2012, respectively.
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 at http://is.gd/FHI24u

New York City-based Laidlaw Energy Group, Inc., seeks to develop
and manage renewable energy facilities that produce electricity
and thermal energy for industrial purposes from sustainable
biomass sources, other renewable fuel sources or combined-cycle
natural gas.


LEHMAN BROTHERS: U.S. Role in Collapse Allowed in Reserve Trial
---------------------------------------------------------------
Carla Main, substituting for Bloomberg bankruptcy columnist Bill
Rochelle, reports that the U.S. government's role in the collapse
of Lehman Brothers Holdings Inc. will be allowed as evidence in
the Oct. 9 trial over allegations that Reserve Primary Fund misled
investors in 2008, a federal judge in Manhattan ruled.

The report relates that the company will be permitted to present
evidence that its confidence in Lehman's finances were based in
part on the U.S. Securities Exchange Commission's oversight of the
investment bank under a voluntary regulatory program, according to
the decision by U.S. District Judge Paul Gardephe.  A trial is
scheduled to begin Oct. 9 in the SEC's case alleging that the
company misled investors about the safety of the fund after it
suffered losses in Lehman investments.  The fund, which held
$785 million in debt issued by Lehman, became the first money fund
in 14 years to expose investors to losses when Lehman filed for
bankruptcy protection in September 2008.  "Defendants intend to
argue that Bent Sr. believed that Lehman's financial reports were
sound, and this belief was critical to his state of mind on
September 15 and 16," Judge Gardephe said in his ruling, referring
to Reserve Partners founder and Chief Executive Officer Bruce R.
Bent, who is a defendant along with his son, Bruce Bent II.

The Bloomberg report discloses that the judge excluded evidence
regarding government actions following Lehman's bankruptcy filing
and the beginning of Reserve Primary Fund's collapse, including
government bailout programs and the SEC's investigation of Lehman
and other financial firms.

The case is SEC v. Reserve Management Co. Inc. 09-cv-04346,
Southern District of New York (Manhattan).

                       About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was
the fourth largest investment bank in the United States.  For
more than 150 years, Lehman Brothers has been a leader in the
global financial markets by serving the financial needs of
corporations, governmental units, institutional clients and
individuals worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy
petition disclosed US$639 billion in assets and US$613 billion in
debts, effectively making the firm's bankruptcy filing the
largest in U.S. history.  Several other affiliates followed
thereafter.

Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset
LLC sought for bankruptcy protection in December 2009.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at
Weil, Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.

On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S.
District Court for the Southern District of New York, entered an
order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI.

The Bankruptcy Court approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for US$1.75
billion.  Nomura Holdings Inc., the largest brokerage house in
Japan, purchased LBHI's operations in Europe for US$2 plus the
retention of most of employees.  Nomura also bought Lehman's
operations in the Asia Pacific for US$225 million.

Lehman emerged from bankruptcy protection on March 6, 2012, more
than three years after it filed the largest bankruptcy in U.S.
history.  Lehman is set to make its first payment to creditors
under its $65 billion payout plan on April 17, 2012.


LENNAR CORP: Files Bankruptcy-Exit Plan
---------------------------------------
Stephanie Gleason at Dow Jones' DBR Small Cap reports that as
Miami home builder Lennar Corp. tries to get Medford Village East
Associate's Chapter 11 case thrown out, the stalled New Jersey
development owner filed a plan of reorganization that would
maintain its ownership of the properties.

                        About Lennar Corp.

Founded in 1954 and headquartered in Miami, Lennar Corp. is the
third-largest U.S. homebuilder by revenue.  Total revenues and net
loss for the 2009 fiscal year that ended November 30, 2009, were
$3.1 billion and ($417) million, respectively.

As reported by the Troubled Company Reporter on October 15, 2010,
Standard & Poor's Ratings Services lowered its corporate credit
rating on Lennar Corp. to 'B+' from 'BB-'.  At the same time, S&P
lowered its issue ratings on the company's $2.4 billion senior
unsecured notes to 'B+' from 'BB-'.  Lastly, S&P revised the
outlook to stable from negative.

"S&P lowered its ratings on Lennar after the homebuilder drew down
its unrestricted cash balance to fund a sizeable investment in
three portfolios of distressed real estate assets," said credit
analyst James Fielding.  "S&P's ratings reflect its opinion that
Lennar maintains an aggressively leveraged profile, including a
liquidity position that S&P views to be more constrained than
similarly rated homebuilders."

S&P revised its outlook to stable to reflect its expectation for
breakeven or modestly profitable homebuilding operations at
current low sales levels.  S&P would raise its rating by one notch
over the next 12 months if profitability improves more quickly
than S&P currently expect (such that debt-to-adjusted EBITDA moves
much closer to 4.0x), and the company builds sufficient liquidity
to meet maturities and working capital needs through 2013.  S&P
would lower S&P's rating by one or more notches if working capital
needs, including investments in the Rialto segment, are larger
than S&P currently anticipates, such that unrestricted cash and
forward two-year FFO estimates were to fall significantly below
current levels.

As reported by the TCR on June 25, 2010, Fitch Ratings affirmed
Lennar's Issuer Default Rating at 'BB+'; Short-Term IDR at 'B';
and Senior unsecured debt at 'BB+'.  The Rating Outlook has been
revised to Stable from Negative.  The ratings affirmation and the
Outlook revision to Stable from Negative reflect the company's
strong liquidity position, improving operating results and
moderately stronger prospects for the housing sector this year.

The TCR on April 28, 2010, said Moody's Investors Service affirmed
Lennar's existing corporate family of B2, existing senior
unsecured note rating of B3, and speculative grade liquidity
rating of SGL-2.  The rating outlook was changed to positive from
stable.  The B2 corporate family rating considers that Lennar's
cash flow generation will be challenging to maintain as it
increases its investment in land and distressed assets in 2010 and
beyond.  The rating also incorporates Lennar's long land position
and the industry's largest (albeit greatly reduced) off-balance
sheet joint venture exposure.


LIGHTSQUARED INC: New Regulatory Strategy Satisfies Creditors
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the new LightSquared Inc. strategy to win regulatory
approval for the wireless communications system persuaded secured
lenders to drop opposition to enlargement of the company's
exclusive right to propose a reorganization plan.

According to the report, LightSquared last week modified its
proposal with the U.S. Federal Communications Commission to use
weather satellite and weather balloon frequencies rather than
portions of the spectrum near those used by global positioning
satellites.  LightSquared's proposed system uses earth and
satellite-based wireless technology.  The FCC had blocked
LightSquared from building out the system on concern it would
interfere with reception by GPS devices.  The new proposal allowed
the bankruptcy judge at a hearing Oct. 1 to give the company the
exclusive right until Jan. 31 to propose a Chapter 11
reorganization plan.

The report relates the LP lenders opposed granting longer
exclusivity so long as the company was bent on persuading the FCC
to reverse its prior decision.  They argued that the strategy was
too likely to fail.  The new FCC proposal prompted the lenders to
drop their opposition to longer exclusivity.  The LP lenders are
an ad hoc group owning $1.08 billion of the $1.7 billion secured
borrowing in October 2010 by LightSquared LP.

The report notes that the LP lenders have a hearing scheduled for
Oct. 30 when they will ask the bankruptcy judge for permission to
sue LightSquared's owner, Harbinger Capital Partners LLC, over
alleged defects in loans and security interests.

                      About LightSquared Inc.

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

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

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

As of the Petition Date, the Debtors employed roughly 168 people
in the United States and Canada.  As of Feb. 29, 2012, the Debtors
had $4.48 billion in assets (book value) and $2.29 billion in
liabilities.

LightSquared also sought ancillary relief in Canada on behalf of
all of the Debtors, pursuant to the Companies' Creditors
Arrangement Act (Canada) R.S.C. 1985, c. C-36 as amended, in the
Ontario Superior Court of Justice (Commercial List) in Toronto,
Ontario, Canada.  The purpose of the ancillary proceedings is to
request the Canadian Court to recognize the Chapter 11 cases as a
"foreign main proceeding" under the applicable provisions of the
CCAA to, among other things, protect the Debtors' assets and
operations in Canada.  The Debtors named affiliate LightSquared LP
to act as the "foreign representative" on behalf of the Debtors'
estates.

Judge Shelley C. Chapman presides over the Chapter 11 case.
Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors.  Kurtzman Carson Consultants LLC serves as claims and
notice agent.

Counsel to UBS AG as agent under the October 2010 facility is
Melissa S. Alwang, Esq., at Latham & Watkins LLP.

The ad hoc secured group of lenders under the Debtors' October
2010 facility was formed in April 2012 to negotiate an out-of-
court restructuring.  The members are Appaloosa Management L.P.;
Capital Research and Management Company; Fortress Investment
Group; Knighthead Capital Management LLC; and Redwood Capital
Management.  Counsel to the ad hoc secured group is Thomas E.
Lauria, Esq., at White & Case LLP.

Philip Falcone's Harbinger Capital Partners indirectly owns 96% of
LightSquared's outstanding common stock.  Harbinger and certain of
its managed and affiliated funds and wholly owned subsidiaries,
including HGW US Holding Company, L.P., Blue Line DZM Corp., and
Harbinger Capital Partners SP, Inc., are represented in the case
by Stephen Karotkin, Esq., at Weil, Gotshal & Manges LLP.

The Office of the U.S. Trustee has not appointed a statutory
committee of unsecured creditors.


LONESOME PINE: Court Says Suit Against Publisher 'Frivolous'
------------------------------------------------------------
Magistrate Judge Boyd N. Boland said Arkansas Valley Publishing
Company is entitled to reimbursement of the $60,229 in legal fees
it incurred in defense of the action filed by The Meadows at Buena
Vista, Inc., and Lonesome Pine Holdings, LLC.  Judge Boland said
the entirety of the Plaintiffs' pursuit of any federal claims
under 42 U.S.C. Sec. 1983 was frivolous, unreasonable, and without
foundation, such that it is appropriate under 42 U.S.C. Sec. 1988
to award the Defendants their full fees incurred in defending the
action.

The Meadows at Buena Vista, Inc., and Lonesome Pine Holdings, LLC,
Plaintiffs, v. Arkansas Valley Publishing Company, Defendant,
Civil Action No. 10-cv-02871-MSK-KMT (D. Colo. November 3, 2010),
relates to an attempt by the Plaintiffs to construct a commercial
and residential development that the Town of Buena Vista would
thereafter annex.  The action was originally commenced in the
Colorado District Court for Chaffee County.

In 2008, the annexation plan was put to a public vote via
referendum.  On the eve of that vote, the Defendant, as publisher
of the Chaffee County Times, published a column from the Town's
Mayor urging a vote against the annexation.  The ensuing public
vote narrowly rejected the proposed annexation.  On these -- and
many other -- facts, the Plaintiffs asserted numerous claims
against the Town, the Mayor, and the Defendant, including contract
and tort claims sounding in state law, and claims appearing to
invoke 42 U.S.C. Sec. 1983 alleging violations of the Plaintiffs'
Due Process rights.  The only claim asserted against the Defendant
was a claim entitled "aiding and abetting" and alleging that the
Defendant "conspired" with the Mayor "to make the publication [of
the column] at a time close to the election in order that the
Plaintiffs would have no time to rebut the dishonest, incorrect
and slanderous inferences contained in [it]" and that it "knew or
should have known that the publication [of the column] was in
violation of" unspecified "duties and obligations" of the
Defendant.

The Defendant moved to dismiss the Amended Complaint against it,
arguing that the Plaintiffs failed to state a cognizable claim.
The Plaintiffs responded, arguing (i) it was not intending to
plead a defamation claim, but rather, a claim for civil
conspiracy; (ii) it adequately pled a recognized tort of "aiding
and abetting" and a conspiracy to join the Mayor in violating
42 U.S.C. Sec. 1983.

A copy of the Court's Sept. 26, 2012 Order is available at
http://is.gd/cGSNYsfrom Leagle.com.

                        About Lonesome Pine

Based in Buena Vista, Colorado, Lonesome Pine Holdings LLC filed
for Chapter 11 bankruptcy protection (Bankr. D. Col. Case No.
10-34560) on Sept. 28, 2010.  Judge Howard R. Tallman presides the
case.  Lee M. Kutner, Esq., represents the Debtor.  The Debtor
estimated both assets and debts of between $1 million and
$10 million.


MAGENS POINT: Case Summary & 18 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Magens Point, Inc.
        aka Magens Point Resort
            Magens Bay Villas Club
        6200 Magens Bay Road
        St. Thomas, VI 00802

Bankruptcy Case No.: 12-30013

Chapter 11 Petition Date: September 27, 2012

Court: U.S. District Court
       District Court of the Virgin Islands (St. Thomas)

Judge: Mary F. Walrath

Debtor's Counsel: Benjamin A. Currence, Esq.
                  BENJAMIN A. CURRENCE, P.C.
                  P.O. Box 6143
                  St. Thomas, VI 00804-6143
                  Tel: (340) 775-3434
                  E-mail: currence@surfvi.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 18 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/vib12-30013.pdf

The petition was signed by Michael C. Shelby, president/CEO.


MARSTON'S ISSUER: Fitch Affirms 'BB+' Rating on GBP155MM Notes
--------------------------------------------------------------
Fitch Ratings has affirmed Marston's Issuer plc's class A, AB and
B notes and revised the Outlook to Negative from Stable.

Total estate performance (managed & tenanted) has been flat
against previous year with trailing 12 months (TTM) June 2012
EBITDA remaining at GBP127.7m, which is 1.8% lower than Fitch's
base case.  This slight underperformance was mainly driven by
weaker than expected performance in the managed division due to
both poorer weather during the summer months and continued cost
pressures.  However, this was partly offset by a stronger than
expected tenanted division performance driven by the ongoing
rollout of the franchise style 'Retail Agreement' (RA).

The managed division has continued to grow revenues with June 2012
TTM sales up year-on-year (YoY) by 2.3%.  However, ongoing cost
pressures (notably with double-digit growth rate on food
purchasing costs) resulted in a 6.0% decline in TTM June 2012
EBITDA (with EBITDA margin down to 23.9% from 26.1%).  Fitch notes
that there has been a continuation of a declining trend in the
managed estate performance, with the EBITDA per pub growth rate
having reduced fairly consistently from 8.9% to -7.0% on a YoY TTM
basis since October 2010.  Despite weaker recent results, Fitch
expects performance to stabilise in the medium term and maintains
a positive view for the medium to long term as the core food-
led/value focused strategy is expected to continue driving sales
and cost increases are expected to stabilise.  However, in the
shorter term, the outlook is weaker, driven by a deteriorating
macroeconomic environment (affecting consumer discretionary
spending), which is reflected in the lower recent annual per pub
sales growth (1.3% in June 2012 declining from 5.3% in October
2010).

In contrast, the tenanted estate performance has improved, mainly
driven by the continued rollout of pubs operating under Marston's
proprietary RA franchise.  Results suggest that converted pubs
have experienced a strong uplift in sales (tenanted sales up by
12.8% YoY TTM), but most importantly, they are also positively
impacting profitability with TTM June 2012 EBITDA growing by 4.5%.
Fitch continues to view positively management's strong pro-
activeness in turning around its tenanted business, having been
the first with the RAs to launch hybrid tenanted/managed pubs
(giving them more control).  There are currently 450 RA pubs
(representing c. 29% of the tenanted estate) and management plans
to have ca.  600 of them by October 2013. While results have been
positive thus far, the RAs sustainable profit levels continue to
remain uncertain given the relatively short operating history.

Overall, Fitch expects TTM July 2013 EBITDA to decline slightly to
around GBP127m in addition to a slight decline in margin,
reflecting the on-going weakness in the macroeconomic and trading
environment.  Thereafter, low to flat EBITDA growth is forecast as
any expected gradual improvement in the broader economy would lead
to improved consumer discretionary spending levels, which should
benefit the pub industry.

In the long term, Fitch expects free cash flow (FCF) (EBITDA -
Maintenance Capex - Tax) DSCRs for the class A, AB, and B notes to
continue to fluctuate above 1.7x, 1.6x and 1.4x respectively.
These ratio levels remain in line, for their suggested rating
levels, with the thresholds indicated in the UK WBS criteria,
albeit at the lower end, leaving little cushion for unexpected
declining performance.

The Negative Outlook is underpinned by the combination of base
case underperformance, a continuing weak industry and
macroeconomic outlook, and the observed declining trend in managed
division performance, in addition to a lack of cushion with regard
to the recommended FCF DSCR levels as per Fitch' UK whole business
securitisation criteria.

A decline in Fitch's base case FCF DSCR metrics to anything
substantially below 1.70x, 1.60x and 1.40x for the class A, AB and
B notes, respectively, (caused by any significant and continued
decline in performance) could result in a downgrade of the notes.

The transaction is the securitisation of both managed and tenanted
pubs operated by Marston's comprised of 278 managed pubs
(representing ca. 56% of Marston's plc's managed pubs) and 1,546
tenanted pubs (ca. 97%).

The ratings actions are as follows:

  -- GBP151.0m class A1 floating-rate notes due 2020: affirmed at
     'BBB+'; Outlook revised to Negative from Stable

  -- GBP214.0m class A2 fixed rate notes due 2027: affirmed at
     'BBB+'; Outlook revised to Negative from Stable

  -- GBP200.0m class A3 fixed-rate notes due 2032: affirmed at
     'BBB+'; Outlook revised to Negative from Stable

  -- GBP223.9m class A4 floating-rate notes due 2031: affirmed at
     'BBB+'; Outlook revised to Negative from Stable

  -- GBP80.0m class AB1 floating-rate notes due 2035: affirmed at
     'BBB'; Outlook revised to Negative from Stable

  -- GBP155.0m class B fixed-rate notes due 2035: affirmed at
     'BB+'; Outlook revised to Negative from Stable


MEDICURE INC: Intends to Seek Expanded Aggrastat Label
------------------------------------------------------
Medicure Inc. intends to file a supplemental new drug application
for the high dose bolus dosing regimen of AGGRASTAT (tirofiban
HCl).  The Company also announced that the United States Food and
Drug Administration has granted the Company's request for a waiver
of the US$979,400 application fee for the planned sNDA.

The planned sNDA submission is to request the addition of the
AGGRASTAT HDB regimen (an initial bolus of 25 mcg/kg and then
continued at 0.15 mcg/kg/min) to the approved prescribing
information for AGGRASTAT.  The rationale for the AGGRASTAT HDB
regimen is to attain therapeutic platelet inhibition more rapidly
than the currently approved dosing regimen (an initial rate of 0.4
mcg/kg/min for 30 minutes and then continued at 0.1 mcg/kg/min).

Bolus dosing is the most common approach to administering a
glycoprotein IIb/IIIa inhibitor (GPI).  Since AGGRASTAT is the
only GPI that does not have an FDA approved bolus dosing regimen,
the addition of the HDB regimen would better position the product
to compete in the contemporary market.

In communication with the Company, the FDA's Division of
Cardiovascular and Renal Drug Products has indicated its
willingness to review and evaluate this label change request based
substantially on published studies involving the AGGRASTAT HDB
regimen.  The efficacy and safety of the HDB regimen has been
evaluated in more than 20 clinical studies involving over 7,000
patients and is currently recommended by the ACCF/AHA treatment
guidelines.

In September 2010 the AGGRASTAT HDB regimen was approved in the
European Union.  AGGRASTAT is the most used GPI outside of the
United States.  The Company's subsidiary, Medicure International,
Inc. (Barbados) holds the rights to AGGRASTAT in the United States
and its territories.

The Company anticipates filing the sNDA before the end of calendar
2012, which will result in a Prescription Drug User Fee Act
(PDUFA) action date for the AGGRASATAT HDB sNDA in the second half
of 2013.  Under PDUFA, the FDA aims to complete its review within
ten months from the receipt of an sNDA submission.

The United States Federal Food, Drug and Cosmetic Act (the Act)
stipulates that sponsors requesting a label change for a
prescription drug must pay a user fee prior to consideration of
the sNDA.  As of October 2012, the amount of the user fee for the
sNDA submission is US $979,400.  The Company applied for and was
successful in receiving a waiver of this application fee under the
barrier-to-innovation provision of the Act, therefore it is not
required to pay any user fee for applications submitted within the
next 12 months.

                        About Medicure Inc.

Based in Winnipeg, Manitoba, Canada, Medicure Inc. (TSX/NEX:
MPH.H) -- http://www.medicure.com/-- is a biopharmaceutical
company engaged in the research, development and commercialization
of human therapeutics.  The Company has rights to the commercial
product, AGGRASTAT(R) Injection (tirofiban hydrochloride) in the
United States and its territories (Puerto Rico, U.S. Virgin
Islands, and Guam).  AGGRASTAT(R), a glycoprotein GP IIb/IIIa
receptor antagonist, is used for the treatment of acute coronary
syndrome (ACS) including unstable angina, which is characterized
by chest pain when one is at rest, and non-Q-wave myocardial
infarction.

KPMG LLP, in Winnipeg, Canada, issued a "going concern"
qualification on the consolidated financial statements for the
fiscal year ended May 31, 2012.  The independent auditors noted
that the Company has experienced operating losses and has
accumulated a deficit of $123,303,052 that raises substantial
doubt about its ability to continue as a going concern.

Medicure reported net income of C$23.38 million for the year ended
May 31, 2012, in comparison with a net loss of C$1.63
million during the prior fiscal year.

The Company's balance sheet at May 31, 2012, showed C$4.74 million
in total assets, C$6.56 million in total liabilities and a
C$1.82 million total deficiency.


