TCR_Public/130529.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Wednesday, May 29, 2013, Vol. 17, No. 147

                            Headlines

30DC INC: Delays Form 10-Q for First Quarter
5151 NORTH ORACLE: Case Summary & 5 Unsecured Creditors
A&S BOOKSELLERS: Summary Judgment Bid in Nationwide Suit Rejected
AGFEED INDUSTRIES: Won't be Able to File Periodic Reports
AMARU INC: Amends 2011 Annual Report

AMERICAN AIRLINES: Mechanics File for Election to Become Teamsters
ARCAPITA BANK: Seeks Final OK for $175MM Loans from Goldman
BETTER PLACE: Put Under Forced Liquidation in Israeli Court
CAESARS ENTERTAINMENT: Hedge Funds Form Group, Hire Milbank
CASH STORE: Incurs C$4.3 Million Net Loss in March 31 Quarter

CATASYS INC: Posts $2.6 Million Net Income in First Quarter
CHINA GREEN: Delays Form 10-Q for First Quarter
CHINA NATURAL: Hearing on Case Dismissal Motion Set for June 20
CHINA TELETECH: Delays Form 10-Q for First Quarter
CODA HOLDINGS: Government, Creditors Object in Bankruptcy

COLONIAL WAREHOUSE: Court Dismisses Chapter 11 Case
COMMUNITY HOME: Will Have Chapter 11 Trustee
COMPREHENSIVE CARE: Delays Form 10-Q for First Quarter
COTTON & WESTERN: Board Approves Plan of Reorganization
CST GROUP: Can't Use Cash Collateral; Grosvenor Wins Stay Relief

D & L ENERGY: Walter Haverfield Approved as Environmental Counsel
DUNLAP OIL: Canyon Community Wants Cash Use Limited Until June 12
EAST COAST BROKERS: May 30 Hearing on Case Conversion or Dismissal
ELBIT VISION: Yossi Ran Appointed as Chairman of the Board
EMPRESAS OMAJEDE: Can Hire Charles A. Cuprill as Counsel

ENOVA SYSTEMS: Delays Form 10-Q for First Quarter
FIRST CONNECTICUT: June 3 Hearing on Motion to Use Cash Collateral
FIRST STREET HOLDINGS: Withdraws Bid to Employ Collier Int'l
FLORIDA GAMING: Delays Form 10-Q for First Quarter
GGW MARKETING: Case Summary & 7 Unsecured Creditors

GIBRALTAR KENTUCKY: Facing Chapter 7 Conversion
GLOBAL ARENA: Delays Form 10-Q for First Quarter
GLOBALSTAR INC: Amends 39.5 Million Shares Resale Prospectus
GUIDED THERAPEUTICS: Incurs $1.8-Mil. Net Loss in First Quarter
HUDSON & KEYSE: Former Managers Not Entitled to Fees & Expenses

ICEWEB INC: Amends First Quarter Form 10-Q
ID PERFUMES: Delays Form 10-Q for First Quarter
IMPLANT SCIENCES: Expects to Report $5.3 Million Net Loss in Q1
INSPIREMD INC: Reimbursement Coverage for MGuard Coronary EPS
INVESTORS CAPITAL: Amends List of Top Unsecured Creditors

J.C. PENNEY: Incurs $348 Million Net Loss in First Quarter
JAYHAWK ENERGY: Delays Form 10-Q for First Quarter
JEH COMPANY: Voluntary Chapter 11 Case Summary
JUMP OIL: Gets Final OK to Use Colonial Pacific Cash Collateral
KEMET CORP: Number of Directors Lowered to Eight

LA JOLLA: Presents Corporate Update at The MoneyShow
LEAGUE NOW: Amends First Quarter Form 10-Q for Typos
LEE'S FORD: Has Access to Cash Collateral Until June 10
LEE'S FORD: Asks Court to Extend Plan Filing Period Until Sept. 30
LEGENDS GAMING: June 24 Hearing to Confirm Plan

LIME ENERGY: Gets NASDAQ Listing Non-Compliance Notice
LUCID INC: Delays Form 10-Q for First Quarter
MACCO PROPERTIES: U.S. Trustee Says Dismissal Not in Best Interest
MARKETING WORLDWIDE: Posts $1.5-Mil. Net Income in March 31 Qtr.
MCCLATCHY CO: Shareholders Elect 11 Directors

MEG ENERGY: Moody's Assigns Ba1 Rating to New $2-Bil. Revolver
MIDTOWN SCOUTS: Hearing Today on Further Access to Cash
MIDTOWN SCOUTS: Proposes Hoover Slovacek as Counsel
MISSION NEW ENERGY: Arbitration Proceeding vs. PTPN 111 Starts
MPM TECHNOLOGIES: Delays Form 10-Q for First Quarter

NAMCO LLC: Has Court's Nod to Hire AM Saccullo as Counsel
NAMCO LLC: Has Court Okay to Hire Olshan Frome as Attorney
NAMCO LLC: Committee Has OK to Hire Pachulski Stang as Counsel
NATIONAL HOLDINGS: Posts $494,000 Net Income in March 31 Qtr.
NNN PARKWAY: Can Hire Highpoint as Manager & Restructuring Officer

OAK KNOLL: General Partner Loses Bid to Dismiss Chapter 11 Case
OTELCO INC: Reorganization Plan Declared Effective
PARK SIDE ESTATES: Hires Robinson Brog as Counsel
PATRIOT COAL: Wants to Employ GT as Litigation Counsel
PEER REVIEW: Delays Form 10-Q for First Quarter

PIONEER CONTRACTING: Settles US Trustee's Dismissal Bid
PITTSBURGH CORNING: Court Issues Final Order Confirming Plan
PLAZA VILLAGE: June 3 Hearing on Motions to Dismiss Case
PLAZA VILLAGE: Joseph Rodrigues Named as Patient Care Ombudsman
PONCE TRUST: Wants Fully Administered Chapter 11 Case Closed

POWERWAVE TECHNOLOGIES: Heritage to Co-Manage Sale of Assets
PREMIER PAVING: Court OKs Stipulation for Continued Cash Access
PRIMCOGENT SOLUTIONS: In Dispute With Everyone; Seeks Cash Use
PRIMCOGENT SOLUTIONS: ORIX Says Fort Worth Is Improver Venue
PROMMIS HOLDINGS: Committee Balks at Cash Collateral Order

PURE BEAUTY: Dismissal of Chapter 11 Case Sought
RAPID-AMERICAN CORP: Meeting of Creditors Scheduled for June 4
RESIDENTIAL CAPITAL: Court Dismisses "Flores" Lawsuit
RG STEEL: to Sell Real Property to Go Green for $500,000
RG STEEL: Unsecured Creditors Fight Rennert, Goodwin Objections

RHYTHM & HUES: Rust Consulting Approved as Noticing & Claims Agent
ROCKWELL MEDICAL: Underwriters Buy Add'l 1.7MM Common Shares
RODEO CREEK: Wins Approval of Key Employee Retention Plan
RODEO CREEK: Committee Can Retain Armstrong Teasdale as Counsel
RODEO CREEK: Panel Can Retain BDO Consulting as Financial Advisors

RODEO CREEK: Sale Proceeds to Fund Chapter 11 Plan Payments
ROSELAND VILLAGE: Hearing on Competing Plan Outlines on July 8
ROTECH HEALTHCARE: Creditors Panel Taps Buchanan Ingersoll
ROTECH HEALTHCARE: Panel Taps Grant Thornton as Financial Advisor
ROTECH HEALTHCARE: Taps Deloitte & Touche as Independent Auditors

ROTECH HEALTHCARE: Young Conaway OK'd as Bankruptcy Co-Counsel
SCOOTER STORE: Panel Taps Cooley and Cousins Chipman as Counsel
SCOOTER STORE: May Hire Morgan Joseph as Investment Banker
SCOOTER STORE: Young Conaway Approved as Bankruptcy Counsel
SIERRA NEGRA: Taps Munger Chadwick as Special Utilities Counsel

SIMON WORLDWIDE: Delays Form 10-Q for First Quarter
SOMERSET PROPERTIES: Wins Confirmation of 2nd Amended Plan
SOUTH LAKES: Pietersma & Company OK'd to Conduct Calves Sale
SOUTHERN OAKS: Has Access to Cash Collateral Until October 2013
SOUTHERN OAKS: Opposes SunTrust Mortgage Stay Relief Bid

SUNTECH POWER: Has Forbearance with Noteholders Until June 28
T-L BRYWOOD: Ill. Court Transfers Venue of Case to N.D. Ind.
THERAPEUTICSMD INC: Named Former Johnson & Johnson Exec. to Board
TLO LLC: Owners to Spar on DIP Financing at June 11 Hearing
TLO LLC: Furr and Cohen Hiring Has Interim Approval

TLO LLC: Taps Marcum LLP as Accountants
TLO LLC: Rejecting Equifax Data License Deals & Goldberg Lease
TOBACCO SQUARE: Judge Makes Further Clarifications in PCB Suit
TRAFFIC CONTROL: Court Releases Epiq as Claims & Noticing Agent
TRAINOR GLASS: Miriam R. Stein Authorized to Withdraw as Counsel

TRI-STATE FINANCIAL: Trustee's Fees & Expenses Allowed
TRI-VALLEY VINEYARDS: Can't Appeal Order Denying TRO
UNITEK GLOBAL: Given Until July 31 to Refinance Debt
UNIVERSAL HEALTH: Wants BankUnited to File Adversary Proceeding
VANDERRA RESOURCES: Amends Plan of Liquidation

VANN'S INC: Perkins Coie, Hamstreet to Split $336K Carve-Out
VERTICAL COMPUTER: Delays Q1 Form 10-Q for Refinancing Issues
VIGGLE INC: Had $3.3 Million in Revenue in F3Q 2013
VYSTAR CORP: Delays Filing of Annual and Periodic Reports
W. O. WHITE: Case Summary & 20 Largest Unsecured Creditors

WAVE SYSTEMS: Posts Financial Statements of Safend
WINDSORMEADE OF WILLIAMSBURG: Court Confirms Amended Ch.11 Plan
WVSV HOLDINGS: Hearing on Case Dismissal Continued to June 3
WYLDFIRE ENERGY: Lain Faulkner Approved as Accountant
WYLDFIRE ENERGY: Michael McConnell Selected as Chapter 11 Trustee

* Ex-AIG Chief Greenberg Moves to Toss Spitzer Suit
* N.Y. Atty. Gen. Lays Out Complaints v. Wells Fargo, BofA
* Mortgage Jobs Sent to India by U.S. Banks
* SEC Refocuses on Accounting Fraud

* Chambers USA 2013 Ranks Dorsey & Whitney Bankruptcy Lawyers
* Chambers USA Ranks Sidley's Bankruptcy/Restructuring Lawyers
* Chambers USA Recognizes Thompson Hine's Bankruptcy Lawyers

* Upcoming Meetings, Conferences and Seminars

                            *********

30DC INC: Delays Form 10-Q for First Quarter
--------------------------------------------
30DC, Inc., was unable to prepare its accounting records and
schedules in sufficient time to allow its accountants to complete
their review of the Company's financial statements for the period
ended March 31, 2013, before the required filing date for the
subject Quarterly Report on Form 10-Q.  The Company intends to
file the subject Quarterly Report on Form 10-Q on or before the
sixtieth calendar day following the prescribed due date.

                           About 30DC Inc.

New York-based 30DC, Inc., provides Internet marketing services
and related training to help Internet companies in operating their
businesses.  It operates in two divisions, 30 Day Challenge and
Immediate Edge.

The Company reported a net loss of $1.44 million for the fiscal
year ended June 30, 2011, following a net loss of $1.06 million in
fiscal 2010.

As reported in the TCR on Dec. 19, 2011, Marcum LLP, in New York,
expressed substantial doubt about 30DC's ability to continue as a
going concern, following the Company's results for the fiscal year
ended June 30, 2011.  The independent auditors noted that the
Company has had recurring losses, and has a working capital and
stockholders' deficiency as of June 30, 2011.

The Company's balance sheet at March 31, 2012, showed $1.82
million in total assets, $2.21 million in total liabilities and a
$394,450 total stockholders' deficiency.

The Company said in its quarterly report for the period ending
March 31, 2012, that if it is unable to raise additional capital
or encounters unforeseen circumstances, it may be required to take
additional measures to conserve liquidity, which could include,
but not necessarily be limited to, issuance of additional shares
of the Company's stock to settle operating liabilities which would
dilute existing shareholders, curtailing its operations,
suspending the pursuit of its business plan and controlling
overhead expenses.  The Company cannot provide any assurance that
new financing will be available to it on commercially acceptable
terms, if at all.  These conditions raise substantial doubt about
the Company's ability to continue as a going concern.


5151 NORTH ORACLE: Case Summary & 5 Unsecured Creditors
-------------------------------------------------------
Debtor: 5151 North Oracle LLC, an Arizona
        Limited Liability Company
        5151 N. Oracle Road #210
        Tucson, AZ 85704

Bankruptcy Case No.: 13-08633

Chapter 11 Petition Date: May 22, 2013

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

Judge: Eileen W. Hollowell

Debtor's Counsel: Jeffrey M. Neff, Esq.
                  LAW OFFICE OF JEFFREY M. NEFF, P.C.
                  4568 E Camp Lowell Dr
                  Tucson, AZ 85712
                  Tel: (520) 722-8030
                  Fax: (520) 722-8032
                  E-mail: Jeff@Nefflawaz.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 largest unsecured creditors,
filed together with the petition, is available for free at
http://bankrupt.com/misc/azb13-8633.pdf

The petition was signed by Craig Courtney, member and manager.