METRO TOWER: U.S. Trustee Wants Chapter 11 Case Dismissed
---------------------------------------------------------
Karen Smith Welch at Amarillo Globe-News reports the U.S. Trustee
in Metro Tower's bankruptcy has filed a motion asking a U.S.
Bankruptcy Court judge to either convert the company's case from a
Chapter 11 reorganization to a Chapter 7 liquidation case, or
dismiss it entirely.

"There is no reasonable likelihood of rehabilitation," the report
quotes U.S. Trustee Mary Frances Dunham as saying in court
documents filed last month.  "It appears the Debtor has no
operations, no cash flow, no employees and three unsecured claims
(of outstanding debt).  The property appears to have been posted
for foreclosure, and filing bankruptcy was the only way to prevent
that foreclosure."

According to the report, the U.S. Trustee said the case was not
filed in good faith.  The U.S. Trustee also pointed out that Metro
Tower failed to file a monthly report of its financial activity,
which the bankruptcy court requires.  The initial report was due
Aug. 20.

The report notes, during an Aug. 31 creditors meeting, Metro
Tower's managing partner, Todd Harmon, told Ms. Dunham he recently
had filed the report.  Mr. Harmon also said the company's 2009,
2010 and 2011 tax returns recently had been submitted to the IRS.

The meeting, required under federal bankruptcy laws, gave
representatives of the Office of the U.S. Trustee and creditors a
chance to question the debtor under oath.

The report relates the Sept. 21 motion filed by Ms. Dunham shows
the penalty for failure to file the returns appears to total
$15,060.

In its initial bankruptcy filing, Metro Tower named $733,696 in
liabilities, including the lien by LT Barfield, and two assets,
Barfield Building and a parking garage at 509 S. Tyler St.  The
report notes Metro Tower placed the combined worth of the two
structures at $1.2 million.

The report adds the company listed no bank accounts or income
streams, more than $40,000 in unpaid property taxes and almost
$23,500 in civil court judgments.  Mr. Harmon is listed as a
co-debtor for those liabilities.

The report relates Ms. Dunham's motion stated that Potter County
has filed a claim for unpaid taxes and costs totaling $47,538.

Based in Amarillo, Texas, Metro Tower, LLC, filed for Chapter 11
bankruptcy protection (Bankr. N.D. Tex. Case No. 12-20351) on
July 3, 2012.  Judge Robert L. Jones presides over the case.
Patrick Alan Swindell, Esq., at Swindell & Associates, PC,
represents the Debtor.  The Debtor listed assets of $1,220,000,
and liabilities of $733,695.


METRO TOWER: $382K Payment Averts LT Barfield Foreclosure
---------------------------------------------------------
Karen Smith Welch at Amarillo Globe-News reports that Metro Tower,
the company that owns the Barfield Building, paid $382,166 to
prevent an Oct. 2 planned foreclosure auction of the property at
600 S. Polk St., according to a representative of investment group
LT Barfield.

"We're pleased that somebody paid enough money that, hopefully,
is going to be interested in moving forward" with redevelopment of
the partially gutted high-rise, the report quotes Alan Rhodes, one
of five investors involved in LT Barfield, as saying.

The report relates Potter County Sheriff's Deputy Mitch Russell
said lawyers representing both Metro Tower and LT Barfield had
called to cancel the scheduled sale.

According to the report, this was the second time LT Barfield
attempted to foreclose on the court-ordered judgment and wrest
control of the vacant 1927 building from Metro Tower and its
managing partner, Todd Harmon.

The report says Metro Tower and Mr. Harmon thwarted the first
auction in July by filing for Chapter 11 bankruptcy less than an
hour before the sale.  Metro Tower and LT Barfield later
negotiated a settlement that gave Metro Tower until Oct. 1 to pay
up or see the building placed on the auction block, the report
notes.

The report notes LT Barfield bought the right to collect the debt
from a Louisiana investor who reached a settlement with Metro
Tower in a 2009 civil lawsuit in Dallas' 95th District Court,
resulting in a $320,000 judgment against Metro Tower, plus
penalties and interest.

Based in Amarillo, Texas, Metro Tower, LLC, filed for Chapter 11
bankruptcy protection (Bankr. N.D. Tex. Case No. 12-20351) on
July 3, 2012.  Judge Robert L. Jones presides over the case.
Patrick Alan Swindell, Esq., at Swindell & Associates, PC,
represents the Debtor.  The Debtor listed assets of $1,220,000,
and liabilities of $733,695.


MF GLOBAL: SIPA Trustee Can Assign Malpractice Claims Against PwC
-----------------------------------------------------------------
Bankruptcy Judge Martin Glenn approved a Continuing Cooperation
and Assignment Agreement between James W. Giddens, the Trustee for
the SIPA Liquidation of MF Global Inc., and Kay P. Tee, LLC,
Paradigm Global Fund I and certain additional parties, including
representatives of former MF Global customers.

The Agreement assigns to the Customer Representatives the SIPA
Trustee's potentially viable claims against former directors,
officers or employees of MFGI and MFGH arising out of MFGI's
presently estimated $1.6 billion shortfall of customer funds that
was announced on Oct. 31, 2011.  It also assigns potential claims
against PricewaterhouseCoopers LLP, MFGI's former independent
auditor, including claims on behalf of commodities customers,
securities customers, and the Estate and MFGI in its corporate
capacity.

The Customer Representatives, who were commodity customers of MFGI
prior to its collapse in October 2011, have filed class actions
seeking to recover damages against former officers and directors
of MFGI and MF Global Holdings Ltd., pending in the United States
District Court for the Southern District of New York.

Objections to the Motion were filed by the Ad Hoc Group of
Lenders, by certain former directors and officers of MF Global,
and by the Chapter 11 Trustee of MFGH.  The Statutory Creditors'
Committee of MFGH filed a joinder in support of the Chapter 11
Trustee Objection.  A "limited objection" to the Motion was also
filed by PwC.

During the Sept. 5, 2012 hearing, the parties to the Agreement
agreed to make further changes to the Agreement to address
arguments raised in the objections or in questions raised by the
Court during the hearing.  Other than with respect to the
objection to the assignment of claims against PwC, as to which the
Court requested supplemental briefing and took the PwC Limited
Objection under advisement, the Court ruled from the bench,
overruling all other objections and approving the Agreement
subject to review of the final language changes in the Agreement.
The Court concluded under section 363(b)(1) of the Bankruptcy Code
that the assignment of claims to the Customer Representatives
reflects an appropriate exercise of business judgment by the SIPA
Trustee.

Following the hearing, the SIPA Trustee and PwC submitted
supplemental briefs.  In an Oct. 2, 2012 Memorandum Opinion
available at http://is.gd/4fqPHFfrom Leagle.com, the Court
overruled the PwC objection and granted the SIPA Trustee's Motion.

In its "limited objection," PwC argues the SIPA Trustee may not
assign any claims against PwC because PwC's engagement letter with
the Debtors includes an anti-assignment provision.  PwC argues
that because the estate takes property "subject to all
restrictions and obligations burdening that property," it cannot
assign the claims it may have against PwC.

According to Jduge Glenn, however, the assignment of any
malpractice claims against PwC is not precluded by the anti-
assignment clause contained in the PwC engagement letter.

James J. Capra, Jr., Esq., James P. Cusick, Esq., and David M.
Fine, Esq., at King & Spalding LLP, argued for PwC.

                          About MF Global

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

MF Global Holdings Ltd. and MF Global Finance USA Inc. filed
voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos.
11-15059 and 11-5058) on Oct. 31, 2011, after a planned sale to
Interactive Brokers Group collapsed.

As of Sept. 30, 2011, MF Global had $41,046,594,000 in total
assets and $39,683,915,000 in total liabilities.

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

Louis J. Freeh was named the Chapter 11 Trustee for the bankruptcy
cases of MF Global Holdings Ltd. and its affiliates.  The Chapter
11 Trustee tapped (i) Freeh Sporkin & Sullivan LLP, as
investigative counsel; (ii) FTI Consulting Inc., as restructuring
advisors; (iii) Morrison & Foerster LLP, as bankruptcy counsel;
and (iv) Pepper Hamilton as special counsel.

An Official Committee of Unsecured Creditors has been appointed
in the case.  The Committee has retained Capstone Advisory Group
LLC as financial advisor.

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

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


MON VIEW: Case Against Revenue Dept. Will Have Evidentiary Trial
----------------------------------------------------------------
Bankruptcy Judge Jeffery A. Deller denied a Motion for Judgment on
the Pleadings filed by the Pennsylvania Department of Revenue in a
Complaint to Determine Tax Liability filed by Mon View Mining
Company.  The judge said Mon View is entitled to produce evidence
to the Court to support its argument that personal property was
transferred in a 2008 asset sale and the realty transfer tax
assessment should not be based on a real property value of
$25,000,000.

While in bankruptcy, the Debtor began efforts to effectuate a sale
of its property and mineral rights located in Washington County,
Pennsylvania.  On May 14, 2008, after a sale hearing was held on
May 9, 2008, the Court entered an Order Authorizing Public Sale
Auction of Real and Personal Property on May 16, 2008, which
confirmed "on the recommendation of the Movant (Debtor's counsel)"
the sale of all the Debtor's real and personal property to CRG
Energy, Inc. for a sales price of $25,000,000.  The 2008 sale was
subject to a secured promissory note requiring $1,000,000 payable
at the closing and $2,000,000 payable 90 and 180 days from the
date of closing, and the balance of $20,000,000 payable over 10
years in equal monthly installments.  An asset purchase agreement
was filed the same day.  On July 30, 2008, CRG assigned its right
to its affiliate, Coal Financing, LLC.

As a result of the 2008 Sale, on Aug. 4, 2008, two deeds (one for
the surface tracts and one for the coal tracts) were recorded in
Washington County.  State and local realty transfer taxes totaling
$219,621.95 were paid upon their recording.  State and local
realty transfer taxes were not paid on the $25,000,000 sales
price, but rather on $10,791,170, the total computed value of the
two tracts.  Coal's counsel determined the realty transfer tax
liability using an allocation contained in Article 2.10 of the
Asset Purchase Agreement, which refers to Schedule 2.11.  The
Schedule allocated the $25,000,000 sales price as follows:

     * $10,791,170 to real estate, including $5,141,190 to surface
       real estate and $5,649,980 to coal/minerals real estate;
       and

     * $14,208,830 to personal property, including $7,500,000 to
       machinery, equipment and miscellaneous, and $6,708,830 to
       gob piles and coal fines.

Subsequently, Coal and CRG defaulted on the payment obligations
under the Asset Purchase Agreement and Note, prompting the Debtor
to file a Complaint in Confession of Judgment against Coal and CRG
in Adversary Case No. 08-02557.  The Court entered a judgment
against Coal and CRG for $25,300,000 on Nov. 25, 2008, which the
Debtor later entered against Coal and CRG in District Court.  The
Debtor filed a Motion to Schedule Execution Sale, which the
District Court granted on June 8, 2009.  Pursuant to these
actions, a U.S. Marshall executed a deed conveying the property
back to the Debtor.

The Debtor filed a Motion to Sell Real Property on Dec. 8, 2009,
which the Court granted on May 10, 2010.  The District Court
issued an Order Approving Sale on June 17, 2010, and the assets
were then sold to A.T. Massey Coal Company, Inc. and Canestrale
Environmental Control Corporation.

On June 3, 2009, the Revenue Department filed an administrative
claim alleging outstanding realty transfer taxes using the
$22,000,000 property value set forth in the Debtor's Schedule A.
The Department subsequently amended the claim on Oct. 14, 2011 and
May 18, 2012 to both update the realty transfer tax liability and
include estimated Pennsylvania corporation tax liabilities for the
Debtor's unfiled corporation tax returns.

A declaration signed by John W. Hatch, the President of the
Debtor, attached to the Debtor's 2005 Chapter 11 petition included
, declaring under penalty of perjury that the information
contained in the schedules (the "Bankruptcy Schedules") was true
and correct. (See Case No. 05-50219-JAD, Doc. # 17).1

The Debtor's Schedule A -- Real Property -- filed together with
the 2005 Chapter 11 petition includes "land from Washington
County" valued at $22,000,000, and its Schedule B -- Personal
Property -- includes "coal fines 500,000 tons (est)" valued at
$1,100,000, "coal inventory (approx. 20 tons)" valued at $480, and
"spare parts" valued at $500,000.

On Feb. 12, 2012, the Debtor filed a Complaint to Determine Tax
Liability against the Department and the United States seeking
relief under 11 U.S.C. Sections 105 and 505.  The Debtor, claiming
that CRG and Coal knowingly misrepresented that they had funds
available to consummate the 2008 Sale, averred that the sale to
CRG and its affiliate was fraudulent and sought to eliminate any
transfer tax obligations.  The Department filed a Motion to
Dismiss based on several grounds, as did the United States.

The Debtor filed an Amended Complaint, asserting that "[t]he real
estate taxes paid at closing (based on a Realty Transfer Tax
Statement of Value for Real Estate of $10,791,170) represented the
fair market value of the real estate in the transaction" and that
"no additional transfer taxes . . . are due."

In its Motion for Judgment on the Pleadings, the Department argues
the Debtor does not have a cause of action against the Department
upon which relief may be granted, that the Debtor is judicially
estopped from arguing that the value of the property is
$10,791,170, and that the Debtor is collaterally estopped from re-
alleging the fraud arguments it made in its initial Complaint.

The case is, MON VIEW MINING COMPANY, Plaintiff, v. PENNSYLVANIA
DEPARTMENT OF REVENUE, Defendant, Adv. Proc. No. 12-02068-JAD
(Bankr. W.D. Pa.).  A copy of the Court's Sept. 28, 2012
Memorandum Opinion is available at http://is.gd/sqbcfVfrom
Leagle.com.

                       About Mon View Mining

Headquartered in Finleyville, Pennsylvania, Mon View Mining
Company filed for Chapter 11 protection (Bankr. W.D. Pa. Case No.
05-50219) on Nov. 22, 2005.  Donald R. Calaiaro, Esq., at Calaiaro
& Corbett, P.C., in Pittsburgh, Pennsylvania, serves as the
Debtor's counsel.  When the Debtor filed for protection from its
creditors, it estimated $24,001,883 in assets and $10,545,140 in
debts.

On Jan. 3, 2012, the official Committee of Unsecured Creditors
filed its Second Amended Chapter 11 Plan and Second Amended
Disclosure Statement.  The Court entered an Order Confirming the
Chapter 11 Plan of the Official Committee of Unsecured Creditors
on April 25, 2012.


MOORE FREIGHT: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Moore Freight Service, Inc.
        2000 Eastbridge Parkway
        Mascot, TN 37806

Bankruptcy Case No.: 12-08921

Affiliate that filed separate Chapter 11 petition:

   Debtor                              Case No.
   ------                              --------
G.R.E.A.T. Logistics, Inc.             12-08923

Chapter 11 Petition Date: September 28, 2012

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

Judge: Keith M. Lundin

Debtor's Counsel: Barbara Dale Holmes, Esq.
                  Craig Vernon Gabbert, Jr., Esq.
                  David Phillip Canas, Esq.
                  Glenn Benton Rose, Esq.
                  Tracy M Lujan, Esq.
                  HARWELL HOWARD HYNE GABBERT & MANNER PC
                  333 Commerce Street, Suite 1500
                  Nashville, TN 37201
                  Tel: (615) 256-0500
                  Fax: (615) 251-1059
                  E-mail: bdh@h3gm.com
                          cvg@h3gm.com
                          dpc@h3gm.com
                          gbr@h3gm.com
                          tml@h3gm.com

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

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

The petition was signed by Dan R. Moore, chief executive officer.

Moore Freight Service's List of Its 20 Largest Unsecured
Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
AmTrust                                          $212,643
c/o Bethune & Associates
fbo AMTRUST
14435 N 7th St., Suite 201
Phoenix, AZ 85022

Pilot Travel Centers LLC                         $150,138
Attn Kyle Baisley
5508 Lonas Dr
Knoxville, TN 37909

Bridgestone America                              $148,655
PO Box 905392
Charlotte, NC
28290-5392

Fleetone LLC                                     $142,681

AM IV LLC                                        $119,636

BB&T Financial, FSB                              $80,796

Best One Tires                                   $76,533

SpeedCo Inc.                                     $72,398

American Express                                 $57,767

Digital Connections, Inc.                        $25,000

Worldwide Equipment                              $24,856

P Larry Smith & Assoc.                           $21,000
Ins. Agency

WingFoot Commercial Tire                         $20,284

LandMark International                           $17,262

Lexington Insurance                              $17,076

Bowman Trailer Leasing                           $16,735

Volunteer Volvo/GMC                              $15,678

Peterbilt                                        $11,956

TMW Software Systems Inc.                        $11,946

Shelton General Contractors                      $11,690


MORGAN INDUSTRIES: Unsecured Creditors to Recover 1% to 6%
----------------------------------------------------------
Morgan Industries Corporation, et al., filed on Sept. 24, 2012, a
disclosure statement with respect to the Amended and Restated Plan
of Liquidation proposed by the Debtors and the Committee.  The
deadline to accept or reject the Plan is 5:00 p.m. on Nov. 2,
2012, unless extended by order of the Bankruptcy Court.

As reported in the TCR on Aug. 16, 2012, the Debtors, who have
substantially completed most, if not all, of their operating
assets, said the Plan is a liquidating plan and does not
contemplate the continuation of the Debtors' businesses.  A
liquidating trust to be administered by a trustee will receive and
liquidate or dispose of the Debtors' remaining assets, which
consist primarily of several parcels of real estate, and make
distributions pursuant to the Plan.

The disclosure statement says the Class 1 post-petition secured
claim of Bank of America (estimated at $795,000) is anticipated to
receive a 100% recovery under the Plan, but only 16%-53% recovery
for its Class 2 pre-petition secured claim.

Allowed General Unsecured Claims under Class 3 will receive
between 1% and 6% recovery under the Plan.

The founding brothers, John Luhrs and Warren Luhrs (owed
$27,862,732), have consented to waiver of their liens and security
interests, and subordination of their Claims to the Claims of
Class 3, and will only receive a pro rata distribution should
Class 3 be satisfied in full.  The Luhr Brothers have consented to
vote in favor of the Plan.

The confirmation hearing, in which the Court will also determine
the adequacy of the information contained in the disclosure
statement, is scheduled to commence on Nov. 7, 2012, at 10:00 a.m.
Objections, if any, to the adequacy of the disclosure statement
and confirmation of the Plan must be filed not later than Oct. 31,
2012, at 5:00 p.m.

A copy of the Disclosure Statement is available at:

      http://bankrupt.com/misc/morganindustries.doc372.pdf

                      About Morgan Industries

Morgan Industries Corporation, along with affiliates, sought
Chapter 11 protection (Bankr. D.N.J. Lead Case No. 12-21156) in
Trenton, New Jersey on April 30, 2012.

Affiliates that filed separate bankruptcy petitions are Hunter
Composite Technologies Corporation; Hunter Marine Corporation;
Luhrs Corporation; Mainship Corporation; Ovation Yachts
Corporation; Salisbury 10 Acres, L.L.C.; Salisbury 20 Acres,
L.L.C.; and Silverton Marine Corporation.

The Debtors, through their trade name the Luhrs Marine Group,
produce and sell recreational powerboats and sailboats under the
iconic brand names of Silverton, Ovation, Luhrs, Mainship, and
Hunter Marine.  In 2010, Silverton, Mainship and Luhrs,
collectively, held roughly 5.3% of the U.S. market for fiberglass,
in-board engine powerboats greater than 27 feet in length.
Additionally, Hunter Marine was the largest manufacturer of
sailboats in the U.S., accounting for an estimated 32% of new
sailboat registrations in 2010, making it the sixth consecutive
year Hunter Marine represented roughly 30% of all new sailboat
registrations in the U.S.  The Debtors have a network of 90
dealers in the U.S. and 80 dealers in 40 other countries.

Judge Michael B. Kaplan oversees the case.  Robert Hirsh, Esq.,
and George Angelich, Esq., at Arent Fox LLP serve as bankruptcy
general counsel to the Debtors; Capstone Advisory Group, LLC, acts
as financial advisors; Katz, Kane & Co. as investment bankers; and
Donlin Recano & Company, Inc. as claims agent.

The Debtors disclosed $53 million in total assets and $80 million
in total liabilities as of the Chapter 11 filing.

Stuart M. Brown, Esq., at DLA Piper LLP (US), represents primary
lender Bank of America N.A.

The Official Committee of Unsecured Creditors is represented by
Lowenstein Sandler PC.


MPG OFFICE: Auctions Skyscraper, Avoids Paying $470-Mil. Default
----------------------------------------------------------------
MPG Office Trust, Inc., held a trustee sale on Oct. 1, 2012, with
respect to Two California Plaza.  As a result of the foreclosure,
the Company was relieved of the obligation to repay the
$470 million mortgage loan secured by the property as well as
accrued contractual and default interest on the mortgage loan.

In addition, the Company received a general release of claims
under the loan documents pursuant to an in-place agreement with
the special servicer of the mortgage loan.

                      About MPG Office Trust

MPG Office Trust, Inc., fka Maguire Properties Inc. --
http://www.mpgoffice.com/-- is the largest owner and operator of
Class A office properties in the Los Angeles central business
district and is primarily focused on owning and operating high-
quality office properties in the Southern California market.  MPG
Office Trust is a full-service real estate company with
substantial in-house expertise and resources in property
management, marketing, leasing, acquisitions, development and
financing.