A&S BOOKSELLERS: Summary Judgment Bid in Nationwide Suit Rejected
-----------------------------------------------------------------
NATIONWIDE BOOK INDUSTRIES, LLC, Plaintiff, v. A&S BOOKSELLERS,
INC., et al., Defendants, Civil Action No. 11-12195 (D. Mass.),
arises out of a series of purchase orders under which the
Nationwide Book Industries agreed to sell more than 216,000 books
to A&S Booksellers.  Nationwide claims that it continued to fill
orders and ship books to A&S based on repeated assurances from
A&S' principal, defendant Andrew Weiss, that A&S' business was
prospering and that payment to Nationwide would be made in full.
It further claims that Mr. Weiss's representations were false, and
were made only as a pretense to obtain additional books from the
plaintiff without paying for them.  Nationwide has asserted claims
against A&S for breach of contract (Count I) and unfair business
practices (Count II). It has also asserted a claim against Mr.
Weiss for fraudulent pretense and deception, by which A&S is
seeking to hold Mr. Weiss liable under Mass. Gen. Laws ch. 93A
(Count III).

Nationwide's claims against A&S are currently stayed following
A&S's bankruptcy filing in 2012.

Mr. Weiss, meanwhile, is seeking summary judgment, pursuant to
Fed. R. Civ. P. 56, on Nationwide's claim against him under
Chapter 93A.  The plaintiff opposes the motion and urges the court
to grant summary judgment in its favor, even absent a motion,
pursuant to Fed. R. Civ. P. 56(f)(1).

In a May 22, 2013 Memorandum of Decision and Order available at
http://is.gd/OTFzwRfrom Leagle.com, Magistrate Judge Judith Gail
Dein said there are genuine issues of material fact which preclude
summary judgment in favor of either party.  Accordingly, Mr.
Weiss's motion for summary judgment is denied, and the Court
declines to grant summary judgment in favor of the non-moving
party under Rule 56(f)(1).

A&S Booksellers, Inc., filed for Chapter 11 bankruptcy (Bankr.
C.D. Cal. Case No. 12-10392) on Jan. 13, 2012.  Judge Victoria S.
Kaufman oversees the case.  The Law Offices of Michael Jay Berger,
Esq. -- michael.berger@bankruptcypower.com -- serves as the
Debtor's counsel.  In its petition, the Debtor estimated $100,001
to $500,000 in assets and $1 million to $10 million in debts.  The
petition was signed by Andrew Weiss, president.

A&S Booksellers, Inc., in West Hills, California, does business as
A+S Booksellers, Crown Books West Corporation, Crown Books
Corporation, Kids & Design, Crown Design, Crown Kids & Design,
Crown Outlet, A&S Bargain Books, Century City/Crown Books, A+S
Crown Books, Super Crown & Design, Broders Books, Inc., R.I.P.
Halloween, Super Crown Books Corporation, and Crown Books &
Design.


AGFEED INDUSTRIES: Won't be Able to File Periodic Reports
---------------------------------------------------------
AgFeed Industries, Inc., was unable to file its quarterly report
on Form 10-Q for the quarter ended March 31, 2013, within the
prescribed time period without unreasonable effort or expense.  As
previously disclosed, on Jan. 31, 2012, the Company announced that
its special committee of the board of directors had completed its
investigation into certain accounting issues in the Company's
animal nutrition and legacy farm hog operations in China.  Also,
as previously disclosed, the Company has been in the process of
restating its unaudited financial statements for the quarters
ended March 31, and June 30, 2011, its audited financial
statements for the years ended Dec. 31, 2010, 2009, 2008 and 2007
and its unaudited financial statements for all quarters within
those years.

The audits of the Company's restated financial statements for the
year ended Dec. 31, 2010, and its financial statements for the
years ended Dec. 31, 2011, and 2012 must be completed before the
Company can file the Form 10-Q or any of its prior delinquent
annual reports on Form 10-K or quarterly reports on Form 10-Q.
Because of the previously disclosed liquidity constraints that the
Company faces, the Company has stopped work on the audits of the
Annual Financial Statements.  As a result, the Company believes it
is unlikely that it will be able to file (1) the Form 10-Q, (2)
its other delinquent annual reports on Form 10-K or quarterly
reports on Form 10-Q, or (3) any annual reports on Form 10-K or
quarterly reports on Form 10-Q that become due in the future.  As
previously disclosed, the Company is evaluating its strategic
options, which may include the sale of all or substantially all of
the Company's assets.

                      About Agfeed Industries

NASDAQ Global Market Listed AgFeed Industries is an international
agribusiness with operations in the U.S. and China.  AgFeed has
two business lines: animal nutrition in premix, concentrates and
complete feeds and hog production. In the U.S., AgFeed's hog
production unit, M2P2, is a market leader in setting new standards
for production efficiency and productivity.  AgFeed believes the
transfer of these processes, procedures and techniques will allow
its new Western-style Chinese hog production units to set new
standards for production in China. China is the world's largest
pork market consuming 50% of global production and over 62% of
total protein consumed in China is pork.  Hog production in China
currently enjoys income tax free status.


AMARU INC: Amends 2011 Annual Report
------------------------------------
Amaru, Inc., filed with the U.S. Securities and Exchange
Commission its annual report, as restated, disclosing a net loss
of $2.10 million on $4,462 of revenues for the year ended Dec. 31,
2011, as compared with a net loss of $1.37 million on $4,462 of
total revenue as originally reported.

The Company's restated balance sheet at Dec. 31, 2011, showed
$2.67 million in total assets, $3.84 million in total liabilities
and a $1.16 million total stockholders' deficit.  The Company
previously reported $2.86 million in total assets, $3.44 million
in total liabilities and a $578,709 total stockholders' deficit.

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

                       http://is.gd/6gAtX5

                          About Amaru Inc.

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

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

Amaru reported a net loss from operations of $1.37 million in
2011, compared with a net loss from operations of $1.50 million in
2010.  The Company's balance sheet at Sept. 30, 2012, showed $3.28
million in total assets, $3.08 million in total liabilities and
$195,261 in total stockholders' equity.


AMERICAN AIRLINES: Mechanics File for Election to Become Teamsters
------------------------------------------------------------------
International Brotherhood of Teamsters on May 28 disclosed that
American Airlines mechanics and related workers filed for an
election on May 28 with the National Mediation Board (NMB) as part
of a months-long effort to become Teamsters.  The petition for an
NMB election comes on the heels of a similar move by US Airways
mechanics seeking Teamster representation who filed for their
election earlier this month.

"Workers around the country have been under attack for years and
we as American Airlines mechanics are no exception," said Bill
Wheeler, a 26-year mechanic who traveled to Washington, DC for a
press conference announcing the filing.  "After enduring 20 years
of concessions, outsourced jobs, bankruptcy, frozen pensions and
an overall lack of respect, we are coming together to bring in the
bargaining power of the Teamsters Union, which has the strongest
record representing mechanics in our industry."

"From day one, this campaign has been about our craft standing up
and fighting back against the rampant outsourcing and other abuses
we've seen over the years," said Jim Witt, a 24-year AA mechanic
from Los Angeles.  "We've had enough and [Tues]day with the
Teamsters we are drawing a line in the sand.  The Teamsters have
the experience and power to stand up to management and restore the
dignity of our profession."

AA mechanics and related employees launched their campaign in June
of last year to seek industry-leading representation with the
Teamsters.  With over 11,000 mechanics and related nationwide, the
workers teamed up with the Teamsters Airline Division and the
Teamsters Aviation Mechanics Coalition (TAMC) to win majority
support for the union.

"Today's election filing is a tremendous milestone for American
Airlines mechanics who have built a powerful mechanic-led campaign
for Teamster representation," said Teamsters General President
James P. Hoffa.  "Their determination despite the tough odds has
led to this historic achievement and will lead to a strong future
for mechanics and related at AA."

"For too long mechanics in the airline industry have seen jobs
outsourced and standards plummet, comprising maintenance quality,
workers' livelihoods and the safety of the flying public," said
Capt. David Bourne, Director of the Teamsters Airline Division.
"This impressive campaign for Teamster representation at America
Airlines represents a huge step toward reversing this trend.  The
Teamsters Airline Division is proud to work with these mechanics
in this historic effort."

American Airlines has been in bankruptcy since 2011, resulting in
the downsizing of aircraft maintenance stations and furloughs
targeting AA mechanics.  Meanwhile, a bankruptcy judge recently
approved AA's merger deal with US Airway, which will create the
world's largest airline.

The Teamsters represent more than 80,000 workers in the airline
industry in every craft and class, including 18,000 airline
mechanics and related -- more than any other union.  If mechanics
at AA and US Airways are successful in their Teamster drives, the
Teamsters will represent more than 30,000 airline mechanics and
related.

Founded in 1903, the International Brotherhood of Teamsters  --
http://www.teamster.org-- represents more than 1.4 million
hardworking men and women in the United States, Canada and Puerto
Rico.

                      About American Airlines

AMR Corp. and its subsidiaries including American Airlines, the
third largest airline in the United States, filed for bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan
on Nov. 29, 2011, after failing to secure cost-cutting labor
agreements.  AMR, previously the world's largest airline prior to
mergers by other airlines, is the last of the so-called U.S.
legacy airlines to seek court protection from creditors.

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.

The Retiree Committee is represented by Jenner & Block LLP's
Catherine L. Steege, Esq., Charles B. Sklarsky, Esq., and Marc B.
Hankin, Esq.

AMR and US Airways Group, Inc., on Feb. 14, 2013, announced a
definitive merger agreement under which the companies will combine
to create a premier global carrier, which will have an implied
combined equity value of approximately $11 billion.  The deal is
subject to clearance by U.S. and foreign regulators and by the
bankruptcy judge overseeing AMR's bankruptcy case.

In April 2013, AMR filed a Chapter 11 plan of reorganization that
will carry out the merger.  By distributing stock in the merged
airlines, the plan is designed to pay all creditors in full, with
interest.

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).


ARCAPITA BANK: Seeks Final OK for $175MM Loans from Goldman
-----------------------------------------------------------
Arcapita Bank B.S.C.(c), et al., ask the U.S. Bankruptcy Court for
the Southern District of New York to enter a final order
authorizing them to obtain replacement postpetition financing on a
secured and superpriority basis of up to $175 million from Goldman
Sachs International.

The replacement financing will to repay existing postpetition
financing from Fortress Credit Corp. and to conclude the Debtors'
Chapter 11 cases.  The Debtors have repaid approximately $45
million of the Fortress Facility and $105 million remains
outstanding.  The Fortress Facility matures six months after the
execution date, or June 14, 2013.

At the effective date of the Debtors' Plan, the DIP Transaction
will convert to an exit facility with incremental availability
resulting in $350 million of total exit facility obligations.

The material terms of the DIP Transaction Documents are:

DIP Purchaser/Borrower: AIHL

Investment Agent:       Goldman Sachs or a permitted assignee or
                        Designee

DIP Participants:       The Investment Agent, certain banks, other
                        financing entities and other persons that
                        from time to time may become party to the
                        applicable investment agency agreement

Rate:                   LIBOR (floor of 1.5%) + a margin of 8.25%
                        p.a payable in cash.

Fees and Expenses:      AIHL will pay the reasonable out-of-pocket
                        expenses of the Investment Agent,
                        including expenses associated with
                        syndication of the DIP Facility and the
                        fees and disbursements of the Investment
                        Agent's attorneys and advisors, as well as
                        any taxes, arising in connection with the
                        DIP Transaction Documents.  AIHL will also
                        pay the fees in the amounts agreed in the
                        Fee Letter.  AIHL will also pay the losses
                        or expenses incurred by the DIP
                        Participants as a consequence of making
                        funds available under the DIP Facility

DIP Termination Date:   The DIP Facility will mature on July 31,
                        2013; provided that, in the event that the
                        entry of the Confirmation Order will be
                        delayed beyond July 31, 2013, the DIP
                        Termination Date may be extended at AIHL's
                        option to Sept. 30, 2013

The DIP Facility may be converted to a Murabaha exit facility,
subject to the Debtors' satisfaction of certain conditions
precedent and other terms.

The Debtors are represented by:

         Michael A. Rosenthal, Esq.
         Craig H. Millet, Esq.
         Matthew J. Williams, Esq.
         Joshua Weisser, Esq.
         GIBSON, DUNN & CRUTCHER LLP
         200 Park Avenue
         New York, NY 10166-0193
         Tel: (212) 351-4000
         Fax: (212) 351-4035

A copy of the Motion is available at:

           http://bankrupt.com/misc/arcapita.doc1157.pdf

As reported in the TCR on May 20, 2013, the Bankruptcy Court
approved the Debtors' entry into a commitment letter and related
documents, as later amended by that certain Amendment Agreement
dated May 17, 2013, with Goldman Sachs, which set forth the basic
terms of the DIP Transaction as well as an exit facility with
incremental availability (leading to a total of $350 million of
principal exit facility obligations).

A copy of the May 17, 2013 Court Order is available at:

           http://bankrupt.com/misc/arcapita.doc1113.pdf

                        About Arcapita Bank

Arcapita Bank B.S.C., also known as First Islamic Investment Bank
B.S.C., along with affiliates, filed for Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 12-11076) in Manhattan on March 19,
2012.  The Debtors said they do not have the liquidity necessary
to repay a US$1.1 billion syndicated unsecured facility when it
comes due on March 28, 2012.

Falcon Gas Storage Company, Inc., filed a Chapter 11 petition
(Bankr. S.D.N.Y. Case No. 12-11790) on April 30, 2012.  Falcon Gas
is an indirect wholly owned subsidiary of Arcapita that previously
owned the natural gas storage business NorTex Gas Storage Company
LLC.  In early 2010, Alinda Natural Gas Storage I, L.P. (n/k/a
Tide Natural Gas Storage I, L.P.), Alinda Natural Gas Storage II,
L.P. (n/k/a Tide Natural Gas Storage II, L.P.) acquired the stock
of NorTex from Falcon Gas for $515 million. Arcapita guaranteed
certain of Falcon Gas' obligations under the NorTex Purchase
Agreement.

The Debtors tapped Gibson, Dunn & Crutcher LLP as bankruptcy
counsel, Linklaters LLP as corporate counsel, Towers & Hamlins LLP
as international counsel on Bahrain matters, Hatim S Zu'bi &
Partners as Bahrain counsel, KPMG LLP as accountants, Rothschild
Inc. and financial advisor, and GCG Inc. as notice and claims
agent.

Milbank, Tweed, Hadley & McCloy LLP represents the Official
Committee of Unsecured Creditors.  Houlihan Lokey Capital, Inc.,
serves as its financial advisor and investment banker.

Founded in 1996, Arcapita is a global manager of Shari'ah-
compliant alternative investments and operates as an investment
bank.  Arcapita is not a domestic bank licensed in the United
States.  Arcapita is headquartered in Bahrain and is regulated
under an Islamic wholesale banking license issued by the Central
Bank of Bahrain.  The Arcapita Group employs 268 people and has
offices in Atlanta, London, Hong Kong and Singapore in addition to
its Bahrain headquarters.  The Arcapita Group's principal
activities include investing on its own account and providing
investment opportunities to third-party investors in conformity
with Islamic Shari'ah rules and principles.

The Arcapita Group had roughly US$7 billion in assets under
management.  On a consolidated basis, the Arcapita Group owns
assets valued at roughly US$3.06 billion and has liabilities of
roughly US$2.55 billion.  The Debtors owe US$96.7 million under
two secured facilities made available by Standard Chartered Bank.

Arcapita explored out-of-court restructuring scenarios but was
unable to achieve 100% lender consent required to effectuate the
terms of an out-of-court restructuring.

Subsequent to the Chapter 11 filing, Arcapita Investment Holdings
Limited, a wholly owned Debtor subsidiary of Arcapita in the
Cayman Islands, issued a summons seeking ancillary relief from the
Grand Court of the Cayman Islands with a view to facilitating the
Chapter 11 cases.  AIHL sought the appointment of Zolfo Cooper as
provisional liquidator.

On Feb. 8, 2013, the Debtors filed with the Bankruptcy Court a
disclosure statement in support of their Joint Plan of
Reorganization, dated Feb. 8, 2013.  The Plan contemplates, among
others, the entry of the Debtors into a $185 million Murabaha exit
facility that will allow the Debtors to wind down their businesses
and assets for the benefit of all creditors and stakeholders.

On April 25, 2013, the Debtors filed their Second Amended Joint
Plan of Reorganization.  On April 26, 2013, the Court approved the
related disclosure statement.

A copy of the Second Amended Disclosure Statement is
available at: http://bankrupt.com/misc/arcapta.doc1038.pdf

A hearing is scheduled for consideration of the Plan on June 11,
2013.


BETTER PLACE: Put Under Forced Liquidation in Israeli Court
-----------------------------------------------------------
Better Place, Inc. lost a stunning $459 million in 2012, while
bringing in only $6.9 million in Sales -- the now bankrupt clean
energy startup's private Financial Statements released on May 28
by private company research firm PrivCo reveal.

Better Place is an electric vehicle charging station start-up that
had raised over $900 Million in investor funding, and has now
collapsed into forced liquidation in an Israeli District Court.
Exclusive Better Place Inc. financial statements released by
PrivCo disclose for the first time the extent of Better Place
Inc.'s stunning losses, against its meager sales of just $6.9
million in 2012 while losing the shocking sum of $459 million to
achieve those sales: http://www.privco.com/better-place-forced-
into-liquidation-after-cash-runs-out

Better Place Inc. recently raised funding at a valuation of $2.25
billion (the startup's peak valuation) in November 2011.

PrivCo CEO and Corporate Lawyer Sam Hamadeh, Esq. said on May 28
in a statement: "The sheer size of Better Place's more than $900
million in losses -- and the inchoate, near non-existent nature of
its underlying business, with $6.9 Million in Sales in 2012 and $0
in 2011 -- shock one's conscience."

Better Place Inc.'s 2012 & 2011 Financial Statements released
exclusively by PrivCo, the financial data provider on privately
held companies:

http://www.privco.com/better-place-forced-into-liquidation-after-
cash-runs-out

ISRAELI BANKRUPTCY LAWS VERY PRO-CREDITOR, BUT FEW ASSETS LEFT v.
$915 MILLION OF LIABILITIES

"The Israeli insolvency process is based on the Companies
Ordinance 5743-1983, the Companies Regulations 5477-1987, and the
Bankruptcy Ordinance of 1980," said PrivCo CEO and corporate
attorney Sam Hamadeh, Esq., an expert on corporate restructurings.
"Because Better Place has little chance for a 'Reorganization'
under Israeli bankruptcy law (similar to a company Chapter 11
reorganization in the U.S.), it was forced into Liquidation in the
Lod District Court in Israel on Sunday, a process initiated by a
major shareholder.  Under Israeli corporate bankruptcy law, the
State Receiver -- who represents the Government -- acts as the
official custodian of Better Place's assets.  The State Receiver
also appoints a temporary liquidator, the final decision of which
PrivCo expects shortly."

LITTLE CHANCE OF A REORGANIZATION FOR BETTER PLACE: NO "DEBTOR-IN-
POSSESSION" FINANCING UNDER ISRAELI LAW

Mr. Hamadeh explains: "Unlike U.S. Bankruptcy Law, under Israeli
bankruptcy law there is no automatic seniority for lenders to the
distressed company while it attempts to operate while in
bankruptcy, known as 'debtor-in-possession' financing (which in
the U.S. has first claims over pre-bankruptcy lenders). As a
result, a reorganization similar to a U.S. Chapter 11 process is
nearly impossible. So Better Place has no access to capital and
will likely be forced to liquidate."

Under Sunday's Israeli Liquidation Petition, Better Place listed
assets of $9.5M, supplier liabilities of $40M, and cumulative
losses of $812M.  PrivCo infographic of the Israeli corporate
bankruptcy process:

http://www.privco.com/exhibit/df0e09d6f25a15a815563df9827f48fa?pop
up=1

To view privately-held BETTER PLACE INC.'s Income Statements and
Balance Sheets released by PrivCo:

http://www.privco.com/private-company/better-place-inc

                          About PrivCo

PrivCo is a provider of private company financial data and
independent research on over 210,000 private companies and 80,000
private company deals, including private company mergers &
acquisitions, private equity, venture capitals, LBOs, and IPOs.


CAESARS ENTERTAINMENT: Hedge Funds Form Group, Hire Milbank
-----------------------------------------------------------
Emily Glazer and Alexandra Berzon, writing for The Wall Street
Journal, report that hedge funds, including Brigade Capital
Management LLC, Third Point LLC, Silver Point Capital LP and Omega
Advisors Inc., are starting to form an ad hoc committee and want
to begin negotiating with Caesars Entertainment Corp.'s owners,
Apollo Global Management LLC and TPG, people familiar with the
situation said.  Paulson & Co. is also an owner.

The hedge funds hold chunks of Caesars debt and hope to
renegotiate loan terms with the casino giant.  The WSJ report
relates the lenders' efforts to organize themselves is the latest
in what some credit analysts believe will be a series of
restructuring discussions around some of Caesars's $24 billion
debt load. Analysts have long said that Caesars's debt load is
unsustainable despite continuing efforts from the company to push
off a reckoning.

Of concern to the hedge funds is $4.6 billion of debt held at a
Caesars subsidiary that is coming due February 2015. How Caesars
handles that debt could affect the rest of the company's financial
security, analysts have said, according to the report.

Sources told WSJ the group, while not yet formalized, has retained
law firm Milbank, Tweed, Hadley & McCloy LLP. They are also in
early talks with at least one investment bank though no official
engagement letter has been signed yet, they added.

The report relates people familiar with the matter said the hedge
funds are concerned that Caesars may not be able to refinance that
debt when it comes due, and want to explore alternatives for
addressing the obligations.  Still, the hedge funds may not be
able to wield much power. So far, they haven't had formal
discussions with Caesars's owners, these people said.

WSJ notes that Fitch Ratings, in a report released last week,
estimated that the operating company has enough cash to last
through around 2016, provided the company fulfills certain
actions.

The report also says Caesars recently announced that it would spin
off some of its growth businesses -- including online gambling
ventures and some new casino projects -- into a separate entity
with the majority owned by Caesars.  The transaction is expected
to raise around $500 million to $1.2 billion in fresh funds.


CASH STORE: Incurs C$4.3 Million Net Loss in March 31 Quarter
-------------------------------------------------------------
The Cash Store Financial Services Inc. reported a net loss and
comprehensive loss of C$4.28 million on C$46.65 million of revenue
for the three months ended March 31, 2013, as compared with a net
loss and comprehensive loss of C$41.16 million on C$42.08 million
of revenue for the same period a year ago.

For the six months ended March 31, 2013, the Company incurred a
net loss and comprehensive loss of $5.98 million on $96.16 million
of revenue, as compared with a net loss and comprehensive loss of
$40.20 million on $87.93 million of revenue for the same period
during the prior year.

The Company's balance sheet at March 31, 2013, showed C$192.04
million in total assets, C$163.99 million in total liabilities and
C$28.05 million in shareholders' equity.

A copy of the Report is available for free at:

                        http://is.gd/8dljIf

                     About Cash Store Financial

Cash Store Financial is the only lender and broker of short-term
advances and provider of other financial services in Canada that
is listed on the Toronto Stock Exchange (TSX: CSF).  Cash Store
Financial also trades on the New York Stock Exchange (NYSE: CSFS).
Cash Store Financial operates 512 branches across Canada under the
banners "Cash Store Financial" and "Instaloans".  Cash Store
Financial also operates 25 branches in the United Kingdom.

Cash Store Financial is a Canadian corporation that is not
affiliated with Cottonwood Financial Ltd. or the outlets
Cottonwood Financial Ltd. operates in the United States under the
name "Cash Store".  Cash Store Financial does not do business
under the name "Cash Store" in the United States and does not own
or provide any consumer lending services in the United States.

                          *     *     *

As reported in the Feb. 8, 2013 edition of the TCR, Standard &
Poor's Ratings Services lowered its issuer credit rating on Cash
Store Financial (CSF) to 'CCC+' from 'B-'.  The outlook is
negative.

"The downgrades follow a proposal by the payday loan registrar in
Ontario to revoke CSF's payday lending licenses and CSF's
announcement that it has discontinued its payday loan product in
the region," said Standard & Poor's credit analyst Igor Koyfman.
The company's businesses in Ontario, which account for
approximately one-third of its store count, will begin offering a
new line of credit product to its customers.  S&P believes this is
to offset the loss of its payday lending product; however, this is
a relatively new product, and S&P believes that it will be
challenging for the company to replace its lost earnings from the
payday loan product.  S&P also believe that the registrar's
proposal could lead to similar actions in other territories.


CATASYS INC: Posts $2.6 Million Net Income in First Quarter
-----------------------------------------------------------
Catasys, Inc., reported net income of $2.61 million on $135,000 of
total revenues for the three months ended March 31, 2013, as
compared with a net loss of $3.37 million on $93,000 of total
revenues for the same period during the prior year.

"I am pleased that we continue to show improved financial growth,
and equally important, continue to grow our client base of
insurance companies," commented Rick Anderson, president and COO.
"We believe that this expansion will lead to continued financial
growth.  The signing of our first national insurer was an
important milestone and, we believe, is a signpost of things
ahead.

"While health plans are under increasing pressure to reduce costs
-- and healthcare reform intensifies that pressure -- we expect to
continue to play a small but significant role in helping insurers
to manage costs by delivering >50 percent cost reduction in total
healthcare costs for health plan members who have enrolled in our
program," Anderson concluded.

                         About Catasys Inc.

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

Catasys disclosed a net loss of $11.64 million on $541,000 of
total revenues for the 12 months ended Dec. 31, 2012, as compared
with a net loss of $8.12 million on $267,000 of total revenues in
2011.