The Company has been focused on reducing debt, eliminating
repayment and debt service guarantees, extending debt maturities
and disposing of properties with negative cash flow.  The first
phase of the Company's restructuring efforts is substantially
complete and resulted in the resolution of 18 assets, relieving
the Company of approximately $2.0 billion of debt obligations and
potential guaranties of approximately $150 million.

The Company reported net income of $98.22 million in 2011,
compared with a net loss of $197.93 million in 2010.

The Company's balance sheet at June 30, 2012, showed $2.06 billion
in total assets, $2.88 billion in total liabilities, and a
$827.88 million total deficit.


MSCI INC: Loss of ETF Business No Impact on Moody's Ba1 Rating
--------------------------------------------------------------
Moody's Investors Service said that MSCI Inc.'s loss of certain
Vanguard Group ETF business will not affect the ratings or outlook
(Ba1/stable).

"While the lost Vanguard ETF business is material, MSCI's
financial strength metrics should remain solid for the Ba1
Corporate Family rating, " said Edmond DeForest, Moody's Senior
Analyst.

Rating Rationale

The principal methodology used in rating MSCI Inc. was the Global
Business & Consumer Service Industry Methodology published in
October 2010.

MSCI is a global provider of investment decision support tools,
including indices, portfolio risk and performance analytics and
corporate governance products and services. 2012 revenue should
approach $1.0 billion.


NEWPAGE CORP: Reaches Deal With Major Creditors on Plan
-------------------------------------------------------
NewPage Corporation disclosed that it has reached an agreement in
principle with all of its major creditor groups concerning the
terms of its chapter 11 plan.  A brief summary of the agreement in
principle has been posted to the KCC restructuring website,
http://www.kccllc.net/NewPage/

"This is a very important step for NewPage, and assuming
satisfaction of certain conditions, this agreement should allow us
to emerge from chapter 11 in the near term," said George F.
Martin, President and CEO of NewPage.

The agreement was reached as part of court ordered mediation
conducted by the court-appointed mediator, Bankruptcy Judge Robert
D. Drain.  At the request of certain parties participating in the
mediation, the mediator did not provide any of the term sheets
proposed by the parties to the mediation (or any of their material
terms) to certain other parties participating in the mediation.

Rather, the mediator served as an intermediary, facilitating
discussion among the parties and encouraging the parties to make
concessions in an effort to reach agreement upon a consensual
chapter 11 plan.

NewPage wishes to acknowledge the outstanding result achieved by
Judge Drain in facilitating a consensual chapter 11 plan, and
wishes to thank all the mediation participants for their efforts
throughout this process.

NewPage also disclosed that it contemplates signing in the near
term an exit financing facility in the form of a $500 million
secured term debt facility and $400 million asset-based revolving
credit facility.

                        About NewPage Corp

Headquartered in Miamisburg, Ohio, NewPage Corporation was the
leading producer of printing and specialty papers in North
America, based on production capacity, with $3.6 billion in net
sales for the year ended Dec. 31, 2010.  NewPage owns paper mills
in Kentucky, Maine, Maryland, Michigan, Minnesota, Wisconsin and
Nova Scotia, Canada.

NewPage Group, NewPage Holding, NewPage, and certain of their U.S.
subsidiaries commenced Chapter 11 voluntary cases (Bankr. D. Del.
Case Nos. 11-12804 through 11-12817) on Sept. 7, 2011.  Its
subsidiary, Consolidated Water Power Company, is not a part of the
Chapter 11 proceedings.

Separately, on Sept. 6, 2011, its Canadian subsidiary, NewPage
Port Hawkesbury Corp., brought a motion before the Supreme Court
of Nova Scotia to commence proceedings to seek creditor protection
under the Companies' Creditors Arrangement Act of Canada.  NPPH is
under the jurisdiction of the Canadian court and the court-
appointed Monitor, Ernst & Young in the CCAA Proceedings.

Initial orders were issued by the Supreme Court of Nova Scotia on
Sept. 9, 2011 commencing the CCAA Proceedings and approving a
settlement and transition agreement transferring certain current
assets to NewPage against a settlement payment of $25 million and
in exchange for being relieved of all liability associated with
NPPH.  On Sept. 16, 2011, production ceased at NPPH.

NewPage originally engaged Dewey & LeBoeuf LLP as general
bankruptcy counsel.  In May 2012, Dewey dissolved and commenced
its own Chapter 11 case.  Dewey's restructuring group led by
Martin J. Bienenstock, Esq., Judy G.Z. Liu, Esq., and Philip M.
Abelson, Esq., moved to Proskauer Rose LLP.  In June, NewPage
sought to hire Proskauer as replacement counsel.

NewPage is also represented by Laura Davis Jones, Esq., at
Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, as
co-counsel.  Lazard Freres & Co. LLC is the investment banker, and
FTI Consulting Inc. is the financial advisor.  Kurtzman Carson
Consultants LLC is the claims and notice agent.

In its balance sheet, NewPage disclosed $3.4 billion in assets and
$4.2 billion in total liabilities as of June 30, 2011.

The Official Committee of Unsecured Creditors selected Paul
Hastings LLP as its bankruptcy counsel and Young Conaway Stargatt
& Taylor, LLP to act as its Delaware and conflicts counsel.


NEW PEOPLES: Blaine Scott Discloses 19.3% Equity Stake
------------------------------------------------------
In a Schedule 13D filing with the U.S. Securities and Exchange
Commission, Blaine Scott White disclosed that as of Sept. 19,
2012, he beneficially owns 2,741,855 shares of common stock of
New Peoples Bankshares, Inc., representing 19.28% of the shares
outstanding.  Mr. White is a member of the Board of Directors of
the Company.

On Sept. 19, 2012, 1,959,889 shares of the Company's common stock
were issued to Mr. White as a result of the conversion into the
Company's common stock of a loan in the principal amount of $2.8
million plus accrued interest through Sept. 19, 2012.

A copy of the filing is available for free at:

                        http://is.gd/TpvCFG

                    About New Peoples Bankshares

New Peoples Bankshares, Inc., is a Virginia bank holding company
headquartered in Honaker, Virginia.  New Peoples subsidiaries
include: New Peoples Bank, Inc., a Virginia banking corporation
(the Bank) and NPB Web Services, Inc., a web design and hosting
company (NPB Web).

The Bank is headquartered in Honaker, Virginia and operates 27
full service offices in the southwestern Virginia counties of
Russell, Scott, Washington, Tazewell, Buchanan, Dickenson, Wise,
Lee, Smyth, and Bland; Mercer County in southern West Virginia and
the eastern Tennessee counties of Sullivan and Washington.

The Company's balance sheet at June 30, 2012, showed
$725.6 million in total assets, $701.9 million in total
liabilities, and stockholders' equity of $23.7 million.

According to the Company's quarterly report for the period ended
June 30, 2012, the Company and the Bank are subject to various
capital requirements administered by federal banking agencies.

"The Bank was well capitalized as of June 30, 2012, as defined by
the capital guidelines of bank regulations, however, the Company
continued to be below the minimum capital requirements as a result
of the Tier 1 leverage ratio decreasing to 3.72%, which was below
the minimum requirement of 4.00%.  Subject to the conversion of
the director notes, we expect to return to well-capitalized status
at the holding company level in 2012.  The Company's capital as a
percentage of total assets was 3.27% at June 30, 2012, compared to
3.70% at Dec. 31, 2011."


NEW PEOPLES: Harold Keene Discloses 16% Equity Stake
----------------------------------------------------
In a Schedule 13D filing with the U.S. Securities and Exchange
Commission, Harold Lynn Keene disclosed that as of Sept. 19, 2012,
he beneficially owns 2,278,566 shares of common stock of New
Peoples Bankshares, Inc., representing 16.04% of the shares
outstanding.  Mr. Keene is a member of the Board of Directors of
the Company.

On Sept. 19, 2012, 1,854,630 shares of the Company's common stock
were issued to Mr. Keene as a result of the conversion into the
Company's common stock of a loan in the principal amount of $2.65
million plus accrued interest through Sept. 19, 2012.

A copy of the filing is available for free at:

                        http://is.gd/WnBJzw

                   About New Peoples Bankshares

New Peoples Bankshares, Inc., is a Virginia bank holding company
headquartered in Honaker, Virginia.  New Peoples subsidiaries
include: New Peoples Bank, Inc., a Virginia banking corporation
(the Bank) and NPB Web Services, Inc., a web design and hosting
company (NPB Web).

The Bank is headquartered in Honaker, Virginia and operates 27
full service offices in the southwestern Virginia counties of
Russell, Scott, Washington, Tazewell, Buchanan, Dickenson, Wise,
Lee, Smyth, and Bland; Mercer County in southern West Virginia and
the eastern Tennessee counties of Sullivan and Washington.

The Company's balance sheet at June 30, 2012, showed
$725.6 million in total assets, $701.9 million in total
liabilities, and stockholders' equity of $23.7 million.

According to the Company's quarterly report for the period ended
June 30, 2012, the Company and the Bank are subject to various
capital requirements administered by federal banking agencies.

"The Bank was well capitalized as of June 30, 2012, as defined by
the capital guidelines of bank regulations, however, the Company
continued to be below the minimum capital requirements as a result
of the Tier 1 leverage ratio decreasing to 3.72%, which was below
the minimum requirement of 4.00%.  Subject to the conversion of
the director notes, we expect to return to well-capitalized status
at the holding company level in 2012.  The Company's capital as a
percentage of total assets was 3.27% at June 30, 2012, compared to
3.70% at Dec. 31, 2011."


NEW TRANSMISSION: Case Summary & 2 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: New Transmission Exchange, Inc.
        342 Commercial Avenue
        Palisades Park, NJ 07650

Bankruptcy Case No.: 12-33647

Chapter 11 Petition Date: September 28, 2012

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

Judge: Rosemary Gambardella

Debtor's Counsel: Michael S. Kopelman, Esq.
                  KOPELMAN & KOPELMAN LLP
                  55 Main Street
                  Hackensack, NJ 07601
                  Tel: (201) 489-5500
                  E-mail: kopelaw@yahoo.com

Scheduled Assets: $660,000

Scheduled Liabilities: $4,525,985

A copy of the Company's list of its two largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/njb12-33647.pdf

The petition was signed by David Chung.


NEXSTAR BROADCASTING: Board, Stockholders Approve 2012 Plan
-----------------------------------------------------------
The Board of Directors of Nexstar Broadcasting Group, Inc., upon
the recommendation of the Compensation Committee of the Board,
approved and adopted the Nexstar Broadcasting Group, Inc. 2012
Long-Term Equity Incentive Plan on Aug. 25, 2012.  The Company
believes that incentives and share-based awards focus employees on
the objective of creating shareholder value and promoting the
success of the Company, and that incentive compensation plans like
the proposed 2012 Plan are an important attraction, retention and
motivation tool for participants in the plan.

Upon effectiveness of the 2012 Plan, no new awards will be granted
under the Nexstar Broadcasting Group, Inc. 2003 Long-Term Equity
Incentive Plan or the Nexstar Broadcasting Group, Inc. 2006 Long-
Term Equity Incentive Plan, and up to 1,500,000 shares of the
Company's Class A common stock will initially be made available
for award grants under the 2012 Plan.  In addition, upon
effectiveness of the 2012 Plan, any shares of the Company's common
stock subject to outstanding awards under the 2003 Plan and the
2006 Plan that expire, are cancelled, or otherwise terminate at
any time after Sept. 25, 2012, will also be available for award
grant purposes under the 2012 Plan.

The Compensation Committee will administer the 2012 Plan and will
have full power and authority to determine when and to whom awards
will be granted, and the type, amount, form of payment and other
terms and conditions of each award, consistent with the provisions
of the 2012 Plan.

The Board may amend, alter, suspend, discontinue or terminate the
2012 Plan at any time, although stockholder approval must be
obtained for any amendment to the 2012 Plan that would increase
the number of shares of the Company's common stock available under
the 2012 Plan, increase the award limits under the 2012 Plan,
permit awards of options or SARs at a price less than fair market
value, permit repricing of options or SARs, or cause Section
162(m) of the Code to become unavailable with respect to the 2012
Plan.

On Sept. 26, 2012, the holders of a majority of the shares of
Class A and Class B common stock of the Company as of Sept. 14,
2012, the record date established by the Board, approved and
adopted by written consent the Company's 2012 Plan.  Stockholders
beneficially owning an aggregate of 16,515,384 shares, or 87.5% of
the voting power, of the issued and outstanding Class A and Class
B common stock of the Company, approved and adopted the matter.
On Oct. 2, 2012, in connection with the written consent, the
Company filed an Information Statement on Schedule 14C with the
Securities and Exchange Commission, a copy of which is available
for free at http://is.gd/30kwEG

A copy of the 2012 Plan is available for free at:

                        http://is.gd/w1n7Io

                  About Nexstar Broadcasting Group

Irving, Texas-based Nexstar Broadcasting Group Inc. currently
owns, operates, programs or provides sales and other services to
62 television stations in 34 markets in the states of Illinois,
Indiana, Maryland, Missouri, Montana, Texas, Pennsylvania,
Louisiana, Arkansas, Alabama, New York, Rhode Island, Utah and
Florida.  Nexstar's television station group includes affiliates
of NBC, CBS, ABC, FOX, MyNetworkTV and The CW and reaches
approximately 13 million viewers or approximately 11.5% of all
U.S. television households.

The Company reported a net loss of $11.89 million in 2011, a net
loss of $1.81 million in 2010, and a net loss of $12.61 million
in 2009.

The Company's balance sheet at June 30, 2012, showed $566.34
million in total assets, $736.93 million in total liabilities and
a $170.58 million total stockholders' deficit.

                           *     *     *

As reported by the Troubled Company Reporter on Aug. 30, 2010,
Standard & Poor's Ratings Services raised its corporate credit
rating on Nexstar Broadcasting Group to 'B' from 'B-'.  The rating
outlook is stable.

"The 'B' corporate credit rating reflects S&P's expectation that
Nexstar's core ad revenue will continue growing modestly in 2010
and 2011," said Standard & Poor's credit analyst Deborah Kinzer.
The EBITDA growth resulting from the rebound in core advertising,
combined with political ad revenue from the 2010 midterm
elections, should, in S&P's view, enable Nexstar to reduce its
leverage significantly by the end of the year.


PACIFIC NORTHWESTERN: Placed in Receivership After SEC Lawsuit
--------------------------------------------------------------
The Securities and Exchange Commission obtained an emergency court
order to freeze the assets of a South Florida man who has been
charged with fraudulently offering investments in oil drilling
projects.

The SEC's complaint unsealed Oct. 3 in federal court in West Palm
Beach, Fla., alleges that Joseph Hilton made numerous
misrepresentations to investors while selling limited partnership
units in two oil drilling projects earlier this year through his
firm Pacific Northwestern Energy LLC. Hilton falsely told
potential investors that Pacific acquired its wells from Exxon
Mobil Corp., and he overstated Pacific's experience in the oil and
gas industry and the historical accomplishments of its drillers.
Hilton raised approximately $789,000 from investors. The SEC's
action froze the assets of Hilton, Pacific, and the two limited
partnerships -- Rock Castle Drilling Fund LP and Rock Castle
Drilling Fund II LP. Hilton's securities offerings were not
registered with the SEC as required under the federal securities
laws.

The SEC's complaint also includes allegations against Hilton,
Pacific, and another company controlled by Hilton called New
Horizon Publishing Inc. Through Pacific and New Horizon, Hilton
additionally sold $2.5 million worth of investments in oil
drilling projects sponsored by United States Energy Corp. while
deceiving investors about his identity, the anticipated returns on
the investments, the amount of oil being produced by U.S. Energy's
wells, and the existence of natural gas wells. Hilton also
operated a boiler room of sales representatives paid on a
commission basis.

According to the SEC's complaint, Hilton changed his name from
Joseph Yurkin late last year following a final judgment for fraud
in a previous SEC enforcement action against him for securities
offerings he made through another company he worked for --
Homeland Communications Corp.

"By changing his name, Hilton thought he could evade further SEC
scrutiny and keep the investing public from finding the truth in
his background," said Eric I. Bustillo, Director of the SEC's
Miami Regional Office. "The SEC is committed to pursuing repeat
offenders and ensuring the open and transparent sale of securities
to investors."

The SEC's complaint charges Hilton, Pacific, Rock Castle I and
Rock Castle II with violations of Sections 5(a) and (c) and
17(a)(2) of the Securities Act of 1933 and Section 10(b) of the
Securities Exchange Act of 1934 and Rule 10b-5(b). The complaint
also charges Hilton with violations of Securities Act Section
17(a)(1), (2), and (3) and Exchange Act Sections 15(a), 10(b) and
Rule 10b-5(a), (b) and (c). Pacific and New Horizon are charged
with Exchange Act Section 15(a) violations in connection with
their historical U.S. Energy related conduct. The SEC is seeking
disgorgement of ill-gotten gains plus prejudgment interest,
financial penalties, and permanent injunctions against Hilton and
his entities.

The court has appointed David Mandel -- an attorney with the law
firm of Mandel & Mandel LLP in Miami -- as a receiver over
Pacific, Rock Castle I, and Rock Castle II. Among other things,
the receiver is responsible for marshaling and safeguarding assets
held by these entities.

The SEC's investigation was conducted by Senior Counsel Susan
Cooke Anderson and Staff Accountant Timothy J. Galdencio under the
supervision of Assistant Regional Director Eric R. Busto in the
Miami Regional Office. Amie Riggle Berlin will lead the SEC's
litigation efforts.


PARADISE VALLEY: Case Summary & 4 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Paradise Valley Holdings LLC
        aka Paradise Valley Development LLC
        aka Bullis Creek Ranch
        300 Red Twig Lane
        Bozeman, MT 59715

Bankruptcy Case No.: 12-61585

Chapter 11 Petition Date: September 28, 2012

Court: United States Bankruptcy Court
       District of Montana (Butte)

Debtor's Counsel: James A Patten, Esq.
                  PATTEN PETERMAN BEKKEDAHL & GREEN
                  Suite 300, The Fratt Bldg
                  2817 2nd Ave N
                  Billings, MT 59101
                  Tel: (406) 252-8500
                  Fax: (406) 294-9500
                  E-mail: japatten@ppbglaw.com

Scheduled Assets: $14,228,531

Scheduled Liabilities: $13,057,686

The petition was signed by Wade Dokken, managing member.

Debtor's List of Four Largest Unsecured Creditors:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
Wade & Susi Dokken        Loan Advances          $723,057
300 Red Twig Lane
Bozeman, MT 59715

Crowley Fleck PLLP        Attorney Fees          $60,797
Attn: David L. Charles
P.O. Box 2529
Billings, MT 59103

Park Electric             Utility Service        $91
Cooperative Inc.
P.O. Box 1119
Livingston, MT 59047

Century Link              Phone Services         $63
P.O. Box 29040
Phoenix, AZ 85038


PATRIOT COAL: Seeking Extension for Selenium Cleanup at Mines
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Patriot Coal Corp. is facing a May deadline from a
federal district court in West Virginia for installing equipment
to remove selenium contamination from water discharges at some of
its mines.  The company was unable to negotiate an extension of
the deadline with the private parties who brought the
environmental lawsuit.

According to the report, Patriot had intended to file papers in
the West Virginia court requesting an extension of the deadlines,
which require spending $29 million.  The plaintiffs took the
position the automatic stay emanating from Patriot's Chapter 11
reorganization blocks the West Virginia suit from going forward.

The report relates that the company filed papers at the end of
last week asking the bankruptcy judge to modify the automatic stay
so Patriot can proceed in district court seeking an extension of
the deadline.  The hearing is set for Oct. 11.  Whether the
Oct. 11 hearing is held in U.S. Bankruptcy Court in New York
remains to be seen.  Last month, the New York judge held a hearing
on a request by the U.S. Trustee and a union to move the
bankruptcy to West Virginia, where most of the mines are located,
or to St. Louis, home to Patriot's head office.  The judge didn't
say how or when she will rule.

Patriot's $200 million in 3.25% senior convertible notes due in
2013 last traded Oct. 1 for 14 cents on the dollar, according to
Trace, the bond-price reporting system of the Financial Industry
Regulatory Authority.  The $250 million in 8.25% senior unsecured
notes due in 2018 last traded Oct. 1 for about 49 cents on the
dollar.

                         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.
Attorneys at Kramer Levin Naftalis & Frankel LLP, in New York,
represent the Committee as counsel.


PATRIOT COAL: Todd M. Garber Proposes Securities Claims
-------------------------------------------------------
The Law Offices of Todd M. Garber discloses that it is
investigating potential claims against Patriot Coal Corporation
concerning possible violations of federal securities laws.  The
investigation is related to certain statements issued by the
Company between Oct. 21, 2010 and July 6, 2012 concerning Patriot
Coal's financial performance and prospects.

Patriot Coal engages in the mining, production and sale of thermal
coal, primarily to electricity generators in the eastern United
States.  The investigation concerns allegations that during the
foregoing period certain of the Company's officers overstated
Patriot Coal's financial results and violated Generally Accepted
Accounting Principles and Securities and Exchange Commission rules
by failing to properly account for costs associated with Court-
ordered remediation obligations related to the Company's selenium
water treatment requirements.