The Company's balance sheet at Dec. 31, 2012, showed $4.93 million
in total assets, $18.69 million in total liabilities and a $13.75
million total stockholders' deficit.

Rose, Snyder & Jacobs LLP, in Encino, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that the Company has incurred significant operating losses and
negative cash flows from operations during the year ended Dec. 31,
2012, which raise substantial doubt about the Company's ability to
continue as a going concern.

                        Bankruptcy Warning

"As of March 28, 2013, we had a balance of approximately $1.6
million cash on hand.  We had working capital deficit of
approximately $376,000 at December 31, 2012 and have continued to
deplete our cash position subsequent to December 31, 2012.  We
have incurred significant net losses and negative operating cash
flows since our inception.  We could continue to incur negative
cash flows and net losses for the next twelve months.  Our current
cash burn rate is approximately $450,000 per month, excluding non-
current accrued liability payments.  We expect our current cash
resources to cover expenses into July 2013, however delays in cash
collections, revenue, or unforeseen expenditures could impact this
estimate.  We are in need to obtain additional capital and while
we are currently in discussions with our existing shareholders
regarding additional financing there is no assurance that
additional capital can be raised in an amount which is sufficient
for us or on terms favorable to our stockholders, if at all.  If
we do not obtain additional capital, there is a significant doubt
as to whether we can continue to operate as a going concern and we
will need to curtail or cease operations or seek bankruptcy
relief.  If we discontinue operations, we may not have sufficient
funds to pay any amounts to stockholders."


CHINA GREEN: Delays Form 10-Q for First Quarter
-----------------------------------------------
China Green Creative, Inc., said it is in the process of preparing
its consolidated financial statements as of and for the three
months ended March 31, 2013.  The process of compiling and
disseminating the information required to be included in its Form
10-Q interim report for the three months ended March 31, 2013, as
well as the completion of the required review of the Company's
financial information, was not completed by May 15, 2013, without
incurring undue hardship and expense.  The Company undertakes the
responsibility to file that quarterly report no later than five
calendar days after its original due date.

The Company recorded a net loss of approximately $177,275 for the
three months ended March 31, 2013, as compared to a net income of
$47,899 for the same period in 2012.  The decrease in net income
was mainly attributable to the reduction in operation revenue and
the increase in general administrative expenses.

                         About China Green

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

China Green disclosed net income of $635,873 on $6.87 million of
revenues for the year ended Dec. 31, 2012, as compared with a net
loss of $344,901 on $1.92 million of revenue during the prior
year.  The Company's balance sheet at Dec. 31, 2012, showed $6.35
million in total assets, $8.06 million in total liabilities and a
$1.71 million total stockholders' deficit.

Madsen & Associates CPA's, Inc., in Salt Lake City, Utah, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2012.  The independent
auditors noted that the Company does not have the necessary
working capital to service its debt and for its planned activity,
which raises substantial doubt about its ability to continue as a
going concern.


CHINA NATURAL: Hearing on Case Dismissal Motion Set for June 20
---------------------------------------------------------------
U.S. Bankruptcy Court for the Southern District of New York has
set for June 20, 2013, at 2:00 p.m. (Eastern) the hearing on China
Natural Gas, Inc.'s motion for dismissal of the involuntary
bankruptcy petition signed by Abax Lotus Ltd., Abax Nai Xin A
Ltd., and Lake Street Fund LP.

Louis T. DeLucia, Esq., an attorney at Schiff Hardin LLP, counsel
for alleged debtor China Natural, avers that the petitioning
creditors fail to meet the requisite number of creditors to file
an involuntary petition, and that the petition was filed in "bad
faith" and for an improper purpose.

The Debtor is urging the Court to throw out the involuntary
Chapter 11 proceedings, saying the filing was part of a director's
effort to gain control of the company.  The Debtor says that Xiang
Dong Yang, who owns Abax Lotus and Abax Nai, had expressed
interest in taking the publicly traded company private before the
two Abax entities.

Mr. DeLucia states that all of the debt allegedly held by the
Petitioning Creditors was issued as one Global Note to Abax Lotus,
pursuant to an Indenture issued in 2008, and for which Deutsche
Bank serves as trustee.  According to Mr. DeLucia, Abax Nai and
Lake Street purport to hold the debt under the Indenture only by
virtue of alleged assignments of the original Global Note debt
from Abax Lotus subsequent to the issuance of the original note.

"Although the Petitioning Creditors filed certain declarations
pursuant to Rule 1003(a) of the Federal Rules of Bankruptcy
Procedure, those declarations are in conflict with certain
material SEC filings executed by Director Yang in his capacity as
a member of the Alleged Debtor's board of directors, and then
filed by the Alleged Debtor.  Thus, a factual issue exists as to
the ownership of the Alleged Claims asserted by the Petitioning
Creditors -- a dispute unresolved by simple declarations filed by
the Petitioning Creditors," Mr. DeLucia states.

Interested parties have until June 6, 2013, at 5:00 p.m. (Eastern)
to file an objection to the Alleged Debtor's motion for dismissal
of its involuntary bankruptcy case.

Attorneys for China Natural can be reached at:

         SCHIFF HARDIN LLP
         Louis T. DeLucia, Esq.
         Alyson M. Fiedler, Esq.
         666 Fifth Avenue, 17th Floor
         New York, NY 10103
         Tel: (212) 753-5000
         Fax: (212) 753-5044
         E-mail: ldelucia@schiffhardin.com
                 afiedler@schiffhardin.com

                        About China Natural

Headquartered in Xi'an, Shaanxi Province, P.R.C., China Natural
Gas, Inc., was incorporated in the State of Delaware on March 31,
1999.  The Company through its wholly owned subsidiaries and
variable interest entity, Xi';an Xilan Natural Gas Co., Ltd., and
subsidiaries of its VIE, which are located in Hong Kong, Shaanxi
Province, Henan Province and Hubei Province in the People's
Republic of China ("PRC"), engages in sales and distribution of
natural gas and gasoline to commercial, industrial and residential
customers through fueling stations and pipelines, construction of
pipeline networks, installation of natural gas fittings and parts
for end-users, and conversions of gasoline-fueled vehicles to
hybrid (natural gas/gasoline) powered vehicles at 0ptmobile
conversion sites.

On Feb. 8, 2013, an involuntary petition for bankruptcy was filed
against the Company by three of the Company's creditors, Abax
Lotus Ltd., Abax Nai Xin A Ltd., and Lake Street Fund LP (Bankr.
S.D.N.Y. Case No. 13-10419).  The Petitioners claimed that they
have debts totaling $42,218,956.88 as a result of the Company's
failure to make payments on the 5% Guaranteed Senior Notes issued
in 2008.  The Company says it intends to oppose the motion.

Adam P. Strochak, Esq., at Weil, Gotshal & Manges, LLP, in
Washington, D.C., represents the Petitioners as counsel.


CHINA TELETECH: Delays Form 10-Q for First Quarter
--------------------------------------------------
China Teletech Holding Inc. was unable to file its quarterly
report on Form 10-Q for the quarter ended March 31, 2013, by the
May 15, 2013, filing date applicable to smaller reporting
companies due to a delay experienced by the Company in completing
its financial statements and other disclosures in the Quarterly
Report.  As a result, the Company is still in the process of
compiling required information to complete the Quarterly Report
and its independent registered public accounting firm requires
additional time to complete its review of the financial statements
for the quarter ended March 31, 2013, to be incorporated in the
Quarterly Report.  The Company anticipates that it will file the
Quarterly Report no later than the fifth calendar day following
the prescribed filing date.

                        About China Teletech

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

On June 30, 2012, the Company strategically sold its wholly-owned
subsidiary, Guangzhou Global Telecommunication Company Limited
("GGT"), to a third party.  GGT was engaged in the trading and
distribution of cellular phones and accessories, prepaid calling
cards, and rechargeable store-value cards.

China Teletech disclosed net income of US$53,542 on US$26.62
million of sales for the year ended Dec. 31, 2012, as compared
with a net loss of US$348,124 on US$18.84 million of sales for the
year ended Dec. 31, 2011.  The Company's balance sheet at Dec. 31,
2012, showed US$2.16 million in total assets, US$1.96 million in
total liabilities and US$197,475 in total stockholders' equity.

WWC, P.C., in San Mateo, California, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012.  The independent auditors noted that
the Company has incurred substantial losses which raise
substantial doubt about its ability to continue as a going
concern.


CODA HOLDINGS: Government, Creditors Object in Bankruptcy
---------------------------------------------------------
Randall Chase, writing for the Associated Press, reported that
attorneys for the federal government and unsecured creditors have
filed objections to electric car maker CODA Holdings' bankruptcy
plans.

According to the report, court papers argue that CODA's bankruptcy
financing and sale plans unfairly benefit a group of debtors
seeking to acquire the company.

Lenders led by a Fortress Investment Group affiliate are proposing
a credit bid of $25 million to take over the company, the report
said. In a credit bid, a lender uses debt it is owed to buy a
company's assets, rather than cash.

Other objections involve concerns about obligations of the new
owners to adhere to federal environmental and vehicle safety laws,
and proposed bonuses for top executives and directors at Los
Angeles-based CODA, the report related.


COLONIAL WAREHOUSE: Court Dismisses Chapter 11 Case
---------------------------------------------------
German American Capital Corporation, acting by and through
servicer Situs Holdings LLC, won dismissal of the Chapter 11 case
of Colonial Warehouse LLC.

German American sought dismissal or, in the alternative,
conversion of the Debtor's case to chapter 7.  Bankruptcy Judge
David R. Duncan opted to dismiss, pursuant to a May 21, 2013 Order
available at http://is.gd/MWG17Rfrom Leagle.com.

Colonial Warehouse LLC filed for Chapter 11 bankruptcy (Bankr. D.
S.C. Case No. 13-00662) on Feb. 1, 2013.  It owns a certain piece
of real property located at 1107-15 Shop Road, Columbia, South
Carolina, which has a 258,000 square foot warehouse on it. This is
the only real property listed on the Debtor's schedules.

R. Geoffrey Levy, Esq., at Levy Law Firm, LLC, serves as counsel
to Colonial Warehouse.  In its petition, the Debtor estimated
under $50,000 in assets and between $1 million to $10 million in
debts.  The petition was signed by William Maxwell Gregg, sole
member.

Mr. Gregg also filed a chapter 11 petition (Bankr. D. S.C. Case
No. 13-00665) on Feb. 1, 2013.  Mr. Gregg has a 100% ownership
interest in the Debtor.

The Debtor obtained a loan in the original principal amount of
$3,900,000 from Branch Banking and Trust Company of South Carolina
f/k/a Branch Banking and Trust Company evidenced by a promissory
note dated December 16, 2005.  Note 1 is secured by, among other
things, the Debtor's real property.

The Debtor obtained a second loan from BB&T in the original
principal amount of $370,500 evidenced by a promissory note dated
October 27, 2006.  Note 2 is secured by, among other things,
Debtor's real property, and encompasses the $3,900,000 that is the
subject of Note 1 and increases the total principal amount due on
both loans to $4,270,500. The mortgages securing notes 1 and 2
were assigned to German American pursuant to an assignment
agreement dated March 29, 2011.

The Debtor obtained a third loan in the original principal amount
of $480,000 from BB&T evidenced by a promissory note dated August
22, 2008.  Note 3 is secured by different real property than that
securing Notes 1 and 2.  The mortgage securing Note 3 was assigned
to German American pursuant to an assignment agreement dated March
29, 2011.

All three loans are in default due to the Debtor's failure to pay
the outstanding balance on each of them when they matured by their
terms on August 22, 2010.  German American instituted a civil
action related to Notes 1 and 2 in the Court of Common Pleas for
Richland County, South Carolina on February 17, 2011, seeking a
money judgment and decree of foreclosure.  On November 19, 2012,
the Court of Common Pleas entered an Order of Judgment and Decree
of Foreclosure granting German American a decree of foreclosure of
the mortgages securing Notes 1 and 2 and a joint and several money
judgment against the Debtor and Mr. Gregg, who had personally
guaranteed both loans, for the amounts due under Notes 1 and 2.
After extended discussions with counsel for the Debtor in an
effort to resolve the Foreclosure Order 1 short of a foreclosure
sale, German American scheduled sale auctions on January 7, 2013,
and February 4, 2013.

BB&T instituted a civil action related to Note 3 in the Court of
Common Pleas for Richland County, South Carolina on February 17,
2011, seeking a money judgment and decree of foreclosure. On
November 19, 2012, the Court of Common Pleas entered an Order of
Judgment and Decree of Foreclosure granting German American a
decree of foreclosure of the mortgage securing Note 3 and a joint
and several money judgment against the Debtor and Mr. Gregg,
who had personally guaranteed Note 3, for the amounts due under
Note 3.  After extended discussions with counsel for Debtor in an
effort to resolve Foreclosure Order 2 short of a foreclosure sale,
German American scheduled foreclosure sale auctions on January 7,
2013, and February 4, 2013.

The Debtor filed its bankruptcy petition on February 1, the last
business day before the February 4th foreclosure sale.

The only business the Debtor currently conducts is leasing parking
spaces on the real property to individuals during the University
of South Carolina's college football season.  On its statement of
financial affairs, the Debtor indicates the parking business
generated $40,957.18 of income during 2011.