The firm says that if you purchased Patriot Coal common stock
between Oct. 21, 2010 and July 6, 2012, if you have information or
would like to learn more about these claims, or if you wish to
discuss these matters or have any questions concerning this
announcement or your rights or interests with respect to these
matters, please contact Todd M. Garber, Esquire, of the Law
Offices of Todd M. Garber, by telephone at 213-700-7262 or by
e-mail to info@toddgarberlaw.com

                         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.
Attorneys at Kramer Levin Naftalis & Frankel LLP, in New York,
represent the Committee as counsel.


PATRIOT COAL: Brower Piven Commences Class Action Suit
------------------------------------------------------
Brower Piven, A Professional Corporation discloses that a class
action lawsuit has been commenced in the United States District
Court for the Eastern District of Missouri on behalf of purchasers
of the common stock of Patriot Coal Corporation during the period
between Oct. 21, 2010 and July 6, 2012, inclusive.

The firm announces that if you have suffered a net loss for all
transactions in Patriot Coal Corporation common stock during the
Class Period, you may obtain additional information about this
lawsuit and your ability to become a lead plaintiff by contacting
Brower Piven at http://www.browerpiven.com, by email at
hoffman@browerpiven.com, by calling  410/415-6616, or at Brower
Piven, A Professional Corporation, 1925 Old Valley Road,
Stevenson, Maryland 21153. Attorneys at Brower Piven have combined
experience litigating securities and class action cases of over 60
years.

No class has yet been certified in the above action.  Members of
the Class will be represented by the lead plaintiff and counsel
chosen by the lead plaintiff.  If you wish to choose counsel to
represent you and the Class, you must apply to be appointed lead
plaintiff no later than Nov. 21, 2012 and be selected by the
Court.  The lead plaintiff will direct the litigation and
participate in important decisions including whether to accept a
settlement and how much of a settlement to accept for the Class in
the action.  The lead plaintiff will be selected from among
applicants claiming the largest loss from investment in the
Company during the Class Period. You are not required to have sold
your shares to seek damages or to serve as a Lead Plaintiff.

The complaint accuses the defendants of violations of the
Securities Exchange Act of 1934 by virtue of the Company's failure
to disclose during the Class Period that costs of certain of its
selenium water treatment requirements were improperly capitalized
and the true extent of the impact those accounting errors would
have on the Company's previous financial statements as well as
that there existed a deficiency in internal control over financial
reporting associated with its accounting treatment for the Apogee
FBR and Hobet ABMet.  According to the complaint, the water
treatment facilities should have been classified as a material
weakness for the years ended December 31 2011 and 2010.  According
to the complaint, after on May 8, 2012 this information was
disclosed by the Company, after on May 15, 2012 the Company
revised its outlook issued on May 8, 2012, after on May 22, 2012
the Company disclosed that defendant Whiting had written a letter
hinting of doubts concerning the Company's prospects as a going
concern, and, finally, after on July 9, 2012 the Company disclosed
that the Company had filed for bankruptcy protection, the value of
Patriot Coal shares declined significantly.

The firm notes that if you choose to retain counsel, you may
retain Brower Piven without financial obligation or cost to you,
or you may retain other counsel of your choice.  You need take no
action at this time to be a member of the class.

                         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.
Attorneys at Kramer Levin Naftalis & Frankel LLP, in New York,
represent the Committee as counsel.


PCF SALECO: Scrambles to Craft Deal to Supply Gasoline to Outlets
-----------------------------------------------------------------
Steven Oberbeck at The Salt Lake Tribune reports that PCF Saleco
is scrambling to put together a deal to resupply gasoline to its
outlets, some of which have been without fuel for a month or more.

According to the report, PCF Saleco ran into financial trouble in
recent months because of a dispute with Phillips 66, which
supplies its stores with fuel.  That dispute led three of PCF
Saleco's creditors to file a Chapter 11 petition with the U.S.
Bankruptcy Court in Colorado.

The report relates the creditors, including a San Francisco-based
convenience store supplier that claims it is owed more than $1.6
million, told the bankruptcy court they're not being paid as their
bills are coming due.

The report adds PCF Saleco's Utah stations, which include outlets
in West Valley City, American Fork and Riverdale, have been out of
fuel for weeks, with their pumps cordoned off with yellow tape.
The convenience store part of the operations remains open.

According to the report, Ms. Fuller said her clients have agreed
to give PCF a two-week extension to respond to their bankruptcy
court petition.  "If they can reach an agreement with Phillips 66,
then we may not have to move forward in bankruptcy court," Ms.
Fuller said.

According to the report, Alissa Hicks, a Phillips 66 spokeswoman,
said the oil company is "working diligently toward a solution"
with PCF.  She said because of its difficulties, PCF chose to
"temporarily close some of its sites."

PCF Saleco LLC is a retail chain spun off of K&G Petroleum in
2008.  Core-Mark International Inc., D&H Pump Service Inc., and
ACM Industries Inc. filed an involuntary Chapter 11 bankruptcy
petition against the Company.  Caroline Fuller represents the
three unsecured creditors.


PHIL'S CAKE: Files Schedules of Assets and Liabilities
------------------------------------------------------
Phil's Cake Box Bakeries, Inc., filed with the U.S. Bankruptcy
Court for the Middle District of Florida its schedules of assets
and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $5,845,803
  B. Personal Property            $6,668,713
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $11,033,900
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $3,524,931
                                 -----------      -----------
        TOTAL                    $12,514,516      $14,558,831

A copy of the schedules is available for free at:

            http://bankrupt.com/misc/phil'scake.SAL.pdf

                      About Alessi's Bakeries

Phil's Cake Box Bakeries, Inc., dba Alessi's Bakeries, Inc., is a
family-owned bakery and catering business owned and operated in
Tampa, Fla., by four generations of the Alessi family.  The
operations have grown from a small bakery delivering bread by
horse and wagon, to the current 100,000 square foot manufacturing
facility serving retail customers nationwide, with a retail
location maintaining and continuing its historic traditions in
Tampa.

Alessi's operates from two locations: a manufacturing facility and
a retail bakery. The Eagle Trail manufacturing facility is located
at 5202 Eagle Trail Drive, Tampa.  The Eagle Trail Facility is a
100,000 sq. ft. building which houses various production lines
including five ovens, 40,000 sq. ft. of refrigerated space with
four walk-in freezers and two coolers, and 20,000 sq. ft. of raw
material and packing supplies warehouse space.  Alessi's also
operates a retail bakery facility, located at 2909 West Cypress
Street, Tampa.  Alessi's owns both locations.

As of the Petition Date, Alessi's estimates that it has assets of
roughly $14.5 million and liabilities of roughly $14.7 million.

Alessi's filed for bankruptcy to address the over-leveraging due
to the Eagle Trail Facility acquisition and the inability fully
and timely to service debt during the period in which sales
dropped.

Alessi's filed for Chapter 11 bankruptcy (Bankr. M.D. Fla. Case
No. 12-13635) on Sept. 5, 2012.  Bankruptcy Judge K. Rodney May
oversees the case.  Harley E. Riedel, Esq., and Daniel R. Fogarty,
Esq., at Stichter Riedel Blain & Prosser, P.A., in Tampa, Fla.,
serve as the Debtor's counsel.  The petition was signed by Philip
Alessi, Jr., president.


QUALITY DISTRIBUTION: ABL Facility Borrowings Hiked by $100-Mil.
----------------------------------------------------------------
Quality Distribution, Inc., and its wholly owned subsidiary,
Quality Distribution, LLC, increased their maximum borrowing
capacity from $250 million to $350 million under the senior
secured asset-based revolving credit facility with Bank of
America, N.A., as administrative agent and collateral agent,
JPMorgan Chase Bank, N.A., as syndication agent, and the lenders
party thereto from time to time.  The increase was effectuated
through an amendment to the Credit Agreement dated as of Sept. 27,
2012.  The maturity, interest rate and other material terms and
conditions of the ABL Facility remain the same.

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

                        http://is.gd/CZpC3P

                     About Quality Distribution

Quality Distribution, LLC, and its parent holding company, Quality
Distribution, Inc., are headquartered in Tampa, Florida.  The
company is a transporter of bulk liquid and dry bulk chemicals.
The company's 2010 revenues are approximately $686 million.
Apollo Management, L.P., owns roughly 30% of the common stock of
Quality Distribution, Inc.

The Company reported net income of $23.43 million in 2011,
compared with a net loss of $7.40 million in 2010.

The Company's balance sheet at June 30, 2012, showed $454.49
million in total assets, $484.24 million in total liabilities and
a $29.75 million total shareholders' deficit.

                        Bankruptcy Warning

In its Form 10-K for 2011, the Company noted that it had
consolidated indebtedness and capital lease obligations, including
current maturities, of $307.1 million as of Dec. 31, 2011.  The
Company must make regular payments under the New ABL Facility and
its capital leases and semi-annual interest payments under its
2018 Notes.

The New ABL Facility matures August 2016.  However, the maturity
date of the New ABL Facility may be accelerated if the Company
defaults on its obligations.  If the maturity of the New ABL
Facility or such other debt is accelerated, the Company does not
believe that it will have sufficient cash on hand to repay the New
ABL Facility or such other debt or, unless conditions in the
credit markets improve significantly, that the Company will be
able to refinance the New ABL Facility or such other debt on
acceptable terms, or at all.  The failure to repay or refinance
the New ABL Facility or such other debt at maturity will have a
material adverse effect on the Company's business and financial
condition, would cause substantial liquidity problems and may
result in the bankruptcy of the Company or its subsidiaries.  Any
actual or potential bankruptcy or liquidity crisis may materially
harm the Company's relationships with its customers, suppliers and
independent affiliates.


RENOVA ENERGY: Court Rules on Dispute Over Generator Contract
-------------------------------------------------------------
District Judge Edward J. Lodge in Idaho ruled on the cross-motions
for summary judgment filed in the case, ENERGY CONSULTING &
MANAGEMENT, a Nebraska limited liability company, Plaintiff, v.
WESTERN STATES EQUIPMENT CO., an Idaho corporation, Defendant; and
WESTERN STATES EQUIPMENT CO., an Idaho corporation,
Defendant/Counterclaimant, v. ENERGY CONSULTING & MANAGEMENT
SOLUTIONS, LLC, a Nebraska limited liability company,
Plaintiff/Counterdefendant, Case No. 1:11-CV-00045 (D. Idaho).
The Court denied the plaintiff's request to submit additional
evidence and briefing.  The judge said the matters have been fully
briefed and the Court has determined oral argument would not
assist the decision-making process.

The dispute involves ownership of equipment sold during the
bankruptcy of Renova Energy (ID) LLC.  Western States Equipment
Company is a retailer that sells Caterpillar brand equipment in
several western states, including Idaho, Montana, Wyoming, Oregon,
and Washington.  In July 2007, Western States agreed to sell two
Caterpillar gas co-generators and related equipment to Renova for
roughly $2.1 million.  Renova agreed to pay 10% of the $2.1
million purchase price at the time it signed the purchase order,
an additional 40% "upon expiration of the cancellation window,"
and the final 50% upon delivery of the equipment to Renova's
Heyburn, Idaho facility.  Renova paid the first 50% of the
purchase price in accordance with the contract terms.  But in
January 2008, Renova contacted Western States and told it to
suspend "delivery of materials as well as construction and
fabrication activities."  Western States attempted to delay
Caterpillar's manufacture of the generators, but the cancellation
window had expired, so at that point, Western States was obligated
to accept the generators from Caterpillar when they were complete.

A couple months later, in March 2008, Western States told Renova
it would try to sell the generators to mitigate its losses on the
contract.  Renova did not object to this plan, and in June 2008,
Renova filed a chapter 11 bankruptcy petition in the United States
Bankruptcy Court for the District of Wyoming.  Renova did not
notify Western States of its bankruptcy nor did it list Western
States or the July 2007 generator contract in its bankruptcy
schedules.

In March 2010, the bankruptcy court approved Renova's Chapter 11
bankruptcy plan.  Part of Renova's bankruptcy plan included
creating a liquidating trust -- the REID Liquidating Trust -- and
Renova transferred all "Trust Assets" to this trust.  The parties
dispute whether the July 2007 generator contract between Renova
and Western States was included in this transfer.

In November 2010, when Renova's liquidating trustee auctioned off
various Renova assets in Heyburn, Idaho, he included Renova's
generator contract with Western States.  He transferred his
"rights, titles and interests" in the contract -- which the
parties refer to as "the purchase order" -- to Energy Consulting.

After the November 2010 auction, Energy Consulting informed
Western States that it had purchased the "rights and interests to
the generators and the deposit" and eventually demanded that
Western States return the $1 million Renova had paid Western
States on the contract.  Western States refused, saying Renova had
breached the contract before filing bankruptcy.  In February 2011,
Energy Consulting sued Western States for breach of contract,
restitution, and unjust enrichment.  Western States counterclaimed
for breach of contract and offset.

Western States seeks summary judgment on all claims Energy
Consulting alleges: (1) breach of contract; (2) restitution; and
(3) offset. Western States' core position is that Energy
Consulting has no rights in the July 2007 generator contract
because it bought from a seller -- the liquidating trustee -- who
had not acquired any rights in the contract.

The Court agrees.  The Court said Energy Consulting did not obtain
any rights in the generator contract from the liquidating trustee
because the trustee did not obtain those rights.  Energy
Consulting therefore cannot pursue any of its claims against
Western States.

Western States counterclaimed against Energy Consulting for breach
of contract and offset only as a hedge -- in case the Court
rejected its argument that the assignment to Energy Consulting was
invalid.  Given that the Court has ruled that the assignment was
invalid, Western States cannot prevail on its counterclaims.  The
Court grants Energy Consulting's motion for summary judgment of
these claims -- not for the reasons stated in Energy Consulting's
motion, but, rather, because the counterclaims are mooted by the
Court's ruling on Western States' motion for summary judgment.

A copy of the Court's Sept. 27, 2012 Memorandum Decision and Order
is available at http://is.gd/osNDJZfrom Leagle.com.

                       About Renova Energy

Renova Energy LLC operated an ethanol plant.  Renova Energy,
together with  Wyoming Ethanol, filed for chapter 11 bankruptcy
protection in June 2008 in Cheyenne, Wyoming (Bankr. D. Wyo.
Case No. 08-20346).  Wyoming Ethanol estimated $10 million to
$50 million in assets and liabilities in its Chapter 11 petition.


RIDGEWOOD REALTY: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Ridgewood Realty of L.I. Inc.
        aka SK Mulberry Contract
        6 Grace Drive
        Old Westbury, NY 11568

Bankruptcy Case No.: 12-14085

Chapter 11 Petition Date: September 28, 2012

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Debtor's Counsel: David Carlebach, Esq.
                  LAW OFFICES OF DAVID CARLEBACH, ESQ.
                  40 Exchange Place, Suite 1306
                  New York, NY 10005
                  Tel: (212) 785-3041
                  Fax: (646) 355-1916
                  E-mail: david@carlebachlaw.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 Angelina Kates, managing member.


SAINT VINCENTS: District Court Affirms Ruling on Arbitration Bid
----------------------------------------------------------------
Judge Edgardo Ramos of the U.S. District Court for the Southern
District of New York affirmed a 2011 bankruptcy court ruling
denying the request of Bharat Kumar Narumanchi for relief from the
automatic stay in the Chapter 11 cases of Saint Vincents Catholic
Medical Centers of New York, et al.

Dr. Narumanchi, a medical doctor, worked at Saint Vincents from
July 1, 2008 to Dec. 31, 2009.  While employed there, he was a
member of the Committee of Interns and Residents ("CIR"), a
collective bargaining unit that was a party to a collective
bargaining agreement with Saint Vincents.  Dr. Narumanchi was
terminated effective Dec. 31, 2009.  The circumstances of his
termination are disputed.  He asserts he was terminated
"arbitrarily and illegally," while Saint Vincents says he was
terminated due to "inappropriate and unprofessional behavior."

At Dr. Narumanchi's request, CIR filed a grievance against Saint
Vincents relating to his termination and requested that it be
heard in front of an external -- or neutral -- arbitrator.  CIR
and Saint Vincents thereafter agreed to adjourn the arbitration
pending confidential negotiations to resolve the grievance.  Those
negotiations resulted in a proposed settlement that was rejected
by Dr. Narumanchi.  As a result of Dr. Narumanchi's rejection of
the offer, CIR withdrew its request for arbitration and informed
Dr. Narumanchi of its action on March 18, 2011.

In Saint Vincents' Chapter 11 bankruptcy case, Dr. Narumanchi
first filed a proof claim with the Bankruptcy Court on Sept. 24,
2010, in the amount of $24,700, well before the deadline for
filing claims.  On April 1, 2011, Dr. Narumanchi filed a revised
claim in the amount of $1,524,700.

On Aug. 1, 2011, Dr. Narumanchi sought stay relief to compel CIR
and Saint Vincent to arbitration, and to allow him to pursue his
claims against Saint Vincent in state or federal court.  Saint
Vincents objected, arguing that a lift of the stay was not
appropriate because (1) Dr. Narumanchi waived his right to
arbitration when CIR withdrew from arbitration; (2) Dr. Narumanchi
could file an unfair labor practices action directly with the
National Labor Relations Board, which proceedings are exempt from
the automatic stay provisions; and (3) pursuant to the Second
Circuit's decision in Sonnax Indus., Inc. v. Tri-Component Prods.
Corp., 907 F.2d 1280 (2d Cir. 1990), Dr. Narumanchi was unable to
establish the requisite cause to merit lifting of the automatic
stay.

The Bankruptcy Court denied Dr. Narumanchi's motion to lift the
stay, holding, in relevant part, that a lift of the stay was not
appropriate to allow Dr. Narumanchi to compel arbitration or
initiate a law suit against Saint Vincents on the basis of Sonnax
Factors (whether litigation in another forum would prejudice the
interest of other creditors) and (the impact of the stay on the
parties and balance of harms).  The Bankruptcy Court made no
ruling as to whether or not Dr. Narumanchi could proceed against
Saint Vincents before the NLRB, as Saint Vincents conceded that
such an action was excepted from the automatic stay provisions.

The case before the District Court is, BHARAT KUMAR NARUMANCHI,
Appellant, v. SAINT VINCENTS CATHOLIC MEDICAL CENTERS OF NEW YORK,
et al., Appellees, No. 11 Civ. 9431 (S.D.N.Y.).  A copy of the
Court's Sept. 27, 2012 Opinion and Order is available at
http://is.gd/OqbJjhfrom Leagle.com.

                       About Saint Vincents

Saint Vincents Catholic Medical Centers of New York, doing
business as St. Vincent Catholic Medical Centers --
http://www.svcmc.org/-- was anchored by St. Vincent's Hospital
Manhattan, an academic medical center located in Greenwich Village
and the only emergency room on the Westside of Manhattan from
Midtown to Tribeca, St. Vincent's Westchester, a behavioral health
hospital in Westchester County, and continuing care services that
include two skilled nursing facilities in Brooklyn, another on
Staten Island, a hospice, and a home health agency serving the
Metropolitan New York area.

Saint Vincent Catholic Medical Centers of New York and six of its
affiliates first filed for Chapter 11 protection on July 5, 2005
(Bankr. S.D.N.Y. Case Nos. 05-14945 through 05-14951).

St. Vincents Catholic Medical Centers returned to bankruptcy by
filing another Chapter 11 petition (Bankr. S.D.N.Y. Case No.
10-11963) on April 14, 2010.  The Debtor estimated assets of
$348 million against debts totaling $1.09 billion in the new
petition.

Although the hospitals emerged from the prior reorganization in
July 2007 with a Chapter 11 plan said to have "a realistic chance"
of paying all creditors in full, the bankruptcy left the medical
center with more than $1 billion in debt.  The new filing occurred
after a $64 million operating loss in 2009 and the last potential
buyer terminated discussions for taking over the flagship
hospital.

On June 29, 2012, the Bankruptcy Court entered an order confirming
Saint Vincents' Second Amended Chapter 11 Plan.  The plan was
declared effective on the same day.  Saint Vincents shed off
assets during the bankruptcy.


SBMC HEALTHCARE: Can Access Cash Collateral Until October 30
------------------------------------------------------------
In an eighth interim order dated Sept. 27, 2012, the U.S.
Bankruptcy Court for the Southern District of Texas authorized
SBMC Healthcare, LLC, to use cash collateral of Harborcove
Financial LLC through the date of the next hearing, unless earlier
terminated upon the occurrence of a Termination Event, pursuant to
a cash budget.

The next hearing on continued access to cash collateral will be
held on Oct. 30, 2012, at 9:30 a.m.  Objections, if any, to the
cash collateral motion, must be filed 7 days prior to the hearing.

As adequate protection, Harborcove is granted a replacement lien
in the Debtor's postpetiton assets.

The Debtor will set aside $310,000 for possible repayment to
Centurion Service Group, LLC, for any court approved
administrative expense due to equipment that the Debtor was unable
to deliver under the terms of the sale of the Debtor's medical
equipment to Centurion that was approved by the Court.

                      About SBMC Healthcare

Houston, Texas-based SBMC Healthcare, LLC, is 100% owned by McVey
& Co. Investments LLC.  It filed a Chapter 11 petition (Bankr.
S.D. Tex. Case No. 12-33299) on April 30, 2012.  The petition was
signed by the president of McVey & Co. Investments LLC, sole
manager.  The Debtor disclosed $40,149,593 in assets and
$13,108,268 in liabilities as of the Chapter 11 filing.  Marilee
A. Madan, Esq., at Marilee A. Madan, P.C., in Houston, Tex., is
the Debtor's general bankruptcy counsel.  Millard A. Johnson,
Esq., and Sara Mya Keith, Esq., at Johnson DeLuca, Kurisky &
Gould, P.C., in Houston, Tex., serve as the Debtor's special
bankruptcy counsel.  Judge Jeff Bohm presides over the case.