Mr. Gregg testified at the hearing that he did not place the money
generated by the parking business in 2012 in the Debtor's accounts
but rather placed it in his personal account.  In Mr. Gregg's
April 5, 2013 periodic report regarding value, operations and
profitability of entities in which he holds a substantial or
controlling interest filed in his personal case, Mr. Gregg
estimates the parking income as $30,000 per year before expenses.
Mr. Gregg agreed during his testimony at the hearing that the
approximate monthly debt service on the amount owed to German
American would be greater than $30,000.

Aside from the parking business, Mr. Gregg testified no other
business has been conducted on the real property since 2009 or
2010, and the Debtor has had no employees since 2010 or 2011.  Mr.
Gregg testified that after winding down the previous business in
2009 or 2010, he intended to go into the solar engine business and
that he had been trying to start this business for four and a half
years, but there was a problem purchasing a necessary patent. He
also stated that the Debtor would be in the solar business if it
could ever get the patent and that negotiations to obtain the
patent had been ongoing for four and a half to five years.  When
asked whether there was hope for the solar business, Mr. Gregg
testified his partner felt like there was hope.

Alternatively, Mr. Gregg indicated he planned to build student
housing on the real property but does not have financing for
construction in place or building permits. He testified a pro-
forma with pictures of the building and a feasibility study had
been prepared, but no documents were introduced into evidence.
Additionally, he stated he had a written commitment for a $60
million land lease, but it lapsed, meaning, he agreed, it is not
currently in existence. When asked whether he had a construction
loan, Mr. Gregg indicated he would not be able to obtain a loan
while he was in bankruptcy so he was doing everything he could to
get out of bankruptcy.

The Debtor introduced an appraisal into evidence at the hearing
that valued the real property at $9.1 million.  The Debtor
indicates on its amended schedule A that its real property was
sold at a tax sale in December 2012.  German American filed proofs
of claim totaling $6,166,043.  The Debtor's other major asset is a
trade name it values at $2,500,000 on its schedule B.  German
American is the only secured creditor listed on the Debtor's
schedule D, and its claim is listed at $4,200,451.  On schedule E,
the Debtor lists a $33,000 unsecured priority claim for the
Internal Revenue Service and a $112,672 unsecured priority claim
for property taxes owed to Richland County.  The Debtor lists no
unsecured nonpriority claims on schedule F.


COMMUNITY HOME: Will Have Chapter 11 Trustee
--------------------------------------------
At the behest of secured creditors Edwards Family Partnership LP
(EFP) and Beher Holdings Trust (BHT), the Bankruptcy Court
directed the appointment of a Chapter 11 trustee for Community
Home Financial Services, Inc.

Jim F. Spencer, Jr., Esq., at Watkins & Eager PLLC, representing
the secured creditors, tells the Court that EFP and BHT have
invested tens of millions of dollars in thousands of mortgage
loans managed by Community Home Financial Services.  The
transactions are structured two ways:

     1) by BHT/EFP lendingmoney to CHFS enabling CHFS to purchase
        mortgage loan portfolios upon which CHFS granted BHT/EFP a
        perfected security interest; and

     2) by BHT/EFP directly purchasing mortgage loan portfolios
        under joint venture agreements with CHFS.

In both scenarios, CHFS serviced the mortgages and collected the
monthly payments from mortgagor borrowers.

Under the loan documents and the joint venture agreements,
Mr. Spencer states that CHFS was required to forward the mortgage
proceeds to BHT/EFP; however, CHFS failed to do so.  Specifically,
beginning in January 2011, CHFS withheld millions of dollars from
BHT and EFP which necessitated BHT and EFP filing an emergency
motion to appoint a receiver for CHFS.

On May 23, 2102, after two days of trial before U.S. District
Judge Carlton Reeves, at which Butch Dickson, the principal of
CHFS testified that he had taken millions of dollars in loan
payments from both the loan transaction and the joint ventures and
diverted the payments for other purposes, CHFS filed bankruptcy.

Post bankruptcy, Mr. Spencer argues that CHFS has demonstrated it
cannot be trusted to run its business as a debtor in possession.
It continues to play "hide the ball" with its collections on the
loans it is servicing on a post petition basis.  It has failed to
explain what happened to thousands of dollars it had two days
before bankruptcy, which the district court enjoined it from
spending.  More importantly, CHFS is servicing loans without a
license, which is prohibited by Mississippi law.  Mr. Spencer
argues a trustee is necessary to protect the assets of the estate
from further dissipation, and that a trustee is in the best
interest of all creditors.

Mr. Spencer notes the Debtor's current management is the same
management that operated CHFS on a pre-petition basis.  Its
management has engaged in pre- and post- petition misconduct which
justifies the appointment of a Chapter 11 trustee.

Mr. Spencer submits that CHFS's pre-petition misconduct alone
justifies the appointment of a trustee.  CHFS admits it has
diverted $2.3 million of BHT and EFP's cash collateral to
insiders, most of which was diverted less than 10 days prior to
filing this bankruptcy case.  CHFS describes this diversion of
funds as "loans;" however, competent management does not divert
funds from its creditor and make loans to insiders at a time when
it has been sued by that creditor for non-payment of promissory
notes totaling in excess of $18 million.  Competent management
does not make "loans" to insiders two days before a scheduled
trial on a motion to appoint a receiver over the company.  Post-
petition, CHFS has not compiled with this Court's interim order
that was designed to protect not only CHFS's single largest
creditor but all other creditors.  When considered together, Mr.
Spencer says, they demonstrate that the appointment of a Chapter
11 trustee is required.

Community Home Financial Services, Inc., filed a Chapter 11
petition (Bankr. S.D. Miss. Case No. 12-01703) on May 23, 2012.
Community Home Financial is a specialty finance company located in
Jackson, Mississippi, providing contractors with financing for
their customers.  CHFS operates from one central location
providing financing through its dealer network throughout 25
states, Alabama, Delaware, and Tennessee.  The Debtor scheduled
$44,890,581 in total assets and $30,270,271 in total liabilities.
Judge Edward Ellington presides over the case.


COMPREHENSIVE CARE: Delays Form 10-Q for First Quarter
------------------------------------------------------
Comprehensive Care Corporation requires additional time to
finalize the financial statements to be included in the Form 10-Q.
As a result, the Company was not able to file its Form 10-Q, which
will be filed as soon as possible and in no event later than the
fifth calendar day following the latest prescribed due date for
that report.

The Company anticipates a significant reduction in the Company's
total operating revenues due to the previously announced
expiration of the Company's major Puerto Rico contract.  The
Company also anticipates a significant reduction in total expenses
in response to the aforementioned Puerto Rico contract expiration.
As a result, the Company anticipates a net loss for the quarter
ended March 31, 2013, compared to net income the Company reported
for the quarter ended March 31, 2012.  However the Company is not
able to quantify the amount of the net loss pending the completion
of the Company's quarterly financial review.

                     About Comprehensive Care

Tampa, Fla.-based Comprehensive Care Corporation provides managed
care services in the behavioral health, substance abuse, and
psychotropic pharmacy management fields.

Comprehensive Care disclosed a net loss attributable to common
stockholders of $6.99 million in 2012, as compared with a net loss
attributable to common stockholders of $14.08 million in 2011.
The Company's balance sheet at Dec. 31, 2012, showed $6.12 million
in total assets, $29.06 million in total liabilities and a $22.94
million total stockholders' deficiency.

Mayer Hoffman McCann P.C., in Clearwater, Florida, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that the Company has suffered recurring losses from operations and
has not generated sufficient cash flows from operations to fund
its working capital requirements.  This raises substantial doubt
about the Company's ability to continue as a going concern.


COTTON & WESTERN: Board Approves Plan of Reorganization
-------------------------------------------------------
Cotton & Western Mining, Inc. announced effective May 23, 2013,
that the Board and the majority shareholders of Cotton & Western
Mining, Inc. have approved a Plan of Reorganization.

The primary considerations behind the Plan were/are as follows:

The sole revenue generating asset of CWRN (pinksheets:CWRN)
consists of a wholly owned foreign (Mexican) operating Subsidiary,
Panamerican Minerals Ventures S.A. de C.V.(PMV), which was held in
trust for CWRN and its shareholders by Robert L. Cotton and Sharon
Vasquez.  Due to a severe lack of Operating Capital, PMV was
forced to cease mining operations in October of 2012, and had
amassed unpaid debts in excess of $2.0 Million USD.  Furthermore,
PMV is a Defendant in various legal proceedings in Mexico, the
loss of any of which would force PMV to declare bankruptcy.  In
all, PMV required on the order of $5.0 Million USD in financing in
order to allow it to resume operations.  As CWRN was/ is unable to
provide this financing, and in order to preserve any value for
CWRN's Shareholders, the Board believed it had to act immediately.

After careful consideration of all the options open to it, the
Board of CWRN has adopted a Plan of Reorganization under which it
spins off, pro rata to shareholders, a newly formed subsidiary,
Kiliwa Mining Group, US, Inc. (KMG) which will hold the stock of
the Mexican subsidiary mining Company Panamerican Minerals S.A. de
C.V.  This will be accomplished via a dividend consisting of the
shares of the wholly owned subsidiary KMG, pro rata, issued to all
of the shareholders of CWRN, as of an effective date within 60
days hereof, on a 1 KMG share for each 1,000 CWRN shares basis, as
part of the Plan of Reorganization on a record date to be
determined in accordance with Notice requirements of CUSIP, DTC,
and FINRA.  Said KMG shares shall be held, in trust, by the Escrow
Agent (transfer agent) pending effectiveness of a registration
statement under the Securities Act of 1933.

The Board's actions have already resulted in sufficient financial
relief having been extended to allow PMV to avoid bankruptcy and
the loss of its equipment, while retiring a significant portion of
its outstanding payables.  Furthermore, on May 19, 2013, PMV
successfully shipped 68,069 Tons of Iron Ore from Ensenada aboard
a Panamax Bulker (a first for Baja California minerals), of which
45,000 Tons were that material previously sold but quarantined by
the Customs authorities and only recently released, plus 23,000
Tons of other inventory.  The Board believes that their actions
will allow sufficient capitalization to allow sustainable
operations under KMG's new management team.

Please note that neither Robert Cotton nor Sharon Vazquez is
associated with the project any longer, nor do either of them
either own or control any shares of any of the aforementioned
entities.

The Bylaws of the Corporation have also been amended to add the
following provisions: a) Pursuant to NRS 78.378, the Corporation
hereby declares that the application of the "Acquisition of a
Controlling Interest" provisions of Nevada Revised Statutes 78.378
to 78.3793, inclusive, do not apply to the corporation or to the
acquisition of controlling interest in the corporation; and b)
Further, pursuant to NRS 78.434(3), the Corporation hereby elects
not to be governed by the "Interested Stockholders" provisions of
Nevada Revised Statutes 78.411 to 78.444, inclusive.

Cotton & Western Mining, Inc. -- http://www.cottonwestern.com--
is an iron ore mining company, engages in the production and sale
of iron ore.  It provides raw crude iron ore products to Asia
Pacific Steel Manufacturing Sector. Cotton & Western Mining, Inc.
is headquartered in Richmond, Texas with an additional office in
Mexico.


CST GROUP: Can't Use Cash Collateral; Grosvenor Wins Stay Relief
----------------------------------------------------------------
Chief Bankruptcy Judge Howard R. Tallman denied CST Group Inc.'s
request to use cash collateral absent consent of Grosvenor
Enterprises Inc., which holds a security interest in all of the
Debtor's assets, including its cash.

Instead, Judge Tallman granted the motions filed by GEI (i) for
relief from the automatic stay and (2) to prohibit the Debtor's
use of property including cash collateral.

On Sept. 1, 2011, CST Group purchased the assets of Greenfields
Sports Bar, Inc.  Prior to the sale, Greenfields Sports Bar, Inc.,
operated a pool hall and sports bar located in Lakewood, Colorado.
The Debtor has continued the operation of the business. Subsequent
to the sale, because Greenfields Sports Bar, Inc., sold its name
as part of the transaction, it changed its corporate name to
Grosvenor Enterprises, Inc.  The Debtor paid a purchase price of
$302,000 for the business assets in the form of a $90,000 cash
down payment and a promissory note -- now payable to GEI -- in the
face amount of $212,000.  The Note carries interest at a variable
rate of 3% over prime. Payments are amortized over 10 years but
the Note is payable in full in 5 years. The current non-default
monthly payment is just over $2,700.

The Note is secured by a security agreement granting GEI a lien on
all of the Debtor's tangible and intangible assets.  The Note is
also personally guaranteed by the Debtor's three owners, Shawn
McKelvy, Timothy Mitchell and Charles Williamson.  Mr. McKelvy and
Mr. Mitchell are actively involved in the business.  Mr.
Williamson continues to be an owner but is no longer involved in
management of the business.

As part of the sale transaction, the Debtor assumed the lease of
the retail space that houses Greenfields. In order to induce the
landlord to allow the assumption, GEI's principal, Todd Grosvenor,
personally guaranteed payments on the lease for two years
following the assumption. The principal amount of the Note
includes $12,000, payable at the rate of $500 per month without
interest. That amount is intended as compensation for Todd
Grosvenor's personal guarantee and is a part of the debt subject
to GEI's lien.