SEALY CORP: KKR Entities Disclose 74.2% Equity Stake
----------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Sealy Holding LLC, KKR Millennium Fund L.P.,
KKR Associates Millennium L.P., together with their affiliates,
disclosed that as of Sept. 26, 2012, they beneficially own
165,373,264 shares of common stock of Sealy Corporation
representing 74.2% of the shares outstanding.

The KKR Entities previously reported beneficial ownership of
140,473,671 common shares or a 75.5% equity stake as of Oct. 1,
2009.

On Sept. 26, 2012, Sealy entered into an Agreement and Plan of
Merger with Tempur-Pedic International Inc., and Silver Lightning
Merger Sub, a direct, wholly owned subsidiary of Tempur.  The
Merger Agreement provides for the acquisition of Sealy by Tempur
by means of a merger of Merger Sub with and into Sealy, with Sealy
being the surviving corporation.  As a result of the Merger, Sealy
would become a wholly owned subsidiary of Tempur.

The Boards of Directors of Sealy, Tempur and Merger Sub have
approved the Merger and the Merger Agreement.  On Sept. 26, 2012,
stockholders of Sealy, including the Reporting Persons, holding
approximately 50.55% of the outstanding common stock of Sealy
signed and delivered a written consent to the Merger.

A copy of the filing is available for free at:

                        http://is.gd/rvhLvz

                         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.


SEVENTH CAMEL: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Seventh Camel, Inc.
        c/o Fennemore Craig, P.C.
        Attn: Anthony W. Austin
        3003 N. Central Ave., Ste. 2600
        Phoenix, AZ 85012

Bankruptcy Case No.: 12-21584

Chapter 11 Petition Date: September 28, 2012

Court: United States Bankruptcy Court
       District of Arizona (Phoenix)

Judge: George B. Nielsen Jr.

Debtor's Counsel: Anthony W. Austin, Esq.
                  FENNEMORE CRAIG P.C.
                  3003 N. Central Ave., Suite 2600
                  Phoenix, AZ 85012
                  Tel: (602) 916-5000
                  Fax: (602) 916-5999
                  E-mail: aaustin@fclaw.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 together with the petition is available for free at
http://bankrupt.com/misc/azb12-21584.pdf

The petition was signed by Anthony J. Gapes, president.


SMF ENERGY: Wants to Modify Terms of Employment of Shutts & Bowen
-----------------------------------------------------------------
As reported in the TCR on July 3, 2012, SMF Energy Corporation, et
al., obtained permission from the Bankruptcy Court to employ
Harold E. Patricoff, Esq., and the law firm of Shutts & Bowen,
LLP, as special collections counsel to the Debtors, with
compensation on an hourly basis in accordance with the law firm's
ordinary and customary hourly rates and actual and necessary out-
of-pocket expenses.

SMF Energy Corporation, et al., now seek the Court's permission to
modify the terms of employment and compensation of the firm such
that the firm will now be compensated on a flat fee rate of $7,500
a month for a period of 6 months beginning Sept. 1, 2012, through
Feb. 28, 2013, plus an additional 10% participation fee on all
sums recovered on behalf of the Debtors.

                         About SMF Energy

SMF Energy Corporation, a provider of fuel and lubricants for the
trucking, manufacturing and construction industries, and three of
its subsidiaries filed for Chapter 11 bankruptcy (Bankr. S.D. Fla.
Lead Case No. 12-19084) on April 15, 2012.  The affiliates are SMF
Services, Inc., H&W Petroleum Company, Inc., and Streicher Realty,
Inc.  Fort Lauderdale, Florida-based SMF Energy -- dba Streicher
Mobile Fueling and SMF Generator Fueling Services -- disclosed
$37.0 million in assets and $25.17 million in liabilities as of
Dec. 31, 2011.

SMF sought bankruptcy protection after Wells Fargo Bank, N.A.,
shut off access to a revolving credit loan and declared a default.
The bank is owed $11.2 million, including $8 million on a
revolving credit secured by all assets.  SMF Energy disclosed
$16,387,456 in assets and $31,160,009 in liabilities as of the
Chapter 11 filing.

On March 22, 2012, the Company appointed Soneet Kapila of Kapila &
Company, Ft. Lauderdale, Florida, as its chief restructuring
officer.

Judge Raymond B. Ray oversees the case.  Lawyers at Genovese
Joblove & Battista, P.A., serve as the Debtors' counsel.  Trustee
Services Inc. serves as claims agent.  Bayshore Partners, LLC,
serves as their investment banker.  The petition was signed by
Soneet R. Kapila, the CRO.

The Debtors tapped Harry Stampler and Stampler Auctions for the
sale and liquidation of the assets of the Debtors located at 200
West Cypress Creek Road, Suite 400, Fort Lauderdale, Florida
through an auction sale scheduled for July 19, 2012, at the
Property.

Steven R. Turner, the Assistant U.S. Trustee 21, appointed three
members to the Official Committee of Unsecured Creditors.  Robert
P. Charbonneau, Esq. and the law firm of Ehrenstein Charbonneau
Calderin represent the creditors.

The Debtors entered into an agreement for Sun Coast Resources to
acquire assets associated with the Debtors' business in their
various operating locations in the State of Texas for $4 million,
absent higher and better offers.  The Texas assets yielded no
competing bids from other parties.  Competing bids were submitted
with respect to the assets and vehicle outside Texas, under which
Sun Coast was also the stalking horse bidder with a total offer of
$5 million.  The auction raised the value of the assets by $1.75
million.  The sales, which closed in June, generated $10.75
million.

The Debtors in August filed a Plan of liquidation.  Wells Fargo
Bank N.A., the secured lender, has been partly paid from the sale
proceeds, pursuant to the cash collateral order.  Holders of
unsecured claims estimated to total $5.7 million will recover up
to 70%.  Each holder of an unsecured claim not more than $1,000 or
who elect to reduce the claim to $1,000 will recover 100% in cash
on the effective date. Holders of equity interests will only
receive distributions after claimants are paid in full.


SMF ENERGY: Court to Consider Adequacy of Disclosures on Oct. 16
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida
will consider at a hearing on Oct. 16, 2012, at 9:30 a.m. the
adequacy of the information contained in the disclosure statement
for the Joint Plan of Liquidation of SMF Energy Corporation, et
al.  The deadline for the filing of objections, if any, to the
approval of the Disclosure Statement is 7 days before the hearing.

As reported in the TCR, the Debtors filed on Aug. 7, 2012, a Joint
Plan of Liquidation with the Bankruptcy Court.  An auction for the
Debtors' vehicles yielded $10.75 million.  Wells Fargo Bank N.A.,
the secured lender, has been partly paid from the sale proceeds,
pursuant to the cash collateral order.  Holders of unsecured
claims estimated to total $5.7 million will recover up to 70%.
Each holder of an unsecured claim not more than $1,000 or who
elect to reduce the claim to $1,000 will recover 100% in cash on
the effective date.  Holders of equity interests will only receive
distributions after claimants are paid in full.  The Debtors said
that unsecured creditors will only recover 50% in a Chapter 7
liquidation scenario, compared with the average of 64% under the
Plan.

A copy of the Disclosure Statement is available for free at:

http://bankrupt.com/misc/SMF_Energy_DS_080712.pdf

                         About SMF Energy

SMF Energy Corporation, a provider of fuel and lubricants for the
trucking, manufacturing and construction industries, and three of
its subsidiaries filed for Chapter 11 bankruptcy (Bankr. S.D. Fla.
Lead Case No. 12-19084) on April 15, 2012.  The affiliates are SMF
Services, Inc., H&W Petroleum Company, Inc., and Streicher Realty,
Inc.  Fort Lauderdale, Florida-based SMF Energy -- dba Streicher
Mobile Fueling and SMF Generator Fueling Services -- disclosed
$37.0 million in assets and $25.17 million in liabilities as of
Dec. 31, 2011.

SMF sought bankruptcy protection after Wells Fargo Bank, N.A.,
shut off access to a revolving credit loan and declared a default.
The bank is owed $11.2 million, including $8 million on a
revolving credit secured by all assets.  SMF Energy disclosed
$16,387,456 in assets and $31,160,009 in liabilities as of the
Chapter 11 filing.

On March 22, 2012, the Company appointed Soneet Kapila of Kapila &
Company, Ft. Lauderdale, Florida, as its chief restructuring
officer.

Judge Raymond B. Ray oversees the case.  Lawyers at Genovese
Joblove & Battista, P.A., serves as the Debtors' counsel.  Trustee
Services Inc. serves as claims agent.  Bayshore Partners, LLC,
serves as their investment banker.  The petition was signed by
Soneet R. Kapila, the CRO.

The Debtors tapped Harry Stampler and Stampler Auctions for the
sale and liquidation of the assets of the Debtors located at 200
West Cypress Creek Road, Suite 400, Fort Lauderdale, Florida
through an auction sale scheduled for July 19, 2012, at the
Property.

Steven R. Turner, the Assistant U.S. Trustee 21, appointed three
members to the Official Committee of Unsecured Creditors.  Robert
Paul Charbonneau and the law firm of Ehrenstein Charbonneau
Calderin represent the creditors.

The Debtors entered into an agreement for Sun Coast Resources to
acquire assets associated with the Debtors' business in their
various operating locations in the State of Texas for $4 million,
absent higher and better offers.  The Texas assets yielded no
competing bids from other parties.  Competing bids were submitted
with respect to the assets and vehicle outside Texas, under which
Sun Coast was also the stalking horse bidder with a total offer of
$5 million.  The auction raised the value of the assets by $1.75
million.  The sales, which closed in June, generated $10.75
million.

The Debtors in August filed a Plan of liquidation.  Wells Fargo
Bank N.A., the secured lender, has been partly paid from the sale
proceeds, pursuant to the cash collateral order.  Holders of
unsecured claims estimated to total $5.7 million will recover up
to 70%.  Each holder of an unsecured claim not more than $1,000 or
who elect to reduce the claim to $1,000 will recover 100% in cash
on the effective date. Holders of equity interests will only
receive distributions after claimants are paid in full.


SOUTHEASTERN REGIONAL: S&P Keeps 'D' Rating on Series 2002 Bonds
----------------------------------------------------------------
Standard & Poor's Ratings Services has affirmed its 'A' long-term
rating on North Carolina Medical Care Commission's series 1999 and
2012 hospital revenue refunding bonds, issued on behalf of
Southeastern Regional Medical Center (SRMC). In addition, Standard
& Poor's removed the rating from CreditWatch Negative and assigned
a stable outlook.

On Sept. 28, 2012, Standard & Poor's placed the rating on the 1999
and 2012 bonds on CreditWatch with negative implications based on
our view that SRMC's default on its series 2002 bonds -- due to an
administrative oversight -- reflected inadequate procedures to
administer its debt payments in a timely fashion. SRMC informed
Standard & Poor's on that date that it missed a required payment
on its series 2002 bonds. "We lowered the rating on the 2002 bonds
to 'D' because of the missed payment. According to SRMC, it was
not informed by the trustee that the payment was due and,
therefore, it missed the payment. However, at this time the full
debt service payment for the 2002 bonds has been made to the
trustee, including accrued interest, and the default will be
resolved on the sinking fund redemption date of Oct. 31, 2012,
per the required notice. In addition, management is planning to
refund all of the remaining series 1999 and 2002 bonds on Nov. 14,
2012, if the refunding series 2012 bond sale is successful," S&P
said.

Standard & Poor's spoke with management and has received
documentation of new policies that will address timely bond
payments to the trustee.

"We believe these policies are sufficient to return the outlook to
stable," said Standard & Poor's credit analyst Sharon Gigante.
"According to SRMC, the finance office will monitor all required
payments independent from the trustee to ensure that all payments
are made on time. In addition, the new series 2012 bond documents
now call for monthly payments to the trustee instead of semiannual
payments."


SOUTHERN AIR: Meeting to Form Creditors' Panel Set for Oct. 12
--------------------------------------------------------------
Roberta A. DeAngelis, the United States Trustee for Region 3, will
hold an organizational meeting on October 12, 2012, at 10:30 a.m.
in the bankruptcy case of Southern Air Holdings, Inc., et al.  The
meeting will be held at:

         J. Caleb Boggs Federal Building
         844 King Street, Room 5209
         Wilmington, DE 19801


The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.

Military cargo airline Southern Air Inc. --
http://www.southernair.com/-- its parent Southern Air Holdings
Inc., and their affiliated entities filed for Chapter  11
bankruptcy protection (Bankr. D. Del. Case Nos. 12-12690 to 12-
12707) in Wilmington on Sept. 28, 2012, blaming the decline in
business from the U.S. Department of Defense, which reduced its
troop count in Afghanistan and hired Southern Air less frequently.

Bankruptcy Judge Christopher S. Sontchi presides over the case.
Brian S. Rosen, Esq., Candace Arthur, Esq., and Gabriel Morgan,
Esq., at Weil, Gotshal & Manges LLP; and M. Blake Cleary, Esq.,
and Maris J. Kandestin, Esq., at Young, Conaway, Stargatt &
Taylor, serve as the Debtor's counsel.  Zolfo Cooper LLC serves as
the Debtors' bankruptcy consultant and special financial advisor.
Kurtzman Carson Consultants, LLC, serves as claims and notice
agent.

In its petition, the Debtors estimated $100 million to $500
million in both assets and debts.  The petition was signed by Jon
E. Olin, senior vice president.

Canadian Imperial Bank of Commerce, New York Agency, the DIP agent
and prepetition agent, is represented by Matthew S. Barr, Esq.,
and Samuel Khalil, Esq., at Milbank Tweed Hadley & McCloy LLP; and
Mark D. Collins, Esq., and Katherine L. Good, Esq., at Richards
Layton & Finger PA.

Stephen J. Shimshak, Esq., and Kelley A. Cornish, Esq., at Paul
Weiss Rifkind Wharton & Garrison LLP; and Mark E. Felger, Esq., at
Cozen O'Connor, represent Oak Hill Capital Partners II, LP, OH
Aircraft Acquisition LLC, and Oak Hill Cargo 360 LLC.


SPIRIT FINANCE: Avram Friedman Discloses 5.5% Equity Stake
----------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Avram Z. Friedman and his affiliates disclosed that as
of Sept. 20, 2012, they beneficially own 4,408,000 shares of
common stock of Spirit Realty Capital, Inc., formerly Spirit
Finance Corp., representing 5.48% of the shares outstanding.  A
copy of the filing is available at http://is.gd/ZoDYPE

                       About Spirit Finance

Spirit Finance Corporation, headquartered in Phoenix, Arizona, is
a REIT that acquires single-tenant, operationally essential real
estate throughout United States to be leased on a long-term,
triple-net basis to retail, distribution and service-oriented
companies.

                           *     *     *

As reported by the TCR on Feb. 16, 2012, Standard & Poor's Ratings
Services affirmed its 'CCC+' corporate credit rating on Spirit
Finance Corp and the Company's 'CCC+' issue-level rating on the
company's term loan.

In the Sept. 15, 2011, edition of the TCR, Moody's Investors
Service affirmed the corporate family rating of Spirit Finance
Corporation at Caa1.

"This rating action reflects Spirit's consistent compliance with
its term loan covenants throughout the downturn (despite
relatively thin cushion at certain times), as well as the recent
debt paydown which, in Moody's view, will help Spirit remain in
compliance within the stated covenant limits going forward."


SUN RIVER: Remaining Plaintiffs in "Ballard" Suit Drop Claims
-------------------------------------------------------------
The three plaintiffs in a suit styled James Ballard, et al, vs.
Sun River Energy, Inc., et al, Cause No. 12-06318, in the 134th
Judicial District Court of Dallas County, Texas dismissed their
claims with prejudice.  Additionally, the attorneys representing
the remaining Plaintiffs have filed a motion to withdraw as
counsel.

Donal R. Schmidt, Jr., the Company's CEO and President, said, "The
dismissal and withdrawal of counsel effectively ends this
litigation.  This dismissal validates management's claims they did
not mismanage Sun River or defraud anyone.

"Initially, the court was skeptical of Plaintiffs' claims and
demand for extraordinary relief.  The judge recently ordered the
Plaintiffs to re-plead their suit or face having their derivative
claims struck which would have exposed the Plaintiffs to an award
of attorney's fees for bringing an improper lawsuit.  During this
period, Jim and Iva Ballard and Bruce Pitts approached us about
resolving the lawsuit.

"Through our discussions, we learned Harry McMillan, managing
member of Cicerone Corporate Development, LLC, who Sun River
terminated last December helped Plaintiff Steve Henson, former
Company director, orchestrate the lawsuit.  These two men
approached the Ballards and Mr. Pitts in an attempt to have them
pay for this litigation by making false and malicious claims based
upon confidential non-public information.  The Ballards and Mr.
Pitts were misled to say the least.  Regardless, I have to give
them credit for recognizing that Henson and McMillan as well as
the attorneys representing the Plaintiffs were not telling them
the entire story.

"At all times we maintained the allegations in the lawsuit were
false.  Fortunately, the Ballards and Mr. Pitts came to the same
conclusion."

Jim Ballard said, "Iva and I are glad this is over.  Sun River's
management has our full support."

Donal R. Schmidt, Jr. further states, "It is unnerving when a
shareholder files suit questioning management's honesty and
integrity.  Every CEO dreads a fraud or derivative suit that might
start a landslide, which buries a company.  I knew if the Company
stood firm, the truth would eventually come out.

"I anticipate the remaining Plaintiffs will have a hard time
finding another law firm to take their case and I expect most of
them to dismiss as well.  The facts just don't support their
allegations and we will be seeking the return of our attorney's
fees and damages, if justified.

"Finally, thanks to all of the shareholders who never lost faith
in the officers and directors of Sun River.  The words of
encouragement were greatly appreciated."

                          About Sun River

Dallas, Tex.-based Sun River Energy, Inc., is an exploration and
production company focused on oil and natural gas.  Sun River has
mineral interests in two major geological areas.  Each area has a
distinct development plan, and each area brings a different value
matrix to the Company.  The Company has mineral interests in the
Raton Basin located in Colfax County, New Mexico, and in several
counties in the highly prolific East Texas Basin.

In the auditors' report accompanying the consolidated financial
statements for the year ended April 30, 2012,
LightfootGuestMoore&Co, P.C., in Dallas, Tex., expressed
substantial doubt about Sun River's ability to continue as a going
concern.  The independent auditors noted that the Company has an
accumulated earnings deficit of $41,027,526.

The Company reported a net loss of $24.0 million on $293,000 of
revenues for the year ended April 30, 2012, compared with a net
loss of $7.4 million on $98,000 of revenues for the year ended
April 30, 2011.

The Company's balance sheet at July 31, 2012, showed $12.71
million in total assets, $14.23 million in total liabilities and a
$1.52 million total stockholders' deficit.

                    Going Concern Considerations

The Company has negative working capital of $13,793,000 at
July 31, 2012.  Approximately $10,339,000 of the negative working
capital position was comprised of amounts owed to significant
stockholders, including Officers of the Company.  The Company is
attempting to raise capital to resolve the working capital
requirements and develop the oil and gas assets.  The Company has
multiple options available to meet the current financial
obligations when due:

   * The Company is attempting to settlement of its $4,000,000
     note payable - related party obligation with assignment of
     certain mineral rights that the Company was not anticipating
     to develop; and/or

   * Sun River has raised capital in a Preferred Stock offering,
     and the Company is currently attempting to raise additional
     equity through the sale of additional common stock and will
     utilize any proceeds to improve their working capital; and/or

   * The Company may sell a portion of its mineral rights to
     improve its working capital, in addition to other selected
     current liabilities of the Company which may be due.

However, there can be no assurance that the Company will be able
to execute any or all of the contemplated transactions, which
raises substantial doubt about the Company's ability to continue
as a going concern.


SW BOSTON HOTEL: Prudential Upsets Reorganization Plan
------------------------------------------------------
Carla Main, substituting for Bloomberg bankruptcy columnist Bill
Rochelle, reports that Prudential Insurance Co. of America won a
victory upsetting the reorganization plan for SW Boston Hotel
Venture LLC, the former owner of the W Hotel in Boston.  The full
economic effect on Prudential and its secured claim won't be known
until the hotel owner revises the Chapter 11 plan.

According to the report, the Newark, New Jersey-based insurer had
a $180.8 million secured claim from providing construction
financing for the project.  A sale of the hotel portion of the
project generated $83.8 million to pay down Prudential's claim.
Retaining condominium units after the hotel sale, the owners
proposed a reorganization plan paying everyone in full.  The plan,
approved in November 2011 by U.S. Bankruptcy Judge Joan N. Feeney
in Boston, would pay Prudential's remaining claim in full by March
2014 with interest at 4.5%, compared with the non-default rate of
9.5% in the loan documents.  Prudential appealed, claiming
entitlement to interest at the 14.5% default rate.

The report notes the Bankruptcy Appellate Panel wrote two opinions
on Oct. 1 giving Prudential most of what it sought without
upsetting other creditors' recoveries under the reorganization
plan.  The appellate panel said it was an error not to award
Prudential interest during the course of the Chapter 11 case at
the higher default rate.  The opinion by Bankruptcy Judge J.
Michael Deasy said the sale price of the hotel was the best
evidence of value.  Since the sale showed Prudential was fully
secured throughout the bankruptcy, Judge Deasy said the lender was
entitled to interest from the date of filing.  Because no other
creditors would be harmed by imposition of the default rate, it
was also an error, Judge Deasy said, not to require the use of
compounded default rate from the inception of bankruptcy.  Giving
Prudential a higher interest rate had the effect of increasing the
lender's claim substantially.  Consequently, the appellate panel
set aside confirmation of the plan and sent the case back to Judge
Feeney, giving the owner an opportunity to modify the plan and
payout to Prudential.