On March 15, 2013, GEI filed its Motion for Relief from Stay and
its Cash Collateral Motion.  Proofs of claim filed in the case
reveal substantial claims by taxing authorities. Colorado
Department of Revenue has filed a secured tax claim of $17,893.33
on account of unpaid sales taxes from June through December 2012.
The Internal Revenue Service has filed a claim in the total amount
of $72,106.79. Its claim includes a secured claim for $44,287.75
on account of unpaid social security withholding and a priority
unsecured claim of $25,170.57 on account of unpaid social security
withholding and federal unemployment taxes. The remaining
$2,648.47 general unsecured claim is for penalties.

The Debtor's principals admit to a lack of experience in the
operation of a business and claim to have gotten bad guidance from
advisors that led to their problems, at least in part. The Debtor
has put together a budget and a plan worksheet. Taken at face
value, the budget shows the Debtor's revenues exceeding expenses
by $5,292.00 monthly. The Debtor would fund its plan with that
excess. The plan would pay the tax claims in full over 5 years; it
would pay GEI the value of its collateral as a secured claim,
amortized over 5 years at 4.5% interest; and it would pay the
remainder of GEI's claim as unsecured.

On its schedules, the Debtor valued GEI's collateral at
$94,421.14. GEI's expert witness valued the Debtor's equipment at
$38,994.50. That figure represents an auction value for the
equipment only and does not account for GEI's security interest in
food inventory, liquor inventory, or intellectual property.

Post-petition operations have been unprofitable. In February 2013,
the business showed an operating loss of $12,529.00. In March
2013, the business showed an operating loss of $29,953.00. No
taxes have been remitted to taxing authorities post-petition. The
February operating report shows new total tax liability accruals
of $8,762.98; for March, the operating report shows new tax
accruals for the month of $16,762.00. In approximately one and
one-half months of post-petition operations the Debtor has
incurred over $25,000 of new unpaid tax liability. The losses
reflected in the Debtor's operating reports were sustained while
making no payment to the Debtor's secured creditor.

The evidence before the Court is that the Debtor is losing money
in its monthly operations and it has been unable to pay its post-
petition tax obligations.  The Debtor has used GEI's cash
collateral without seeking GEI's consent or leave of Court.
Notwithstanding its use of GEI's cash collateral, the Debtor has
not even been able to pay its normal operating expenses because it
is continuing to accrue unpaid tax liabilities. Under the
circumstances of this case, with the Debtor's current management
in place, GEI's interest in its collateral continues to decline.
Absent GEI's consent, the Debtor's continued use of GEI's cash
collateral cannot be justified.

The Debtor argues that it has offered adequate protection to GEI
in the form of periodic payments in the amount of $2,600 per
month. But the Court has found the Debtor's offer of adequate
protection to be illusory because the preponderance of the
evidence persuades the Court that the Debtor lacks the ability to
make the promised adequate protection payment to GEI.

"This case highlights the tension between the desire of the
bankruptcy courts to afford a reasonable opportunity to a debtor
to reorganize its affairs under the Bankruptcy Code and the
necessity to insure that the interest of the business's secured
creditors are not eroded during that reorganization process,"
Judge Tallman said.

The Court notes that GEI holds a security interest in all of the
Debtor's assets. The primary tangible asset is the Debtor's
business equipment. That equipment includes generally kitchen and
bar equipment, bar stools, tables and chairs, pool tables and
poker tables. The evidence in this case is that the auction value
of the Debtor's equipment is approximately $38,994.50. GEI's
evidence is that the principal balance due on its Note is just
over $185,000.00 and that the last payment received on that
obligation was in November of 2012.  GEI is undersecured and,
thus, not protected by an equity cushion.

A copy of the Court's May 22, 2013 Order is available at
http://is.gd/A1e69efrom Leagle.com.

CST Group, Inc., dba Greenfields Sports Bar, Inc., commenced
chapter 11 proceedings (Bankr. D. Colo. Case No. 13-11894) on
February 12, 2013, listing under $1 million in both assets and
liabilities.  Aaron J. Conrardy, Esq., at Sender Wasserman
Wadsworth, P.C., represents the Debtor.


D & L ENERGY: Walter Haverfield Approved as Environmental Counsel
-----------------------------------------------------------------
The Bankruptcy Court authorized D & L Energy, Inc., et al., to
employ Michael A. Cyphert and the law firm of Walter|Haverfield
LLP as special counsel.

As reported by the Troubled Company Reporter on April 30, 2013,
Walter Haverfield will represent the Debtors in matters unrelated
to the pending bankruptcies and specifically for environmental law
issues and matters stemming therefrom.  The firm will, among other
things, advise and represent the Debtors with respect to general
environmental law issues that may arise with respect to Debtors'
oil and natural gas business, including but not limited to issues
involving the federal and state environmental protection agencies
and the Ohio Department of Natural Resources (the "ODNR").  The
Debtors have agreed to pay Michael Cyphert of Walter Haverfield
$420 per hour.

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

                          About D&L Energy

D & L Energy has been involved in a number of joint ventures and
limited partnerships that drill, own, and operate conventional oil
and gas wells throughout Northeast Ohio and Northwest
Pennsylvania.  D&L has also been involved in the drilling,
construction, operation and ownership of saltwater injection wells
in the State of Ohio.  D&L has also been involved in marketing and
selling the "deep rights" to its oil and gas leases.

In early 2013, the then-principal of D&L, Ben Lupo, was accused of
violating the U.S. Clean Water Act by allegedly instructing
agents/employees of a separate entity to dump waste water in an
improper manner.  As a result of Mr. Lupo's alleged actions, the
Debtors were forced to incur substantial clean up costs.

D & L Energy, based in Youngstown, Ohio, and affiliate Petroflow,
Inc., filed for Chapter 11 bankruptcy (Bankr. N.D. Ohio Lead Case
No. 13-40813) on April 16, 2013.  Judge Kay Woods oversees the
case.  Kathryn A. Belfance, Esq., at Roderick Linton Belfance,
LLP, serves as the Debtors' counsel, and Walter Haverfield, LLP,
is the environmental counsel.  The Debtor disclosed $41,015,677 in
assets and $6,185,158 in liabilities as of the Chapter 11 filing.

Daniel M. McDermott, U.S. Trustee for Region 9, appointed seven
creditors to serve in the Official Committee of Unsecured
Creditors.  The Committee tapped Squire Sanders (US) LLP as its
legal counsel.


DUNLAP OIL: Canyon Community Wants Cash Use Limited Until June 12
-----------------------------------------------------------------
Secured creditor and party-in-interest Canyon Community Bank,
N.A., asks the Bankruptcy Court to limit Dunlap Oil Company, Inc.,
et al.'s use of cash collateral until June 12, 2013.

The Debtors is seeking Court permission to use cash collateral
pending the final confirmation hearing to commence on June 12.
The Debtors stated that various interested parties are adequately
protected in the case through replacement liens granted under the
prior cash collateral orders.

According to CCB, it agreed to the Debtors' continued use of cash
collateral until the hearing on confirmation of the Debtors' plan,
which is scheduled for June 12 - 13, 2013.  CCB agreed to the use
of cash collateral with these limitations:

   1) the Debtors will not use cash collateral to pay legal or
      other professional expenses; and

   2) in all other respects, the Debtors' use of cash collateral
      will conform strictly to the budget attached to their
      motion.

CCB adds that any requests for additional extensions of the
Debtors' authority to use cash collateral must be considered on a
month to month basis.

           About Dunlap Oil Company and Quail Hollow Inn

Dunlap Oil Company, Inc., and Quail Hollow Inn, LLC, sought
Chapter 11 protection (Bankr. D. Ariz. Case No. 12-23252 and
12-23256) on Oct. 24, 2012.  Founded in 1958, Dunlap Oil is a
Willcox, Arizona-based operator of 14 gasoline services stations.
QOH owns the 89-room outside corridor Best Western Plus Quail
Hollow hotel in Willcox.  The two companies are owned and operated
by the Dunlap family.

Judge James M. Marlar presides over the case.  John R. Clemency,
Esq., and Lindsi M. Weber, Esq., at Gallagher & Kennedy, P.A.,
serve as the Debtors' counsel.  Peritus Commercial Finance LLC
serves as financial advisor.  Quail Hollow Inn also hired Sally M.
Darcy of McEvoy Daniels & Darcy P.C. for the limited purpose of
handling any claims, issues, and/or disputes between QHI and Best
Western International, Inc.  The Debtors' lead counsel, Gallagher
& Kennedy, P.A., has a conflict precluding its representation of
the Debtor in matters relating to Best Western.

QOH declared assets of at least $1 million and debts exceeding
$10 million.  DOC estimated assets and debts of $10 million to
$50 million.

The petitions were signed by Theodore Dunlap, president.

Ilene J. Lashinsky, the U.S. Trustee for Region 14, has appointed
three creditors to serve on an Official Committee of Unsecured
Creditor for the Chapter 11 bankruptcy case of Dunlap Oil Company.
The Committee tapped Nussbaum Gillis & Dinner, P.C. as its
counsel.

Pineda Grantor Trust II, successor-in-interest to Compass Bank, is
represented by Steven N. Berger, Esq., and Bradley D. Pack, Esq.,
at Engelman Berger, P.C.

Canyon Community Bank NA is represented by Pat P. Lopez III, Esq.,
Rebecca K. O'Brien, Esq., and Jeffrey G. Baxter, Esq., at Rusing
Lopez & Lizardi, P.L.L.C.


EAST COAST BROKERS: May 30 Hearing on Case Conversion or Dismissal
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida
continued until May 30, 2013, at 10 a.m., the hearing to consider
the motion to dismiss or convert the Chapter 11 case of East Coast
Brokers & Packers, Inc., et al., to one under Chapter 7 of the
Bankruptcy Code.

Guy G. Gebhardt, the Acting U.S. Trustee for Region 21, by and
through Denise E. Barnett, requested that the Court enters an
order dismissing the cases, or in the alternative, converting the
cases based on Debtors' failure to provide proof of insurance
coverage on substantial amount of the Debtors' real and personal
property and other matters.

In a separate docket entry, a June 24 hearing at 9:30 a.m. has
been set to consider the motion to appoint a Chapter 11 trustee,
or in the alternative, to dismiss case.

As reported by the Troubled Company Reporter on May 9, 2013,
MLIC Asset Holdings LLC and MLIC CB Holdings LLC have asked the
Bankruptcy Court to appoint a Chapter 11 trustee, or dismiss the
Debtors' cases.  According to the MLIC entities, the Debtors,
among other things, had mishandled the potential rents from
employees, failed to pay taxes, failed to maintain insurance, has
inadequate security regarding the Debtors' personal and real
property, and delayed the filing of schedules and reports required
under the Bankruptcy Code.

                 About East Coast Brokers & Packers

East Coast Brokers & Packers, Inc., along with four related
entities, sought Chapter 11 protection (Bankr. M.D. Fla. Case No.
13-02894) in Tampa, Florida, on March 6, 2013.  East Coast Brokers
& Packers disclosed $12,663,307 in assets and $75,181,975 in
liabilities as of the Chapter 11 filing.  Scott A. Stichter, Esq.,
at Stichter, Riedel, Blain & Prosser, in Tampa, serves as counsel
to the Debtors.  According to the docket, the Chapter 11 plan and
disclosure statement are due July 5, 2013.


ELBIT VISION: Yossi Ran Appointed as Chairman of the Board
----------------------------------------------------------
http://www.sec.gov/Archives/edgar/data/1011664/000117184313002099/
newsrelease.htm
Elbit Vision Systems Ltd. announced that Mr. David Hanuka has
resigned from the Company's board of directors and will be
replaced by Mr. Yossi Ran, who was elected to the board at a
meeting of the shareholders' of the Company, held on April 28,
2013.

"It has been a privilege to serve EVS, for the last few years,"
Mr. Hanuka said.  "Now as EVS successfully completed its 'turn
around', it is time for me to focus on other opportunities. With
its robust and innovative technology, the Company is now well
positioned as a leader in its field, and has made progress in
developing its Far-Eastern markets, which I believe will make a
real contribution to its revenues."

Mr. Ran, the incoming Chairman of the Board, stated: "On behalf of
the Company's board of directors and the whole EVS family, I would
like to thank Mr. Hanuka for his contribution to the Company."

Mr. Ran added, "I agreed to return to the Company after a break of
several years, since being familiar with the technology and its
unique advantages in the fabric industry and recognizing the
capabilities of this dedicated and professional team, I believe
that EVS is in the right place at the right time for achieving
market-leader status.  The company's product range will enable its
customer to be competitive and cost effective in the global world
market."

Mr Ran has held senior posts at Elbit Systems and Elron Electronic
Industries Ltd., and has served on the boards of directors of
several Israeli and overseas companies, including, as the chairman
of Plasan-Sasa Ltd. (2000-2007) and of Cabiran (1991) Ltd. (2007-
2011).  Mr. Ran also served as the CEO of the Company between the
years 1998-2000.