The Bloomberg report discloses that, to avoid having the appeal
rendered moot, Prudential had agreed that relief on appeal could
be tailored so other creditors wouldn't be affected.  SW Boston
was authorized by Judge Feeney in May 2011 to sell the hotel
portion of the project for $89.5 million, without an auction.  SW
Boston retained 90 unsold condominium units to be sold, with
proceeds used to pay creditors and Prudential under the plan.

The appeals are SW Boston Hotel Venture LLC v. Prudential Life
Insurance Co. of America (In re SW Boston Hotel Venture LLC),
11-087 and 11-079, U.S. Bankruptcy Appellate Panel for the First
Circuit (Boston).

                     About SW Boston Hotel

Boston, Massachusetts-based SW Boston Hotel Venture LLC is the
developer of the W Hotel in Boston.  The Company filed for Chapter
11 bankruptcy protection (Bankr. D. Mass. Case No. 10-14535) on
April 28, 2010.  Harold B. Murphy, Esq., and Natalie B. Sawyer,
Esq., at Hanify & King, P.C., is the Debtors' bankruptcy counsel.
Edwards Angell Palmer & Dodge LLP is the Company's special
counsel.  The Company estimated its assets and debts at
$100 million to $500 million.


TALLGRASS OPERATIONS: Moody's Assigns 'Ba3' Corp. Family Rating
---------------------------------------------------------------
Moody's Investors Service assigned a Ba3 Corporate Family Rating
(CFR) to Tallgrass Operations, LLC and assigned a Ba3 rating to
the partnership's proposed $875 million six-year senior secured
term loan, $250 million five-year delayed draw senior secured term
loan and $150 million five-year senior secured revolving credit
facility. The outlook is stable. The ratings are subject to a
review of the final credit agreements.

The proceeds from the term loans will be used to partially fund
the acquisition of natural gas pipelines and other assets from
Kinder Morgan Energy Partners, L.P. (KMP) and future capital
projects.

"The Ba3 ratings reflect Tallgrass' high financial leverage and
the execution risks of its large capital project planned for Pony
Express," said Pete Speer, Moody's Vice President. "The rating
also incorporates the benefits of owning interstate pipelines with
their fee-based earnings and the free cash flow visibility of
Rockies Express."

Issuer: Tallgrass Operations, LLC

  Assignments

    Corporate Family Rating of Ba3

    Probability of Default Rating of Ba3

    $875 million six-year senior secured term loan, Ba3

    $250 million five-year delayed draw senior secured term loan,
    Ba3

    $150 million five-year senior secured revolving credit
    facility, Ba3

Ratings Rationale

Tallgrass is a wholly owned subsidiary of Tallgrass Energy
Partners, LP, that was formed to acquire natural gas pipelines and
other assets from KMP for $1.8 billion. The assets to be acquired
include a 50% ownership interest in Rockies Express Pipeline LLC
(REX, Ba1 stable) and complete ownership of Kinder Morgan Pony
Express Pipeline LLC, (Pony Express, unrated), Kinder Morgan
Interstate Gas Transmission LLC (KMIGT, unrated), Trailblazer
Pipeline Company LLC (Trailblazer, unrated) and KM Upstream LLC.

Tallgrass' Ba3 CFR reflects its high financial leverage upon
closing of the acquisition that will remain elevated into 2015
because of rising debt levels to fund the Pony Express capital
project. Tallgrass' adjusted debt/EBITDA (including 50% of REX's
debt and EBITDA) will initially exceed 6x and stay between 6.5x
and 7x in 2013 and 2014. The rating incorporates the inherent
execution risks of completing a large multi-year capital project
and the declining earnings trends for KMIGT and Trailblazer. These
risks are somewhat mitigated by the significant free cash flow
visibility of REX through 2019, which provides cash flow to reduce
debt at either REX or Tallgrass over the coming years. The rating
is also supported by the largely fee-based nature of its
predominantly interstate pipeline asset base.

The $1.8 billion purchase price and estimated expenses will be
funded with the $875 million term loan and $1 billion of common
equity. The equity investment will be primarily provided by the
Energy and Minerals Group and Kelso & Company, two private equity
firms with significant experience in energy infrastructure
investing. Following the acquisition, the partnership plans to
continue a project to convert the Pony Express pipeline to oil
from natural gas. This project entails substantial capital
spending that is expected to be partially funded with the $250
million delayed draw term loan.

Moody's expects Tallgrass to have adequate liquidity primarily
because of borrowing availability on its $150 million revolving
credit facility. The credit facility and term loan financial
covenants have yet to be finalized but Moody's expects there to be
a limitation on leverage and a required minimum interest coverage
that provides adequate compliance cushion for some variability
from the partnership's forecasts. But Moody's also expects the
leverage limitation covenants to step down in line with the
partnership's forecasted deleveraging post construction of Pony
Express.

The stable outlook reflects high leverage over the next few years,
somewhat offset by the contracts and significant free cash flow
contribution of REX. The ratings could be upgraded if Tallgrass
makes substantial progress on the Pony Express project and there
is clear visibility for its debt/EBITDA to decline towards 5x. The
ratings could be downgraded if Tallgrass' debt/EBITDA exceeds 7x
on a sustained basis. This could occur if the partnership
experiences significant cost overruns or delays on the Pony
Express project, or if it is not able to successfully stem the
earnings declines at KMIGT or Trailblazer. Any upgrade or
downgrade of REX's ratings could have a similar effect on
Tallgrass' ratings given the size and importance of REX to
Tallgrass' credit profile.

The Ba3 ratings on the proposed senior secured revolver, term loan
and delayed draw term loan reflect the overall probability of
default for Tallgrass, to which Moody's assigns a PDR of Ba3, and
a loss given default of LGD 4 (50%). The senior secured revolver,
term loan and delayed draw term loan will have pari passu senior
secured claims to substantially all of the partnership's wholly
owned assets. Although Tallgrass will have all bank debt in its
capital structure, its largest cash flow source will be its equity
ownership in REX. The debt of Tallgrass is structurally
subordinated to the debt at REX, and therefore Moody's has used
its standard 50% recovery assumption in applying Moody's Loss
Given Default Methodology.

The principal methodology used in rating Tallgrass was the Global
Midstream Energy 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.

Tallgrass Energy Partners, LP is a privately-held midstream energy
limited partnership headquartered in Overland Park, Kansas. All of
its debt is issued by its wholly owned operating subsidiary,
Tallgrass Operations, LLC.


TALLGRASS ENERGY: S&P Assigns 'B+' Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' corporate
credit rating to Tallgrass Energy Partners L.P. (Tallgrass). "At
the same time, we assigned an issue-level rating of 'BB-' and a
recovery rating of '2' to Tallgrass Operations LLC's $875 million
senior secured term loan due 2018, $250 million senior secured
delayed-draw term loan due 2017, and $150 million undrawn senior
secured revolver due 2017. Tallgrass Operations' parent company,
U.S. midstream energy master limited partnership Tallgrass Energy
Partners L.P., will unconditionally guarantee the notes. The '2'
recovery rating indicates that lenders can expect substantial (70%
to 90%) recovery if a payment default occurs. The outlook is
stable," S&P said.

"Our ratings on Overland Park, Kansas-based Tallgrass Energy and
its financing subsidiary Tallgrass Operations reflect a 'fair'
business risk profile and 'aggressive' financial risk profile
under our criteria," said Standard & Poor's credit analyst William
Ferara. "Tallgrass is a newly formed entity that is acquiring
midstream assets from Kinder Morgan Energy Partners L.P.,
including a 50% equity ownership in Rockies Express Pipeline LLC
(REX) and wholly owned positions in Kinder Morgan Interstate Gas
Transmission (KMIGT), Pony Express Pipeline, Trailblazer Pipeline
Co., and the Casper-Douglas processing and West Frenchie Draw
Treating Facility (Processing and Treating)."

"The stable outlook reflects our belief that Tallgrass' cash flows
will remain relatively predictable, its debt leverage will be
about 4.25x in 2013, and its liquidity will be adequate. We
consider a ratings upgrade unlikely in the near term given the
company's aggressive financial leverage and the risks associated
with the construction of its expansion projects. Ratings upside
could occur upon completion of the projects if they result in
asset and cash flow diversity and if debt leverage remains the
same. We could lower the rating if total debt to EBITDA reaches 5x
or the company's liquidity position becomes constrained and its
owners do not infuse any potentially necessary capital," S&P said.


TRIBUNE CO: Examiner Opposes Bid to Extend Retention of Records
---------------------------------------------------------------
Kenneth Kleen, the bankruptcy examiner appointed in Tribune Co.'s
Chapter 11 case, asked the U.S. Bankruptcy Court for the District
of Delaware to deny Chandler Bigelow's motion to extend the period
for the retention of so-called "examiner record."

Mr. Bigelow, Tribune's chief financial officer, proposed to extend
the period from August 26 until the conclusion of litigation filed
against the company.

The litigation, which is pending in a federal court in New York,
involves claims tied to the 2007 leveraged buy-out of Tribune.
Most of those claims are related to the matters discussed in the
examiner's record.

The Chapter 11 Examiner said the motion, if granted, would expose
him and the bankruptcy professionals who assisted him to
"potential harassment" by litigants.

"The only purpose served by extending the retention period would
be to leave the examiner and his professionals hanging in limbo
and expose them to potential harassment by litigants," Mr. Klee
said in court papers.

The objection drew support from the U.S. Trustee, a Justice
Department agency overseeing bankruptcy cases.

The agency said the Lehman officer wants to indefinitely extend
the agreed-upon two year retention period simply because he is a
defendant in the litigation and he may want to seek discovery of
the examiner.

"That is simply not sufficient justification to hold the examiner
in limbo for an indefinite period all while being potentially
exposed to harassment and unnecessary discovery," the U.S.
Trustee said in court papers.

Meanwhile, a lawyer for Mr. Bigelow said the examiner's fear of
possible harassment is "overblown."

"There is certainly no plan to harass the examiner in the
future," said Joel Friedlander, Esq., at Bouchard Margules &
Friedlander P.A., in Wilmington, Delaware.

Tribune's lawyer, J. Kate Stickles, Esq., at Cole Schotz
Meisel Forman & Leonard P.A., in Wilmington, Delaware,
recommended another two-year extension to permit the parties to
the litigation to assess whether or not there is a need for the
documents collected by the examiner.  According to Lance Duroni
of BankruptcyLaw360, Tribune argued that there is a potential
need for the documents in looming litigation over the buyout.

                         About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8,
2008.  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.  Chadbourne & Parke LLP and
Landis Rath LLP serve as co-counsel to the Official Committee of
Unsecured Creditors.  AlixPartners LLP is the Committee's
financial advisor.  Landis Rath Moelis & Company serves as the
Committee's investment banker.  Thomas G. Macauley, Esq., at
Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the
Committee in connection with the lawsuit filed against former
officers and shareholders for the 2007 LBO of Tribune.

Protracted negotiations and mediation efforts and numerous
proposed plans of reorganization filed by Tribune Co. and
competing creditor groups have delayed Tribune's emergence from
bankruptcy.  Many of the disputes among creditors center on the
2007 leveraged buyout fraudulence conveyance claims, the
resolution of which is a key issue in the bankruptcy case.  The
bankruptcy court has scheduled a May 16 hearing on Tribune's plan.

Judge Kevin J. Carey issued an order dated July 13, 2012,
overruling objections to the confirmation of Tribune Co. and its
debtor affiliates' Plan of Reorganization.  Before it formally
emerges from bankruptcy, Tribune must still get approval from the
Federal Communications Commission on new broadcast licenses and
waivers for overlapping ownership of television stations and
newspapers in certain markets.

Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News.  The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TRIBUNE CO: Objects to AIG Casualty Claims
------------------------------------------
Tribune Co. and its affiliated debtors asked the Bankruptcy Court
for the District of Delaware to disallow and expunge 10 claims of
AIG Casualty Co.

Tribune said "no amounts are due and owing" under those claims,
designated as Claim Nos. 5017 to 5026.

The claims are "entirely protective and unliquidated" claims that
should be disallowed as of the effective date of the company's
restructuring plan, according to Tribune lawyer, J. Kate
Stickles, Esq., at Cole Schotz Meisel Forman & Leonard P.A., in
Wilmington, Delaware.

A court hearing to consider the proposed disallowance of the AIG
claims is scheduled for October 4.

                         About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8,
2008.  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.  Chadbourne & Parke LLP and
Landis Rath LLP serve as co-counsel to the Official Committee of
Unsecured Creditors.  AlixPartners LLP is the Committee's
financial advisor.  Landis Rath Moelis & Company serves as the
Committee's investment banker.  Thomas G. Macauley, Esq., at
Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the
Committee in connection with the lawsuit filed against former
officers and shareholders for the 2007 LBO of Tribune.

Protracted negotiations and mediation efforts and numerous
proposed plans of reorganization filed by Tribune Co. and
competing creditor groups have delayed Tribune's emergence from
bankruptcy.  Many of the disputes among creditors center on the
2007 leveraged buyout fraudulence conveyance claims, the
resolution of which is a key issue in the bankruptcy case.  The
bankruptcy court has scheduled a May 16 hearing on Tribune's plan.

Judge Kevin J. Carey issued an order dated July 13, 2012,
overruling objections to the confirmation of Tribune Co. and its
debtor affiliates' Plan of Reorganization.  Before it formally
emerges from bankruptcy, Tribune must still get approval from the
Federal Communications Commission on new broadcast licenses and
waivers for overlapping ownership of television stations and
newspapers in certain markets.

Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News.  The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TRIBUNE CO: Hartford Courant Objects to Griffin Claim
-----------------------------------------------------
A claimant of The Hartford Courant Co. asked the U.S. Bankruptcy
Court for the District of Delaware to overrule the company's
objection to his claim.

The claim stems from a 2008 complaint filed by James Griffin
seeking payment of damages based on the Courant's publication of
six articles and editorials regarding his 2006 letter to the
National Park Service.  The complaint alleges that the articles
invaded Mr. Griffin's privacy.

Courant is a subsidiary of Tribune Co.

                         About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8,
2008.  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.  Chadbourne & Parke LLP and
Landis Rath LLP serve as co-counsel to the Official Committee of
Unsecured Creditors.  AlixPartners LLP is the Committee's
financial advisor.  Landis Rath Moelis & Company serves as the
Committee's investment banker.  Thomas G. Macauley, Esq., at
Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the
Committee in connection with the lawsuit filed against former
officers and shareholders for the 2007 LBO of Tribune.

Protracted negotiations and mediation efforts and numerous
proposed plans of reorganization filed by Tribune Co. and
competing creditor groups have delayed Tribune's emergence from
bankruptcy.  Many of the disputes among creditors center on the
2007 leveraged buyout fraudulence conveyance claims, the
resolution of which is a key issue in the bankruptcy case.  The
bankruptcy court has scheduled a May 16 hearing on Tribune's plan.

Judge Kevin J. Carey issued an order dated July 13, 2012,
overruling objections to the confirmation of Tribune Co. and its
debtor affiliates' Plan of Reorganization.  Before it formally
emerges from bankruptcy, Tribune must still get approval from the
Federal Communications Commission on new broadcast licenses and
waivers for overlapping ownership of television stations and
newspapers in certain markets.

Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News.  The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TRIBUNE CO: Citigroup Continues to Defend Suits
-----------------------------------------------
Certain Citigroup Inc. affiliates are named defendants in
adversary proceedings related to the Debtors' Chapter 11 cases.
The complaints, which arise out of the approximate $11 billion
leveraged buyout (LBO) of Tribune in 2007, were stayed by court
order pending a confirmation hearing on competing plans of
reorganization.  On October 31, 2011, the bankruptcy court denied
confirmation of both the competing plans.  A third amended plan of
reorganization was then proposed.

On July 13, 2012, following a confirmation hearing in June on the
fourth amended plan of reorganization, the court issued an order
overruling objections to the plan and stating that, subject to
revisions consistent with the order, the plan would be confirmed.

No further updates were reported in Citigroup Inc.'s Form 10-Q
filing with the U.S. Securities and Exchange Commission for the
quarter ended June 30, 2012.

Citigroup Inc. is a global diversified financial services holding
company whose businesses provide consumers, corporations,
governments and institutions with a broad range of financial
products and services.

                         About Tribune Co.

Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.

The Company and 110 of its affiliates filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8,
2008.  The Debtors proposed Sidley Austin LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North America LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent.  As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.  Chadbourne & Parke LLP and
Landis Rath LLP serve as co-counsel to the Official Committee of
Unsecured Creditors.  AlixPartners LLP is the Committee's
financial advisor.  Landis Rath Moelis & Company serves as the
Committee's investment banker.  Thomas G. Macauley, Esq., at
Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the
Committee in connection with the lawsuit filed against former
officers and shareholders for the 2007 LBO of Tribune.

Protracted negotiations and mediation efforts and numerous
proposed plans of reorganization filed by Tribune Co. and
competing creditor groups have delayed Tribune's emergence from
bankruptcy.  Many of the disputes among creditors center on the
2007 leveraged buyout fraudulence conveyance claims, the
resolution of which is a key issue in the bankruptcy case.  The
bankruptcy court has scheduled a May 16 hearing on Tribune's plan.

Judge Kevin J. Carey issued an order dated July 13, 2012,
overruling objections to the confirmation of Tribune Co. and its
debtor affiliates' Plan of Reorganization.  Before it formally
emerges from bankruptcy, Tribune must still get approval from the
Federal Communications Commission on new broadcast licenses and
waivers for overlapping ownership of television stations and
newspapers in certain markets.

Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News.  The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


TRW AUTOMOTIVE: Moody's Affirms 'Ba2' CFR/PDR; Outlook Stable
-------------------------------------------------------------
Moody's Investors Service assigned a Baa2 rating to TRW
Automotive, Inc.'s new $1.4 billion senior secured revolving
credit facility. In a related action Moody's also affirmed TRW's
Corporate Family and Probability of Default ratings at Ba2, and
the ratings for the guaranteed senior unsecured notes at Ba2. The
Speculative Grade Liquidity Rating was affirmed at SGL-2. The
rating outlook is stable.

Ratings assigned:

  $1.4 billion global senior secured revolving credit facility,
  Baa2 (LGD1, 6%);

Ratings affirmed:

  Corporate Family Rating, at Ba2;

  Probability of Default Rating, at Ba2;

  $500 million senior unsecured notes due 2014, at Ba2 (LGD4,
  58%);

  EUR275 million senior unsecured notes due 2014, at Ba2 (LGD4,
  58%);

  $600 million senior unsecured notes due 2017, at Ba2 (LGD4,
  58%);

  $250 million senior unsecured notes due 2017, at Ba2 (LGD4,
  58%);

  Speculative Grade Liquidity Rating, at SGL-2

Rating Rationale

TRW's Ba2 Corporate Family Rating reflects the company's strong
competitive position in automotive safety related products, strong
credit metrics, and good liquidity profile. These attributes are
anticipated to support TRW's continued growth and financial
flexibility in light of the near-term challenges facing the
company. These challenges relate to weakening European economies,
potential cash uses to support the company's recently announced
financial policies, and potential fines resulting from the
investigation by EU regulators of anti-competitive conduct in the
company's Occupant Safety Systems business. TRW's EBIT margin and
EBIT/interest of 7% and 5.6x, respectively, for the LTM period
ending June 29, 2012, are expected to come under some pressure as
a result of weakening European automotive demand (about 49% of
2011 revenues). While TRW's revenues benefited from concentrations
with German OEMs, these companies now also are feeling the impact
of weakening European economic conditions. Moody's has adjusted
its expectation of European registrations to a decline of about 8%
for 2012. In addition, costs related to commodity inflation and
new platform support are expected to constrain margin improvement
over the near-term. TRW's liquidity profile will be bolstered by
the upsized revolving credit facility which should support
financial flexibility as the company embarks on its recently
announced $1 billion share repurchase program that extends through
December 2014. This program is a comparatively large program in
the automotive parts supply industry. Moody's expects TRW to
execute this program at a measured pace over the program's term
and in a fashion that considers regional economic pressures on
automotive demand and any potential financial impact from the EU
anti-competitive conduct investigation.

The stable rating outlook continues to consider TRW's strong
competitive position in providing vehicle safety related products
which should support earnings and cash flow. In addition, the
company's 32% revenue exposure (based on 2011) to North America
and increasing penetration of occupant safety related products are
expected to support performance, and the company is expected to
maintain a good liquidity profile even as its executes its share
repurchase program.

TRW has met established credit metric thresholds for a positive
rating action through the first half of 2012 including Debt/EBITDA
below 2.0x, EBIT/Interest above 4x, and FCF/Debt sustained above
10%. Yet, macro economic uncertainty in Europe has grown, and
along with other developments, limits rating upside at this time.
TRW's ability to sustain EBIT margins in the high single digits is
expected to be pressured by rising rare earth raw material costs
and other new program costs. Moody's will continue to monitor
TRW's ability to manage the above headwinds over the near-term
along with its new $1 billion share repurchase program and any
liquidity impact from the potential settlement of the
investigation by EU regulators.