                         About Elbit Vision

Based in Caesarea, Israel, Elbit Vision Systems Ltd. (OTC BB:
EVSNF.OB) offers a broad portfolio of automatic State-of-the-Art
Visual Inspection Systems for both in-line and off-line
applications, and process monitoring systems used to improve
product quality, safety, and increase production efficiency.
For the 12 months ended Dec. 31, 2012, the Company reported income
of US$824,000 on US$6.70 million of revenue, as compared with
income of US$1.08 million on US$5.64 million of revenue a year
ago.  The Company's balance sheet at Dec. 31, 2012, showed US$4.20
million in total assets, US$4.48 million in total liabilities and
a US$274,000 total shareholders' deficiency.


EMPRESAS OMAJEDE: Can Hire Charles A. Cuprill as Counsel
--------------------------------------------------------
Empresas Omajede sought and obtained approval from the U.S.
Bankruptcy Court to employ Charles A. Cuprill, P.S.C., Law
Offices, as counsel.  The Debtor said it is not sufficiently
familiar with the law to be able to plan and conduct the
proceedings without competent legal counsel.  Cuprill is a
disinterested entity as defined in 11 U.S.C. Sec. 101(14).

The Debtor tapped the firm on the basis of a $15,000 retainer,
against which the firm will bill on the basis of $350 per hour,
plus expenses, for worked performed by Charles A. Cuprill-
Hernandez, Esq., $225 per hour for any senior associate, $150 per
hour for junior associates, $85 for paralegals, upon application
and approval of the Court.

                   About Empresas Omajede Inc.

Empresas Omajede Inc., filed a Chapter 11 petition (Bankr. D.P.R.
Case No. 12-10113) in Old San Juan, Puerto Rico, on Dec. 21, 2012.
Patricia I. Varela, Esq., and the law firm of Charles A. Cuprill,
PSC, serve as counsel.  Nelson E. Galarza serves as financial
advisor.

The Debtor disclosed $16,718,614 in assets and $4,935,883 in
liabilities in its schedules.  The Debtor is a Single Asset Real
Estate as defined in 11 U.S.C. Sec. 101(51B) with principal assets
located at La Ectronica Building, 1608 Bori St., in San Juan,
Puerto Rico.


ENOVA SYSTEMS: Delays Form 10-Q for First Quarter
-------------------------------------------------
Enova Systems, Inc., was unable to compile certain information
required to prepare a complete filing of its quarterly report for
the period ended March 31, 2013.  As a result, the Company was
unable to file its Form 10-Q in a timely manner without
unreasonable effort or expense.  The Company expects to file its
Quarterly Report on Form 10-Q within the extended period.

                        About Enova Systems

Torrance, Calif.-based Enova Systems, Inc., engages in the
development, design and production of proprietary, power train
systems and related components for electric and hybrid electric
buses and medium and heavy duty commercial vehicles.

In its audit report on the consolidated financial statements for
the year ended Dec. 31, 2012, PMB Helin Donovan, LLP, in San
Francisco, California, expressed substantial doubt about Enova
Systems' ability to continue as a going concern, citing the
Company's significant recurring losses and accumulated deficit.

The Company reported a net loss of $8.2 million on $1.1 million of
revenues in 2012, compared with a net loss of $7.0 million on
$6.6 million of revenues in 2011.  The Company's balance sheet at
Dec. 31, 2012, showed $3.1 million in total assets, $5.7 million
in total liabilities, and a stockholders' deficit of $2.6 million.


FIRST CONNECTICUT: June 3 Hearing on Motion to Use Cash Collateral
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey will
convene a hearing on June 3, 2013, at 10 a.m., to consider First
Connecticut Holding Group, LLC IV's motion for use of cash
collateral.

First Connecticut Holding Group, L.L.C. IV filed a Chapter 11
petition (Bankr. D.N.J. Case No. 13-13090) on Feb. 15, 2013, in
Newark, New Jersey.  Lorraine Mocco signed the petition as
managing member.  The Debtor's scheduled assets were $12,287,218
and scheduled liabilities were $68,655,579.  Judge Donald H.
Steckroth presides over the case.  Donald W. Clarke at Wasserman,
Jurista & Stolz, P.C., represents the Debtor.


FIRST STREET HOLDINGS: Withdraws Bid to Employ Collier Int'l
------------------------------------------------------------
First Street Holdings NV, LLC, et al., have withdrawn a motion to
employ Collier International as real estate broker.

As reported by the Troubled Company Reporter on March 22, 2013,
the Debtors seek to tap Colliers to assist in the sale of the
Debtors' interest with respect to real property located at the
Northwest corner of First Street and Mission Street, San
Francisco, California with the common addresses: 50 First Street,
62 First Street, 78 First Street, 88 First Street, and 512, 516
and 526 Mission Street, San Francisco, California.

The Broker was to be paid a commission of 0.5% of the gross sales
price of the First and Mission Project, whether it is sold with or
without the involvement of another licensed real estate broker as
procuring agent of the purchaser.

The Debtors said in court papers that Colliers and its brokers and
agents are disinterested persons within the meaning of Bankruptcy
Code Sections 101(24) and 327.

                  About First Street Holdings NV

First Street Holdings NV, LLC, and Lydian SF Holdings, LLC, filed
for Chapter 11 bankruptcy (Bankr. N.D. Calif. Case Nos. 11-49300
and 11-49301) on Aug. 30, 2011, before Judge Roger L. Efremsky.

Debtor-affiliates 78 First Street, LLC, 88 First Street LLC, 518
Mission, LLC, First/Jessie LLC, JP Capital, LLC, Peninsula Towers
LLC, and Sixty-Two First Street LLC (Bankr. N.D. Calif. Case Nos.
11-70224, 11-70228,, 11-70229, 11-70231, 11-70232, 11-70233 and
11-70234) filed for Chapter 11 bankruptcy on Sept. 23, 2011.

Colliers Parrish International Inc. serves as appraiser to value
certain real properties and other assets held by the Debtors.

The cases are jointly administered under Lead Case No. 11-49300.

Investor David Choo is associated with CMR Capital, LLC, the
manager of the Debtors.

Debtors First Street Holdings NV, LLC, Lydian SF Holdings, LLC, 78
First Street, LLC, 88 First Street, LLC, 518 Mission, LLC,
First/Jessie, LLC, Sixty-two First Street, LLC, Peninsula Towers,
LLC, and JP Capital, LLC; and David Choo, individually, filed a
combined joint plan and disclosure statement with the Bankruptcy
Court.  The Joint Plan, dated Nov. 29, 2011, provided for the
payment of all of their secured, administrative, priority and
general unsecured claims in full.  Interests in the Debtors would
be retained without modification.

In December 2011, the bankruptcy court held that the First Street
Parties had not proven that they had a reasonable possibility of
an effective reorganization within a reasonable time.  The court
noted the proposed plan likely qualified as a negative
amortization plan, which would be difficult to confirm under the
best of circumstances.  The court also noted that the Properties
as of the time of the hearing did not generate enough monthly
rents to pay monthly operating expenses and property taxes.  The
court also doubted that the First Street Parties could raise
sufficient plan funding, as they had proposed, by renting out
additional available space in the buildings on the Properties.


FLORIDA GAMING: Delays Form 10-Q for First Quarter
--------------------------------------------------
Florida Gaming Corporation was not able to file its quarterly
report on Form 10-Q for the period ended March 31, 2013, within
the prescribed deadline.  Florida Gaming's management and auditors
are completing their review of financial and other information,
and they anticipate that they will complete the review and filing
within the five day period.

                       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.

Florida Gaming disclosed a net loss of $22.69 million in 2012, as
compared with a net loss of $21.76 million in 2011.  The Company's
balance sheet at Dec. 31, 2012, showed $75.09 million in total
assets, $125.48 million in total liabilities and $50.39 million
total stockholders' deficiency.

Morrison, Brown, Argiz & Farra, LLC, in Miami, Florida, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2012.  The independent
auditors 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.


GGW MARKETING: Case Summary & 7 Unsecured Creditors
---------------------------------------------------
Debtor: GGW Marketing, LLC
        c/o GGW Brands, LLC, as manager & member
        Attn: R. Todd Neilson, ch. 11 trustee
        10940 Wilshire Boulevard, Suite 1000
        Los Angeles, CA 90024

Bankruptcy Case No.: 13-23452

Chapter 11 Petition Date: May 22, 2013

Court: United States Bankruptcy Court
       Central District Of California (Los Angeles)

Debtor's Counsel: Martin R. Barash, Esq.
                  Matthew Heyn, Esq.
                  KLEE, TUCHIN, BOGDANOFF AND STERN, LLP
                  1999 Avenue of the Stars, 39rd Floor
                  Los Angeles, CA 90067
                  Tel: (310) 407-4000
                  Fax: (310) 407-9090
                  E-mail: mbarash@ktbslaw.com
                          mheyn@ktbslaw.com

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

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

A copy of the Company's list of its seven largest unsecured
creditors is available for free at
http://bankrupt.com/misc/cacb13-23452.pdf

The petition was signed by R. Todd Neilson, Chapter 11 Trustee for
GGW Brands, LLC, as manager and member.

Affiliates that previously sought Chapter 11 protection:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
GGW Brands, LLC                        13-15130   02/27/13
GGW Direct, LLC                        13-15130   02/27/13
GGW Events, LLC                        13-15130   02/27/13


GIBRALTAR KENTUCKY: Facing Chapter 7 Conversion
-----------------------------------------------
The Hon. Erik P. Kimball of the U.S. Bankruptcy Court for the
Southern District of Florida in April denied Gibraltar Kentucky
Development LLC's motion for partial relief from an order on the
motion to convert the Debtor's Chapter 11 case.

In this relation, the Court ordered that:

   -- on April 26, 2013, the Debtor's counsel, David L. Merrill,
was to file a notice with the Court stating that he is holding in
his attorney trust account the sum of $275,000 pursuant to the
order on the motion to convert and the extension order; and

   -- if Mr. Merrill failed to timely file the notice, the Court
will find that there is a continuing loss to the estate and the
absence of a reasonable likelihood of rehabilitation of the
Debtor, and, without further notice or hearing, the Court will
enter an order granting the motion to convert the case to one
under Chapter 7.

According to the Debtor's case docket, the Debtor's counsel filed
on April 26 a certification of funds held in trust.

Objections to the Debtor's motion were filed by Guy Lindley;
Frances Lindley; Kentucky Central Energy Partners, LLC; Kentucky
Central Energy Partners; B&G Energy; and Sun Kentucky Central
Energy Co.

                     About Gibraltar Kentucky

Gibraltar Kentucky Development, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. S.D. Fla. Case No. 12-13289) on Feb. 10, 2012, in
West Palm Beach, Florida.  Palm Beach Gardens-based Gibraltar
Kentucky says that it is not a small business debtor under 11
U.S.C. Sec. 101(51D).  Documents attached to the petition indicate
that McCaugh Energy LLC owns 42.15% of the "fee simple"
securities.  The Chapter 11 case was converted to one under
Chapter 7.

According to the Web site http://www.gibraltarenergygroup.com/
Gibraltar Kentucky is part of the Gibraltar Energy Group.  The
various companies of the group are involved with the drilling,
development and production of oil and gas, as well as, the sale of
coal and timber.  Offices are in Michigan and Florida and
investments are in Michigan and Kentucky.

Judge Erik P. Kimball presides over the case.  The Debtor
disclosed $175,395,449 in assets and $1,193,516 in liabilities as
of the Chapter 11 filing.  The petition was signed by Bill Boyd,
as manager.

Steven R. Turner, Trustee for Region 21, has informed the Court
that, until further notice, he will not appoint a committee of
creditors.


GLOBAL ARENA: Delays Form 10-Q for First Quarter
------------------------------------------------
Global Arena Holding, Inc., was not able to timely complete its
financial statements for the three months ended March 31, 2013, to
electronically file the required Form 10-Q.

                         About Global Arena

New York, N.Y.-based Global Arena Holding, Inc., formerly Global
Arena Holding Subsidiary Corp., was formed in February 2009, in
the state of Delaware.  The Company is a financial services firm
that services the financial community through its subsidiaries as
follows:

Global Arena Investment Management LLC provides investment
advisory services to its clients.  GAIM is registered with the
Securities and Exchange Commission as an investment advisor and
clears all of its business through Fidelity Advisors, its
correspondent broker.  Global Arena Commodities Corp. provides
commodities brokerage services and earns commissions.  Global
Arena Trading Advisors, LLC provides futures advisory services and
earns fees.  GATA is registered with the National Futures
Association (NFA) as a commodities trading advisor.  Lillybell
Entertainment, LLC provides finance services to the entertainment
industry.

Global Arena disclosed a net loss attributable to common
stockholders of $2.44 million in 2012, as compared with a net loss
attributable to common stockholders of $2.75 million in 2011.  The
Company's balance sheet at Dec. 31, 2012, showed $1.28 million
in total assets, $3.14 million in total liabilities and a $1.86
million total stockholders' deficiency.

Wei, Wei & Co., LLP, in New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012.  The independent auditors noted that
the Company has suffered recurring losses since inception,
experiences a deficiency of cash flow from operations and has a
stockholders' deficiency.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern.


GLOBALSTAR INC: Amends 39.5 Million Shares Resale Prospectus
------------------------------------------------------------
Globalstar, Inc., has amended its registration statement filed
with the U.S. Securities and Exchange Commission relating to the
disposition from time to time of up to 39,500,000 shares of the
Company's voting common stock, which are held or may be held by
Terrapin Opportunity, L.P.  The Company is not selling any common
stock under this prospectus and will not receive any of the
proceeds from the sale of shares by Terrapin.