Future events that have the potential to lower TRW's outlook or
ratings include deteriorating industry conditions without
sufficient offsetting restructuring actions or savings by the
company, or if TRW is unable to maintain adequate liquidity levels
to operate through a prolonged industry downturn. Lower ratings
could result from EBIT margins approaching the low single digits,
or EBIT/Interest coverage falling below 2.5x.

TRW's is anticipated to continue have a good liquidity profile
over the next twelve months as indicated by the company's SGL-2
Speculative Grade Liquidity Rating. The upsized $1.4 billion
revolving credit facility along with $966 million of cash and cash
equivalents maintained as of June 29, 2012 support this view. As
of June 29, 2012, the prior $1.02 billion revolving credit
facility was unfunded with $27 million of issued letters of credit
and guarantees. TRW's liquidity profile is expect to be more than
sufficient to support modest cash needs resulting from the share
repurchase program. However, additional revolver usage may result
from any potential EU regulatory fine. The financial covenants
under the new revolving credit facility are carried over from the
prior facility and are expected to have ample cushions over the
near-term to allow full access to the revolver availability. While
the current bank debt is secured by substantially all of the
company's domestic assets, the bank facility provides room for
additional debt.

The principal methodology used in rating TRW Automotive, Inc. was
the Global Automotive Supplier Industry Methodology published in
January. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

TRW Automotive, Inc., headquartered in Livonia, MI, is among the
world's largest and most diversified suppliers of automotive
systems, modules, and components to global vehicle manufacturers
and related aftermarket. The company has four operating segments:
Chassis Systems, Occupant Safety Systems, Automotive Components,
and Electronics. Its primary business lines encompass the design,
manufacture, and sale of active and passive safety related
products. Revenues in 2011 were approximately $16.2 billion.


TURBOSONIC TECHNOLOGIES: Says Form 10-K Filing Will be Delayed
--------------------------------------------------------------
TurboSonic Technologies, Inc., says the filing of its annual
report on Form 10-K for the fiscal period ended June 30, 2012,
will be delayed.  The report will be filed on or before Oct. 15,
2012.

The Company says its executive officers are actively negotiating
an agreement with an unrelated third party that is expected to
address the Company's limited capital resources.  As a result of
these negotiations, the Company is unable to complete the
preparation of its consolidated financial statements and the
related disclosures to have the Form 10-K properly certified by
its principal executive officers and reviewed by its independent
registered chartered accountants.

The Company had revenues of $16,289,795 for the year ended
June 30, 2012, compared with revenues of $13,739,297 for the year
ended June 30, 2011.  The Company expects to have a net loss of
approximately $2,700,000, or $ 0.15 per share, for the year ended
June 30, 2012, compared with a net loss of $1,594,144, or $0.09
per share, for the year ended June 30, 2011.

According to the Company, the losses during the past three fiscal
years have significantly reduced its capital resources and have
raised substantial doubt at June 30, 2012, whether such capital
resources are sufficient to support its operations through the
twelve months following June 30, 2012.  In addition, the
consolidated financial statements in the Form 10-K for the year
ended June 30, 2012, will include a valuation reserve on deferred
income tax assets and an impairment of goodwill to nil (a net
adjustment of $589,672) to reflect realization of value in the
next twelve months.

Management anticipates that the report of the Company's
independent registered public accounting firm relative to the
Company's consolidated financial statements as of and for the year
ended June 30, 2012, will contain an explanatory paragraph
indicating that substantial doubt exists with respect to the
Company's ability to continue as a going concern.

Based in Waterloo, Ontario, Canada, TurboSonic Technologies, Inc.,
designs and supplies air pollution control technologies to
industrial customers worldwide.




ULTIMATE PRINT: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Ultimate Print Source, Inc.
        2070 S. Hellman Ave.
        Ontario, CA 91761

Bankruptcy Case No.: 12-32250

Chapter 11 Petition Date: September 28, 2012

Court: United States Bankruptcy Court
       Central District of California (Riverside)

Judge: Mark D. Houle

Debtor's Counsel: Stephen W. Johnson, Esq.
                  LAW OFFICE OF STEPHEN W JOHNSON
                  23046 Avenida de la Carlota 6th Flr.
                  Laguna Hills, CA 92653
                  Tel: (714) 318-7251
                  E-mail: swjohnsonlaw@yahoo.com

Scheduled Assets: $383,635

Scheduled Liabilities: $2,565,040

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/cacb12-32250.pdf

The petition was signed by Jeffrey Ferrazzano, president.


UTSTARCOM INC: Shareholders Elect Three Directors to Board
----------------------------------------------------------
UTStarcom Holdings Corp. announced the official results of its
2012 Annual General Meeting, held on Sept. 28, 2012, in Beijing,
China.

The shareholders elected Tianruo Pu as a Class I director to serve
until the 2013 Annual General Meeting of Shareholders, Hong Liang
Lu as a Class III director to serve until the 2015 Annual General
Meeting of Shareholders and William Wong as a Class II director to
serve until the 2014 Annual General Meeting of Shareholders.

The shareholders ratified PricewaterhouseCoopers Zhong Tian CPAs
Limited Company as the Company's independent auditor for the
fiscal year ending Dec. 31, 2012.

                        About UTStarcom, Inc.

UTStarcom, Inc. (Nasdaq: UTSI) -- http://www.utstar.com/-- is a
global leader in IP-based, end-to-end networking solutions and
international service and support.  The Company sells its
solutions to operators in both emerging and established
telecommunications markets around the world.  UTStarcom enables
its customers to rapidly deploy revenue-generating access services
using their existing infrastructure, while providing a migration
path to cost-efficient, end-to-end IP networks.  The Company's
headquarters are currently in Alameda, California, with its
research and design operations primarily in China.

The Company had income of $11.77 million in 2011, following a net
loss of $65.29 million in 2010, and a net loss of $225.70 million
in 2009.

The Company's balance sheet at June 30, 2012, showed $538.42
million in total assets, $285.15 million in total liabilities and
$253.27 million in total equity.


VANGUARD NATURAL: Moody's Rates Senior Unsecured Notes 'Caa1'
-------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to Vanguard
Natural Resources, LLC 's senior unsecured notes due 2020. Note
proceeds will be used to repay a portion of the outstanding
borrowings under its revolving credit facility. The rating outlook
is stable.

"The $200 million add-on to Vanguard's existing notes, in addition
to the recent equity offering of approximately $182.3 million,
will provide incremental available liquidity under its revolver
and flexibility to fund its future capex and/or acquisitions,"
commented Arvinder Saluja, Moody's Analyst.

Issuer: Vanguard Natural Resources, LLC

Ratings assigned:

$200 million Senior Secured Notes due 2020, Caa1 (LGD5, 83%)

Ratings Unchanged:

Corporate Family Rating, B2

Probability of Default Rating, B2

$350 million Senior Secured Notes due 2020, Caa1 (LGD5, 83%)

Ratings Rationale

The B2 CFR is supported by Vanguard's low operational risk, low
sustaining capital requirements resulting from shallow decline
rates, strong returns with a sizeable proportion of liquids
production, and relatively low risk growth strategy. The rating is
restrained by the risks inherent in the MLP business model, which
requires continuous high distributions, and growth through
acquisitions funded with external financing. Vanguard's has
moderate scale relative to its peers in the rated E&P universe.
The company has a modest degree of diversification with over 80%
of production coming from three areas and the remaining production
spread between three other areas.

The Caa1 rating on the senior unsecured notes reflects both the
overall probability of default of Vanguard, to which Moody's
assigns a PDR of B2, and a loss given default of LGD5 (83%).
Vanguard's senior unsecured debt is junior to the company's $1.5
billion senior secured credit facility which is expected to have a
borrowing base of $935 million post notes issuance. Because of the
size of the priority claim and junior position of the senior
unsecured notes in the capital structure relative to the senior
secured credit facility, Moody's rates the notes two notches below
the B2 CFR, consistent with Moody's Loss Given Default
methodology.

The SGL-3 indicates adequate liquidity through mid-2013. Pro forma
for the notes offering, Vanguard is expected have approximately
$575 million of availability under a $935 million borrowing base
credit facility. Following the completion of the notes offering ,
the borrowing base is expected to reduce by $40 million from $975
million. The company did not have any cash on the balance sheet as
of June 30, 2012. Financial covenants under the facility are debt
/ EBITDA of no more than 4.0x and a current ratio of at least
1.0x. Moody's expects the company to remain in compliance with the
covenants through 2013, particularly given the very low sustaining
capital requirements relative to cash flows and hedges that reduce
cash flow volatility over the near term. There are no debt
maturities until 2016 when the credit facility matures.
Substantially all of Vanguard's oil and gas assets are pledged as
security under the facility, which limits the extent to which
asset sales could provide a source of additional liquidity if
needed.

Moody's  could upgrade the ratings if the company is able to
sustain debt / proved developed reserves of no more than
$6.50/boe. A downgrade is possible if leverage is expected to
increase with debt / proved developed reserves sustained above
$11.00/boe, if distribution coverage falls below 1.1x, or if
Vanguard's business risk profile deteriorates.

The principal methodology used in rating Vanguard Natural
Resources, LLC was the Global Independent Exploration and
Production Industry Methodology published in December 2011. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

Vanguard Natural Resources, LLC is an independent exploration and
production company headquartered in Houston, Texas.


VANN'S INC: Gets One-Month Extension to Complete Sale
-----------------------------------------------------
Jenna Cederberg at the Missoulian reports that Vann's Inc. was
allowed to continue its Chapter 11 bankruptcy proceedings, giving
its management team roughly a month to cut a deal with a Bozeman
businessman interested in buying its five retail stores.

The report says U.S. Bankruptcy Court Judge John L. Peterson
continued the proceedings and said a trustee would be appointed.

The report notes Vann's Chief Executive Officer Jerry McConnell
said the "credible" potential buyer had stepped forward and was
considering buying Vann's five retail stores.  A successful sale
could keep the retail stores open and save about 100 jobs, Mr.
McConnell said.

According to the report, after a committee of Vann's many
creditors gave consent, Judge Peterson denied an earlier motion to
convert the case to a Chapter 7 bankruptcy proceeding.

The report relates creditors filed several motions Friday
recommending that a Chapter 11 trustee be assigned to the case or
that the case be converted to Chapter 7 status, stating in one
case document filed by creditor General Electric Commercial
Distribution Finance that the conversion should take place because
Vann's "and its advisers squandered material assets of the estate
by refusing to admit from the inception of the case that debtor's
assets had to be liquidated."  According to the report, the
document states "the professional fees in this case to date exceed
$500,000 and are probably much closer to $1 million.  In the
context of the size and lack of complexity of this case, such fees
are grossly excessive."

The report says Judge Peterson granted the extension and called
for the appointment of a trustee, saying he believed that was in
the best interest of the Debtor.

                        About Vann's Inc.

Vann's Inc. -- http://www.vanns.com/-- a retailer of appliances
and consumer electronics with five stores in Montana, filed for
Chapter 11 protection (Bankr. D. Mont. Case No. 12-61281) in
Butte, Montana, on Aug. 5, 2012.  The Debtor also owns outdoor
clothing and sports products at http://www.bigskycountry.com/
Vann's is owned by an employee stock ownership plan trust.

Vann's Inc. disclosed assets of $17.6 million and liabilities of
$14.4 million.  Assets include $12.2 million cost-value of
inventory plus $1 million in current accounts receivable.  The
Company owes $4 million to First Interstate Bank.  It also owes
$4.8 million on an inventory loan from GE Commercial Distribution
Finance Corp.

Bankruptcy Judge John L. Peterson presides over the case.  Vann's
hired Perkins Coie LLP's Alan D. Smith, Esq., and Brian A.
Jennings, Esq., as counsel; and Hamstreet & Associates, LLC, as
turnaround and restructuring advisors.

GE Commercial Distribution Finance Corporation is represented by
Gary Vincent, Esq., at Husch Blackwell LLP, and the Law Offices of
John P. Paul, PLLC.  First Interstate Bank, the DIP Lender, is
represented by Benjamin P. Hursh, Esq., at Crowley Fleck PLLP.

The U.S. Trustee has formed a seven-member creditors committee.
The Committee is represented by Halperin Battagia Raicht, LLP, and
Ross Richardson.


WESLEY A.M.E.: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Wesley A.M.E. Church
        fka Wesley Chapel A.M.E. Church of Houston, Texas
        2209 Dowling Street
        Houston, TX 77003

Bankruptcy Case No.: 12-37152

Chapter 11 Petition Date: September 27, 2012

Court: U.S. Bankruptcy Court
       Southern District of Texas (Houston)

Judge: David R. Jones

Debtor's Counsel: Calvin C. Braun, Esq.
                  ORLANDO & BRAUN LLP
                  3401 Allen Parkway, Suite 101
                  Houston, TX 77019
                  Tel: (713) 521-0800
                  Fax: (713) 521-0842
                  E-mail: calvinbraun@orlandobraun.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 Leo Griffin, pastor.


WESTERN RADIOSONICS: Bankr. Court Won't Hear Suit v. Banco Popular
------------------------------------------------------------------
Banco Popular de Puerto Rico won dismissal of an adversary
proceeding commenced by Western Radiosonics, Inc.  The bank had
asked the Bankruptcy Court to abstain from exercising jurisdiction
in the case so that the issue may be resolved by the local court.
The Bankruptcy Court agrees with the bank, and declines to
exercise jurisdiction to resolve the complaint, which involves a
breach of contract issue based solely on local law.

Western Radiosonics seeks specific performance of a sales contract
and damages as a result of breach of contract.  The Plaintiff
purchased a yacht from the bank for $120,000 in 2007 and it
allegedly was not delivered as per the sales contract.  As a
result, the Plaintiff is seeking the replacement value of $475,000
plus damages of $500 per diem and interest.

In 2008, the Plaintiff filed a civil action in the Commonwealth of
Puerto Rico Court against the Defendant for a breach of contract
(KAC 08-0360), seeking the same relief.  During the course of the
local court proceedings, the Defendant consigned with the court
the amount of $120,000 plus $12,646.35 interest.  The parties
completed discovery, a pre-trial report was filed and a date was
set for trial in May 2009 which was later continued to a later
date.  On May 24, 2009, the Plaintiff requested voluntary
dismissal without prejudice of the complaint.  The dismissal was
granted and the state court ordered that the consigned funds in
the amount of $132,647.35 be delivered to the Plaintiff.  The
monies were received and kept by the Plaintiff.  On Feb. 23, 2011,
the Plaintiff filed the Adversary Proceeding claiming the same
grounds for relief as in the local court case.

The lawsuit is WESTERN RADIOSONICS, INC. Plaintiff, v. BANCO
POPULAR de PUERTO RICO Defendant, Adv. Proc. No. 11-00051 (Bankr.
D. P.R.).  A copy of Bankruptcy Judge Mildred Caban Flores'
Sept. 28, 2012 Opinion and Order is available at
http://is.gd/GNkTGufrom Leagle.com.

Western Radiosonics, Inc., filed for Chapter 11 bankruptcy (Bankr.
D.P.R. Case No. 08-01956) in 2008.


WESTLAND PARCEL: Asks Court to Dismiss Chapter 11 Case
------------------------------------------------------
At a hearing on Nov. 7, 2012, commencing at 9:30 a.m., Westland
Parcel J Partners, LLC, will move the Bankruptcy Court to dismiss
its Chapter 11 case.  Those opposing the motion must file a
written response no later than 14 days prior to the hearing date.

The Debtor relates that for the first 14 months of its case, its
principal assets were leasehold interest in the premises commonly
known as 2745 - 2883 East Spring Street in Long Beach, Calif., the
improvements on the 7.2 acre parcel of land and the income stream
from the Debtor's subtenants occupying the Property.  On Jan. 20,
2012, the Debtor closed the sale of substantially all of its
assets to White Buffalo Holdings, LLC.

Now that the Debtor has accomplished virtually all of its goals
under Chapter 11, David M. Goodrich, chairperson and manager of
the Debtor since July of 2011, says it's now in the best of the
Debtor's estate and its creditors to dismiss the case.

                About Westland Parcel J Partners

Long Beach, California-based Westland Parcel J Partners, LLC,
a California limited liability company, was formed in 1997 by real
estate developer Dave Neary in order to develop a mixed-use
commercial project consisting of general aviation, aviation-
oriented office, retail, restaurant, and other airport related
uses.  The Company filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Calif. Case No. 10-58987) on Nov. 15, 2010.  Jeffrey
S. Shinbrot, Esq., at The Shinbrot Firm, in Beverly Hills, Calif.,
assists the Debtor in its restructuring effort.   Kallman & Co.,
LLC, serves as its certified public accountants.  AG Commercial
serves as its leasing broker.  The Debtor estimated its assets and
debts at $10 million to $50 million.

Affiliate David William Neary (Bankr. C.D. Calif. Case No. 10-
39802) filed separate Chapter 11 petition on July 20, 2010.


WXZ/SG ACQUISITION: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: WXZ/SG Acquisition, LLC
        22720 Fairview Center Drive #150
        Fairview Park, OH 44126

Bankruptcy Case No.: 12-10778

Chapter 11 Petition Date: September 28, 2012

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

Judge: George R. Hodges

Debtor's Counsel: John R. Miller, Jr., Esq.
                  RAYBURN COOPER & DURHAM, P.A.
                  1200 The Carillon
                  227 West Trade Street
                  Charlotte, NC 28202
                  Tel: (704) 334-0891
                  E-mail: jmiller@rcdlaw.net

Scheduled Assets: $4,858,833

Scheduled Liabilities: $2,056,868

A copy of the Company's list of its four largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/ncwb12-10778.pdf

The petition was signed by James R. Wymer, president.


YESTERDAY'S VILLAGE: Court Confirms Bank Lender's Liquidation Plan
------------------------------------------------------------------
Bankruptcy Judge Frank L. Kurtz confirmed the First Amended Plan
of Liquidation dated July 26, 2012, filed by Umpqua Bank for
Yesterday's Village, Inc., pursuant to a Sept. 28, 2012 Findings
of Fact and Conclusions of Law available at http://is.gd/oz2owL
from Leagle.com.  The hearing to confirm the Plan was held on
Sept. 25.

According to a report by the Yakima Herald-Republic in September
2011, Portland-based Umpqua Bank was Yesterday's Village's biggest
creditor, owed nearly $9.7 million at the time of the bankruptcy
filing.

Based in Yakima, Washington, Yesterday's Village, Inc., filed for
Chapter 11 Bankruptcy Protection (Bankr. E.D. Wash. Case No.
11-01378) on March 22, 2011.  Metiner G. Kimel, Esq., at Kimel Law
Offices, represents the Debtor.  The Debtor estimated assets of
less than $50,000, and debts of between $10 million and
$50 million.


Z TRIM HOLDINGS: Q3 Sales Grow 88% Year Over Year
-------------------------------------------------
Z Trim Holdings, Inc., recorded in the third quarter of 2012, its
highest quarterly revenues in Company history - growth of 88% over
third quarter 2011, and for the first nine months of 2012 growth
of 59% over the first nine months of 2011.

"Through both our internal sales force and our external
distributors, we are seeing the results of our efforts to spread
the word about Z Trim's unique ability to both help our customers
lower their costs and improve their finished products," said Lynda
Carroll, Z Trim VP of Sales and Marketing.  "We are just getting
started, and believe that many more companies will come to realize
the benefits that our products provide."

                            About Z Trim

Mundelein, Ill.-based Z Trim Holdings, Inc., is a functional food
ingredient company which provides custom product solutions that
help answer the food industry's problems.  Z Trim's revolutionary
technology provides value-added ingredients across virtually all
food industry categories.  Z Trim's all-natural products, among
other things, help to reduce fat and calories, add fiber, provide
shelf-stability, prevent oil migration, and add binding capacity
-- all without degrading the taste and texture of the final food
products.

M&K CPAs,PLLC, in Houston, Texas, expressed substantial doubt
about the Company's ability to continue as a going concern
following the 2011 financial results.  The independent auditors
noted that the Company had a working capital deficit and
reoccurring losses as of Dec. 31, 2011.

The Company reported a net loss of $6.94 million in 2011, compared
with a net loss of $10.91 million in 2010.

The Company's balance sheet at June 30, 2012, showed $4.72 million
in total assets, $14.35 million in total liabilities, $6.34
million in total commitments and contingencies, and a
$15.97 million total stockholders' deficit.


* Speculative-Grade Corporate Default Rate Increased, S&P Says
--------------------------------------------------------------
Carla Main, substituting for Bloomberg bankruptcy columnist Bill
Rochelle, reports that Standard & Poor's said Oct. 2 that the 12-
month-trailing speculative-grade corporate default rate in the
U.S. increased an estimated 3% in September from 2.8% in August.
The ratings company cited a report it has published on the
subject.  "The default rate has been steadily increasing since the
beginning of the year, and is now at a level not seen since
December 2010," Diane Vazza, head of S&P's Global Fixed Income
Research, said in the statement.  The estimated U.S. 12-month-
trailing speculative-grade default rate in September is up from 2%
as of the end of 2011, according to S&P.


* Sheppard Mullin's Merrill Francis Dies
----------------------------------------
Carla Main, substituting for Bloomberg bankruptcy columnist Bill
Rochelle, reports that Merrill R. Francis, retired partner and of
counsel with Sheppard, Mullin, Richter & Hampton LLP, died Oct. 1,
the firm said in a statement Tuesday.

Atty. Francis, who retired from the firm in 2001, worked in the
Los Angeles office.  He spent his entire career at Sheppard
Mullin, the firm said in the statement.  Among his leadership
positions, he chaired the firm's Finance and Bankruptcy practice
group and served on its Executive Committee.

Atty. Francis's work focused on representation of secured, as well
as unsecured creditors, creditors' committees and trustees in
Chapter 11 corporate proceedings.  He was "known for his
encyclopedic knowledge of the bankruptcy law and for his
enthusiastic advocacy on behalf of his clients," the firm said in
the statement.  His representations included over the years
"national and international banks, asset-based lenders and other
commercial lenders in the documentation of complex financial
secured and unsecured transactions," the firm said.

Atty. Francis served as President of the Financial Lawyers
Conference, on the Executive Committee of the American College of
Bankruptcy and as Chair of the Business Bankruptcy Committee of
the American Bar Association.


* Roetzel & Andress Expands Chicago Office With Six Attorneys
-------------------------------------------------------------
Roetzel & Andress is announced the continued expansion of its
Chicago office with the addition of six attorneys, significantly
bolstering the firm's services to the financial industry as well
as its presence throughout the Midwest.

Joining Roetzel in Chicago are partners Mark D. Belongia, Benjamin
P. Shapiro and Richard K. Hellerman, and associates Harry O.
Channon, Pierre Cristache and John J. Tufano, Jr.

"We are extremely fortunate to be able to expand our footprint in
Chicago with the addition of these very talented attorneys," said
Jeffrey J. Casto, Roetzel's Chairman and CEO.  "These attorneys'
broad-based experience, with particular depth in litigation,
regulatory and transactional work, is a great addition to our
firm. Our clients will greatly benefit from this influx of legal
talent."

Mr. Casto explained that Roetzel's expansion in Chicago is
consistent with the firm's commitment to the city and the Midwest
in general since opening that office exactly one year ago, as well
as to sustaining growth for all of Roetzel's offices.  These new
attorneys will particularly strengthen Roetzel's financial
services capabilities particularly in the Midwest, Florida and
Mid-Atlantic regions.

"The addition of these six attorneys is in perfect alignment with
our strategic plan to grow key practice areas and service
offerings in order to continue meeting and exceeding our clients'
legal and business needs in our complex economy," Mr. Casto said.

Mr. Casto added that Roetzel will continue to focus on growth
opportunities in Chicago and all of its markets, including
attracting other prominent, seasoned attorneys who possess
entrepreneurial spirits and are committed to providing the highest
possible levels of service to their clients.

Mr. Belongia is a highly regarded litigator with extensive
experience in banking and commercial law. He has successfully
litigated cases throughout the country for clients that include
Fortune 500 companies, financial institutions and individuals in
complex commercial and tort litigation.  He has successfully
litigated cases throughout the country and has vast jury trial
experience.  Mr. Belongia's knowledge as a commentator has been
sought out by numerous high-profile media outlets, including NBC's
"Today Show," NBC5 Chicago News, WGN-AM Radio, Chicago Tribune,
Chicago Sun-Times, Crain's Chicago, ABC News, The New York Times,
Los Angeles Times and more.  Mr. Belongia earned his J.D. from
DePaul University College of Law and a B.S. from Drake University.

Mr. Shapiro is a leading bank lawyer with a distinguished
background.  He has previously served in the legal department of
the Federal Reserve Bank of Chicago and was Regional Counsel for
the Federal Deposit Insurance Corporation (FDIC), serving as chief
legal counsel in the FDIC's Midwest region.  After leaving the
FDIC, Mr. Shapiro entered private practice where he had headed the
bank regulatory practice group at Sidley & Austin and practiced at
other local firms.  Mr. Shapiro's service to financial institution
clients has involved helping to organize new banks, representing
buyers and sellers in bank sale and merger transactions,
representing troubled banks before regulatory agencies,
negotiating regulatory enforcement actions and providing general
business, regulatory and compliance advice to his numerous
clients.  A frequent lecturer on banking topics, Mr. Shapiro also
has a business interest in M.B. Advisors, a firm that assists
minority-owned financial institutions.  Mr. Shapiro earned his
J.D. from Northwestern University School of Law and his
undergraduate degree from the University of Illinois.

Mr. Hellerman is an experienced trial lawyer who focuses in the
areas of commercial, product liability and other tort matters,
employment, bankruptcy and tax litigation involving issues that
include the nature and extent of attorney-client privilege in tax
shelter litigation.  His clients have included Fortune 500
companies and small businesses in a wide range of commercial
disputes in states including Illinois, North Carolina and Ohio.

In addition, his work has involved practicing before the Illinois
Department of Human Rights, the Illinois Human Rights Commission
and the U.S. Equal Employment Opportunity Commission. Mr.
Hellerman received his J.D. with distinction from Emory University
School of Law and a B.A. from Washington University.

Mr. Channon focuses his practice in the areas of business and
commercial litigation, financial litigation, commodities and
futures litigation and insurance counseling and litigation.  His
experience in all phases of litigation includes state and federal
jury trials.  Recently, Mr. Channon successfully represented an
insurance company against a multi-million dollar claim for breach
of coverage and bad faith.  Mr. Channon earned his J.D. from The
John Marshall Law School and has a B.S. from Purdue University.

Mr. Cristache concentrates his practice in the areas of
bankruptcy, commercial litigation and residential real estate. He
has represented clients in the federal courts of both the Northern
and Central Districts of Illinois. He is a member of the Illinois
State Bar Association.  Mr. Cristache earned his J.D., cum laude,
from the University of Illinois College of Law at Urbana-Champaign
and has a B.S. from the University of Michigan.

Mr. Tufano concentrates his practice in business and commercial
litigation and insurance litigation.  While in law school, he
served as a judicial intern to the Honorable John Donovan, Civil
Court Judge for Harris County, Texas, and interned in the
international projects division of JAMS International ADR Center
in Rome, Italy.  He is a member of the Corporation, Securities &
Business Law Section Council of the Illinois State Bar Association
and the Chicago Bar Association, in which he co-chairs the Young
Lawyers Society International and Foreign Law Committee.  Mr.
Tufano received his J.D. from South Texas College of Law and also
has a B.A. from the University of Dallas.

Roetzel -- http://ralaw.com/-- is a full-service law firm that
provides comprehensive, integrated legal counsel to national and
international clients.


* Recent Small-Dollar & Individual Chapter 11 Filings
-----------------------------------------------------

In re Celso Palafox
   Bankr. C.D. Calif. Case No. 12-42217
      Chapter 11 Petition filed September 24, 2012

In re John Beck
   Bankr. N.D. Calif. Case No. 12-47882
      Chapter 11 Petition filed September 24, 2012

In re James Dollard
   Bankr. M.D. Fla. Case No. 12-06236
      Chapter 11 Petition filed September 24, 2012

In re Jack in the Box Properties, LLC
   Bankr. M.D. Fla. Case No. 12-14511
     Chapter 11 Petition filed September 24, 2012
         See http://bankrupt.com/misc/flmb12-14511.pdf
         represented by: Michael C. Markham, Esq.
                         JOHNSON POPE BOKOR RUPPEL & BURNS LLP
                         E-mail: mikem@jpfirm.com

In re Albert Simpler
   Bankr. N.D. Fla. Case No. 12-40657
      Chapter 11 Petition filed September 24, 2012

In re 5th Avenue Real Estate Development, Inc.
   Bankr. S.D. Fla. Case No. 12-32743
     Chapter 11 Petition filed September 24, 2012
         See http://bankrupt.com/misc/flsb12-32743.pdf
         represented by: Barry S. Mittelberg, Esq.
                         BARRY S. MITTELBERG, PA
                         E-mail: barry@mittelberglaw.com

In re Madadeva Corporation
   Bankr. S.D. Ill. Case No. 12-41178
     Chapter 11 Petition filed September 24, 2012
         See http://bankrupt.com/misc/ilsb12-41178.pdf
         represented by: Bradley P. Olson, Esq.
                         LAW OFFICE OF BRAD OLSON
                         E-mail: bradolson@bradolsonlaw.com

In re KTB Construction, LLC
   Bankr. D. Nev. Case No. 12-20875
     Chapter 11 Petition filed September 24, 2012
         See http://bankrupt.com/misc/nvb12-20875.pdf
         Filed as Pro Se

In re K&M Contracting, Inc.
   Bankr. D. N.J. Case No. 12-33316
     Chapter 11 Petition filed September 24, 2012
         See http://bankrupt.com/misc/njb12-33316.pdf
         represented by: Gary N. Marks, Esq.
                         NORRIS, MCLAUGHLIN & MARCUS
                         E-mail: gnmarks@nmmlaw.com

In re J.D. Realty Holding Co., Inc.
   Bankr. E.D.N.Y. Case No. 12-75782
     Chapter 11 Petition filed September 24, 2012
         See http://bankrupt.com/misc/nyeb12-75782.pdf
         Filed as Pro Se

In re Marko-Ram Realty Corp.
   Bankr. S.D.N.Y. Case No. 12-23686
     Chapter 11 Petition filed September 24, 2012
         See http://bankrupt.com/misc/nysb12-23686.pdf
         represented by: Timothy G. Griffin, Esq.
                         LAW OFFICES OF TIMOTHY G. GRIFFIN
                         E-mail: timgriffin1@gmail.com

In re Diamond H Enterprises, Inc.
   Bankr. W.D.N.C. Case No. 12-40591
     Chapter 11 Petition filed September 24, 2012
         See http://bankrupt.com/misc/ncwb12-40591.pdf
         represented by: William S. Gardner, Esq.
                         GARDNER LAW OFFICES, PLLC
                         E-mail: Billgardner@gardnerlawoffices.com

In re Sanctuary Evangelistic Church, Inc.
   Bankr. N.D. Okla. Case No. 12-12616
     Chapter 11 Petition filed September 24, 2012
         See http://bankrupt.com/misc/oknb12-12616.pdf
         represented by: Jerry L. Gunter, Esq.
                         WINTERS, KING & ASSOCIATES
                         E-mail: jgunter@wintersking.com

In re MLC Residential Investment, LLC
   Bankr. D. Ore. Case No. 12-37285
     Chapter 11 Petition filed September 24, 2012
         See http://bankrupt.com/misc/orb12-37285.pdf
         represented by: Rex K. Daines, Esq.
                         OLSENDAINES
                         E-mail: rdaines@olsendaines.com

In re Deborah Short
   Bankr. M.D. Tenn. Case No. 12-08752
      Chapter 11 Petition filed September 24, 2012

In re KMK Enterprises, Inc.
   Bankr. W.D. Tenn. Case No. 12-30147
     Chapter 11 Petition filed September 24, 2012
         See http://bankrupt.com/misc/tnwb12-30147.pdf
         represented by: Stephen Moore Russell, Esq.
                         RUSSELL LAW FIRM, PLLC
                         E-mail: srussell@therussellfirm.com

In re Bertolino LLP
        fka Bertolino Locke LLP
   Bankr. W.D. Tex. Case No. 12-12152
     Chapter 11 Petition filed September 24, 2012
         represented by: Tony R. Bertolino, Esq.
In re New Power Components New Power Components
   Bankr. C.D. Calif. Case No. 12-21320
     Chapter 11 Petition filed September 26, 2012
         See http://bankrupt.com/misc/cacb12-21320p.pdf
         See http://bankrupt.com/misc/cacb12-21320c.pdf
         represented by: Jeffrey S. Benice, Esq.
                         LAW OFFICES OF JEFFREY S. BENICE
                         E-mail: jsb@jeffreybenice.com

In re Javier Mulero
   Bankr. M.D. Fla. Case No. 12-13126
      Chapter 11 Petition filed September 26, 2012

In re Bric Mcmann Industries, Inc.
   Bankr. M.D. Fla. Case No. 12-14638
     Chapter 11 Petition filed September 26, 2012
         See http://bankrupt.com/misc/flmb12-14638.pdf
         represented by: Michael C. Markham, Esq.
                         JOHNSON POPE BOKOR RUPPEL & BURNS LLP
                         E-mail: mikem@jpfirm.com

In re Robey Park Manor, Inc.
   Bankr. N.D. Ill. Case No. 12-38288
     Chapter 11 Petition filed September 26, 2012
         See http://bankrupt.com/misc/ilnb12-38288.pdf
         represented by: Glenda J. Gray, Esq.
                         LAW OFFICES OF GLENDA J. GRAY
                         E-mail: ladylawgray@aol.com

In re Michael Foster
   Bankr. N.D. Miss. Case No. 12-14058
      Chapter 11 Petition filed September 26, 2012

In re Rockin Industries, LLC
   Bankr. D. Nev. Case No. 12-21020
     Chapter 11 Petition filed September 26, 2012
         See http://bankrupt.com/misc/nvb12-21020.pdf
         represented by: Samuel A. Schwartz, Esq.
                         THE SCHWARTZ LAW FIRM, INC.
                         E-mail: sam@schwartzlawyers.com

In re ABX Burgers, LLC
   Bankr. D. Nev. Case No. 12-21021
     Chapter 11 Petition filed September 26, 2012
         See http://bankrupt.com/misc/nvb12-21021.pdf
         represented by: Samuel A. Schwartz, Esq.
                         THE SCHWARTZ LAW FIRM, INC.
                         E-mail: sam@schwartzlawyers.com

In re Nuthin Fancy, LLC
  Bankr. D. Nev. Case No. 12-21022
    Chapter 11 Petition filed September 26, 2012

In re Superior Barrel and Drum Company, Inc.
   Bankr. D. N.J. Case No. 12-33465
     Chapter 11 Petition filed September 26, 2012
         See http://bankrupt.com/misc/njb12-33465.pdf
         represented by: Daniel W. McCartney, Jr.
                         DANIEL W. MCCARTNEY, JR., P.C.
                         Daniel.mccartney.esq@gmail.com

In re Innovative Wood Solutions, Inc.
   Bankr. W.D.N.Y. Case No. 12-12944
     Chapter 11 Petition filed September 26, 2012
         See http://bankrupt.com/misc/nywb12-12944.pdf
         Filed as Pro Se

In re Schuylkill Valley Engineering, P.C.
   Bankr. E.D. Pa. Case No. 12-19104
     Chapter 11 Petition filed September 26, 2012
         See http://bankrupt.com/misc/paeb12-19104.pdf
         represented by: Paul H. Herbein, Esq.
                         PAUL H. HERBEIN, ATTORNEY AT LAW, P.C.
                         E-mail: PHERBEIN@AOL.COM

In re Greg Douglas
   Bankr. E.D. Tex. Case No. 12-42609
      Chapter 11 Petition filed September 26, 2012

In re Superkids Rehabilitation, Inc.
   Bankr. S.D. Tex. Case No. 12-10509
     Chapter 11 Petition filed September 26, 2012
         See http://bankrupt.com/misc/txsb12-10509.pdf
         represented by: Enrique Jeb Solana, Esq.
                         E-mail: solanalaw@hotmail.com

In re Modern Furniture Inc.
   Bankr. S.D. Tex. Case No. 12-37113
     Chapter 11 Petition filed September 26, 2012
         See http://bankrupt.com/misc/txsb12-37113.pdf
         represented by: Elias Lorenzana, Esq.
                         THE LORENZANA LAW FIRM
                         E-mail: info@lorenzanalegal.com

In re Las Lomas Services, LLC
   Bankr. S.D. Tex. Case No. 12-50252
     Chapter 11 Petition filed September 26, 2012
         See http://bankrupt.com/misc/txsb12-50252.pdf
         represented by: Carl Michael Barto, Esq.
                         LAW OFFICE OF CARL M. BARTO
                         E-mail: cmblaw@netscorp.net

In re HTV Corporation
        aka KVHC-Channel 15
   Bankr. W.D. Tex. Case No. 12-52938
     Chapter 11 Petition filed September 26, 2012
         See http://bankrupt.com/misc/txwb12-52938.pdf
         represented by: Phillip A. Yochem, Jr., Esq.
                         LAW OFFICES OF STEVEN C. BENKE
                         Email: phillipyochem@justice.com

In re Rim Restaurants of Arizona, LLC
   Bankr. D. Ariz. Case No. 12-21605
     Chapter 11 Petition filed September 28, 2012
         See http://bankrupt.com/misc/azb12-21605.pdf
         represented by: Scott D. Gibson, Esq.
                         THOMPSON KRONE GIBSON
                         E-mail: sdgecf@lawtkg.com

In re Gregory Preston
   Bankr. C.D. Calif. Case No. 12-21469
      Chapter 11 Petition filed September 28, 2012

In re Naidola Oil Inc.
   Bankr. C.D. Calif. Case No. 12-42909
     Chapter 11 Petition filed September 28, 2012
         See http://bankrupt.com/misc/cacb12-42909.pdf
         represented by: Richard E. Dwyer, Esq.
                         LAW OFFICE OF RICHARD DWYER
                         E-mail: attorneyricharddwyer@gmail.com

In re Helen Sonnichsen
   Bankr. N.D. Calif. Case No. 12-12616
      Chapter 11 Petition filed September 28, 2012

In re Taikun Investments, Inc.
        dba Vine Cottage
   Bankr. S.D. Calif. Case No. 12-13180
     Chapter 11 Petition filed September 28, 2012
         See http://bankrupt.com/misc/casb12-13180.pdf
         represented by: Stephen K. Haynes, Esq.
                         E-mail: haynes-esq@att.net

In re Taylor Realty LLC
   Bankr. D. Conn. Case No. 12-32198
     Chapter 11 Petition filed September 28, 2012
         See http://bankrupt.com/misc/ctb12-32198.pdf
         represented by: Neil Crane, Esq.
                         LAW OFFICES OF NEIL CRANE, LLC
                         E-mail: neilcranelaw@snet.net

In re Anirban Chaudhury
   Bankr. D. Conn. Case No. 12-51767
      Chapter 11 Petition filed September 28, 2012

In re Laura Jackson
   Bankr. D. Conn. Case No. 12-51767
      Chapter 11 Petition filed September 28, 2012

In re 1 William Street Inc.
   Bankr. D. Conn. Case No. 12-51777
     Chapter 11 Petition filed September 28, 2012
         See http://bankrupt.com/misc/ctb12-51777.pdf
         represented by: Douglas S. Skalka, Esq.
                         NEUBERT, PEPE, AND MONTEITH
                         E-mail: dskalka@npmlaw.com

In re Bush Doctor, PA
        dba Perfect Smile Dental Studio
   Bankr. M.D. Fla. Case No. 12-14884
     Chapter 11 Petition filed September 28, 2012
         See http://bankrupt.com/misc/flmb12-14884p.pdf
         See http://bankrupt.com/misc/flmb12-14884c.pdf
         represented by: Alberto F. Gomez, Jr., Esq.
                         MORSE & GOMEZ, PA
                         E-mail: algomez@morsegomez.com

In re Robin Bundy
   Bankr. D. Nev. Case No. 12-21161
      Chapter 11 Petition filed September 28, 2012

In re East Tropicana Investments, LLC
   Bankr. D. Nev. Case No. 12-21220
     Chapter 11 Petition filed September 28, 2012
         See http://bankrupt.com/misc/nvb12-21220.pdf
         represented by: H. Stan Johnson, Esq.
                         COHEN-JOHNSON, LLC
                         E-mail: sjohnson@cohenjohnson.com

In re SG Properties, LLC
   Bankr. D. N.J. Case No. 12-33786
     Chapter 11 Petition filed September 28, 2012
         Filed as Pro Se

In re Reconcillation Ministry-East
   Bankr. D. S.C. Case No. 12-06049
     Chapter 11 Petition filed September 28, 2012
         Filed as Pro Se

In re West Side Electric Service, Inc.
   Bankr. M.D. Tenn. Case No. 12-08892
     Chapter 11 Petition filed September 28, 2012
         See http://bankrupt.com/misc/tnmb12-08892.pdf
         represented by: Steven L. Lefkovitz, Esq.
                         LAW OFFICES LEFKOVITZ & LEFKOVITZ
                         E-mail: slefkovitz@lefkovitz.com

In re G.R.E.A.T. Logistics, Inc.
   Bankr. M.D. Tenn. Case No. 12-08923
     Chapter 11 Petition filed September 28, 2012
         See http://bankrupt.com/misc/tnmb12-08923.pdf
         represented by: Barbara Dale Holmes, Esq.
                         HARWELL HOWARD HYNE GABBERT & MANNER PC
                         E-mail: bdh@h3gm.com

In re Eilat, Inc.
        dba Zorro's Texas Buffet
   Bankr. N.D. Tex. Case No. 12-45398
     Chapter 11 Petition filed September 28, 2012
         See http://bankrupt.com/misc/txnb12-45398.pdf
         represented by: Jeff P. Prostok, Esq.
                         FORSHEY & PROSTOK, LLP
                         E-mail: jpp@forsheyprostok.com

In re Cowboys AirConditioning & Heating, Inc.
   Bankr. W.D. Tex. Case No. 12-52963
     Chapter 11 Petition filed September 28, 2012
         See http://bankrupt.com/misc/txwb12-52963.pdf
         represented by: William R. Davis, Jr., Esq.
                         LANGLEY & BANACK, INC.
                         E-mail: wrdavis@langleybanack.com

In re Balance Clothing Company Inc.
   Bankr. S.D. W.Va. Case No. 12-20615
     Chapter 11 Petition filed September 28, 2012
         See http://bankrupt.com/misc/wvsb12-20615.pdf
         represented by: William W. Pepper, Esq.
                         PEPPER AND NASON
                         E-mail: tinas@peppernason.com



                            *********

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, Carmel
Paderog, Meriam Fernandez, 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.


                  *** End of Transmission ***