The Company's common stock is quoted on the OTCQB under the symbol
"GSAT."  The last reported sale price of the Company's common
stock on the OTCQB on May 13, 2013, was $0.36 per share.

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

                        http://is.gd/3sl3HK

                         About Globalstar

Covington, Louisiana-based Globalstar Inc. provides mobile
satellite voice and data services.  Globalstar offers these
services to commercial and recreational users in more than 120
countries around the world.  The Company's products include mobile
and fixed satellite telephones, simplex and duplex satellite data
modems and flexible service packages.


GUIDED THERAPEUTICS: Incurs $1.8-Mil. Net Loss in First Quarter
---------------------------------------------------------------
Guided Therapeutics, Inc., reported a net loss of $1.81 million on
$167,000 of contract and grant revenue for the three months ended
March 31, 2013, as compared with a net loss of $1.01 million on
$718,000 of contract and grant revenue for the same period during
the prior year.

Cash on hand at March 31, 2013, was approximately $1.1 million, as
compared to approximately $1.0 million at Dec. 31, 2012.  During
the first quarter of 2013, the Company received approximately
$1.65 million from warrant exercises.  Management believes that
the Company's anticipated future sales, as well as other funds
from partnerships and grants, should be sufficient to support
existing operations through the second quarter of 2013.  The
Company has historically sought additional funding from a variety
of sources and will continue to do so.

"While we await a response from the FDA regarding LuViva, we
continue to actively promote the product in key international
markets," said Mark L. Faupel, Ph.D., chief executive officer and
president of Guided Therapeutics.  "Following a major medical
meeting in the United Kingdom, where LuViva was presented by a key
opinion leader to 400 top gynecology health professionals, this
week we are supporting our distributor in Turkey at a six-country
Mediterranean congress.  Next month, we will be in Canada at an
important scientific meeting supporting our distributor there.
After having recently received review board approval, we are
expected to begin Canadian marketing clinical studies that are
sponsored in part by the National Cancer Institute."

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

                        http://is.gd/N3LPbL

                             Exhibits

Guided Therapeutics has amended its quarterly report on Form 10-Q
for the quarterly period ended March 31, 2013, filed with the
Securities and Exchange Commission on May 14, 2013,  solely to
file Exhibit 10.1 ("Termination Agreement re: Spectroscopic
Technology Development Collaboration") which was inadvertently
omitted from the initial filing.  No other changes have been made
to the Form 10-Q.  A copy of the Exhibit is available for free at
http://is.gd/WvVad7

                     About Guided Therapeutics

Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP)
-- http://www.guidedinc.com/-- is developing a rapid and painless
test for the early detection of disease that leads to cervical
cancer.  The technology is designed to provide an objective result
at the point of care, thereby improving the management of cervical
disease.  Unlike Pap and HPV tests, the device does not require a
painful tissue sample and results are known immediately.  GT has
also entered into a partnership with Konica Minolta Opto to
develop a non-invasive test for Barrett's Esophagus using the
LightTouch technology platform.

Guided Therapeutics disclosed a net loss of $4.35 million on $3.33
million of contract and grant revenue for the year ended Dec. 31,
2012, as compared with a net loss of $6.64 million on $3.59
million of contract and grant revenue in 2011.

UHY LLP, in Sterling Heights, Michigan, issued a "going concern"
qualification on the Company's consolidated financial statements
for the year ended Dec. 31, 2012, citing recurring losses from
operations and accumulated deficit that raise substantial doubt
about its ability to continue as a going concern.

The Company's balance sheet at March 31, 2013, showed
$3.58 million in total assets, $1.72 million in total liabilities,
and $1.86 million in total stockholders' equity.

                        Bankruptcy Warning

"The Company's capital-raising efforts are ongoing.  If sufficient
capital cannot be raised during the second quarter of 2013, the
Company has plans to curtail operations by reducing discretionary
spending and staffing levels, and attempting to operate by only
pursuing activities for which it has external financial support,
such as under the Konica Minolta license agreement and additional
NCI, NHI or other grant funding.  However, there can be no
assurance that such external financial support will be sufficient
to maintain even limited operations or that the Company will be
able to raise additional funds on acceptable terms, or at all.  In
such a case, the Company might be required to enter into
unfavorable agreements or, if that is not possible, be unable to
continue operations, and to the extent practicable, liquidate
and/or file for bankruptcy protection," according to the Company's
quarterly report for the period ended March 31, 2013.


HUDSON & KEYSE: Former Managers Not Entitled to Fees & Expenses
---------------------------------------------------------------
An Ohio district court denied a motion seeking an order to require
Hudson & Keyse LLC's Chapter 7 Trustee to advance fees and
expenses incurred by the Debtor's former management committee
members.

Hudson & Keyse was in the business of debt buying/collecting.
Pursuant to a 2009 Operating Agreement, a management committee had
full authority to control the affairs of the company.  The company
filed for bankruptcy under Chapter 7 on Sept. 7, 2010.  Waldemar
J. Wojcik was appointed as trustee.

The complaint captioned WALDEMAR J. WOJCIK, as Chapter 7 Trustee
of Hudson & Keyse, LLC v. HUDSON FUNDING LLC, ET AL., Case No.
1:12CV2960 (N.D. Ohio), seeks to avoid and recover transfers made
to the Defendants as well as other amounts.  The Complaint also
seeks to recover damages from George Anthony Skestos, George A.
Skestos, Ellen Hardymon, John F. Havens, and D. Scott Clarke, who
comprised the H&K Management Committee for alleged violations of
fiduciary duty.

The Complaint further alleges that in August to September 2009,
the Debtor sold debt receivables to Hudson Funding LLC for the
same amount it purchased the receivables from HSBC.  Because
Funding could not legally collect debts, the Debtor and Funding
entered into a collection agreement where the Debtor agreed to
perform collection work for the benefit of Funding.

In January 2013, the Individual Defendants sought an advancement
of fees and expenses saying that it is required under the
Operating Agreement.

On review, District Judge Christopher A. Boyko found that the
Individual Defendants all resigned approximately one year prior to
the Debtor's bankruptcy filing and that the Operating Agreement
and Collection Agreements were all prepetition agreements that did
not involve the bankruptcy estate.  Thus, the judge opined, the
Defendants cannot claim that the contractual obligation to advance
fees and indemnify arose from a transaction with the bankruptcy
estate nor did these obligations provide a benefit to the
bankruptcy estate.

Furthermore, the Defendants have failed to meet their burden to
show their claims for advancement of fees and indemnification by a
preponderance of evidence, Judge Boyko added.

A copy of Judge Boyko's May 13, 2013 Opinion and Order is
available at http://is.gd/cpxWCgfrom Leagle.com.


ICEWEB INC: Amends First Quarter Form 10-Q
------------------------------------------
IceWEB, Inc., filed its quarterly report on Form 10-Q for the
period ended March 31, 2013, with the U.S. Securities and Exchange
Commission on May 15, 2013.  The Original Filing inadvertently
included the certifications filed or furnished pursuant to
Sections 302 and 906 of the Sarbanes-Oxley Act of 2002 as part of
the body of the report instead as separate exhibits.  The Company
is filing Amendment No. 1 to the Form 10-Q for the period ended
March 31, 2013, to correct this ministerial error.
A copy of the Amended Form 10-Q is available for free at:

                        http://is.gd/GqZruw

                           About IceWEB

Sterling, Va.-based IceWEB, Inc., manufactures and markets
purpose-built appliances, network and cloud-attached storage
solutions and delivers on-line cloud computing application
services.  The Company's customer base includes U.S. government
agencies, enterprise companies, and small to medium sized
businesses (SMB).

D'Arelli Pruzansky, P.A., in Boca Raton, Florida, expressed
substantial doubt about IceWEB's ability to continue as a going
concern.  The independent auditors noted that the Company had net
losses of $6,485,048 for the year ended Sept. 30, 2012.

The Company reported a net loss of $6.5 million on $2.6 million of
sales in fiscal 2012, compared with a net loss of $4.7 million on
$2.7 million of sales in fiscal 2011.

The Company's balance sheet at Dec. 31, 2012, showed $1.78 million
in total assets, $3.46 million in total liabilities and a $1.68
million total stockholders' deficit.


ID PERFUMES: Delays Form 10-Q for First Quarter
-----------------------------------------------
ID Perfumes, Inc., said it requires additional time to prepare and
review the quarterly report for the period ended March 31, 2013.
That delay could not be eliminated by the Company without
unreasonable effort and expense.  In accordance with Rule 12b-25
of the Securities Exchange Act of 1934, the Company will file its
Form 10-Q no later than five calendar day following the prescribed
due date.

                        About ID Perfumes

ID Perfumes, Inc., manufactures, markets, and distributes
fragrances and fragrance related products.  The company produces
and distributes its fragrance products under license agreements
with Selena Gomez and Adam Levine.  ID Perfumes, Inc., sells it
products to department stores, perfumeries, specialty retailers,
mass-market retailers, and the United States and international
wholesalers and distributors.  It primarily has operations in the
United States, Latin America, and Canada.  The company was
formerly known as Adrenalina and changed its name to ID Perfumes,
Inc., in February 2013. ID Perfumes, Inc., was founded in 2004 and
is headquartered in Hallandale Beach, Florida.

Goldstein Schechter Koch, P.A., in Coral Gables, Florida,
expressed substantial doubt about Adrenalina's ability to continue
as a going concern.  The independent auditors noted that the
Company incurred a net loss of approximately $12,000,000 and
$5,300,000 in 2008 and 2007.  Additionally, the Company has an
accumulated deficit of approximately $20,900,000 and $8,908,000 at
Dec. 31, 2008, and 2007, and is currently unable to generate
sufficient cash flow to fund current operations.

The Company reported a net loss of $12.01 million in 2008,
compared with a net loss of $5.26 million in 2007.  The Company's
balance sheet at Dec. 31, 2008, showed $10.09 million in total
assets, $10.90 million in total liabilities, and a stockholders'
deficit of $810,752.


IMPLANT SCIENCES: Expects to Report $5.3 Million Net Loss in Q1
---------------------------------------------------------------
Implant Sciences Corporation has completed its review and
preparation of the financial statements and footnotes to be
contained in its quarterly report on Form 10-Q for the period
ended March 31, 2013, which has been reviewed by the Company's
independent registered public accounting firm.  However, due to
technical issues, the Company was unable, without unreasonable
effort and expense, to prepare its filing so as to include the
Interactive Data Files formatted in XBRL ("Extensible Business
Reporting Language") with tagging of the notes to the condensed
consolidated financial statements as required by Rule 405 of
Regulation S-T.  The Company expects to file its Form 10-Q within
the prescribed period.

The Company anticipates reporting net loss of approximately
$5,339,000 on revenues of approximately $1,262,000 for the three
months ended March 31, 2013, as compared to a net loss of
$3,890,000 on revenues of approximately $686,000 for the
corresponding prior year period.  For the nine months ended
March 31, 2013, the Company anticipates reporting a net loss of
approximately $21,810,000 on revenues of approximately $9,615,000
as compared to a net loss of approximately $10,252,000 on revenues
of approximately $2,854,000.

                      About Implant Sciences

Implant Sciences Corporation (OBB: IMSC.OB) --
http://www.implantsciences.com/-- develops, manufactures and
sells sensors and systems for the security, safety and defense
(SS&D) industries.

Marcum LLP, in Boston, Massachusetts, issued a "going concern"
qualification on the consolidated financial statements for the
year ended June 30, 2012.  The independent auditors noted that the
Company has had recurring net losses and continues to experience
negative cash flows from operations.  As of Sept. 25, 2012, the
Company's principal obligation to its primary lender was
$33,429,000 with accrued interest of $3,146,000.  The Company is
required to repay all borrowings and accrued interest to this
lender on March 31, 2013.  These conditions raise substantial
doubt about its ability to continue as a going concern.

                        Bankruptcy Warning

"Despite our current sales, expense and cash flow projections and
$3,562,000 in cash available from our line of credit with DMRJ at
December 31, 2012, we will require additional capital in the third
quarter of fiscal 2013 to fund operations and continue the
development, commercialization and marketing of our products.  Our
failure to achieve our projections and/or obtain sufficient
additional capital on acceptable terms would have a material
adverse effect on our liquidity and operations and could require
us to file for protection under bankruptcy laws," the Company said
in its quarterly report for the period ended Dec. 31, 2012.

For the nine months ended March 31, 2013, the Company incurred a
net loss of $21.81 million on $9.61 million of revenues, as
compared with a net loss of $10.25 million on $2.85 million of
revenues for the same period a year ago.  The Company's balance
sheet at March 31, 2013, showed $5.39 million in total assets,
$46.50 million in total liabilities and a $41.11 million total
stockholders' deficit.


INSPIREMD INC: Reimbursement Coverage for MGuard Coronary EPS
-------------------------------------------------------------
InspireMD, Inc., received reimbursement approval for the MGuardTM
Coronary Embolic Protection Stent (EPS) from UNIMED, Brazil's
largest private health care insurer.

Alan Milinazzo, InspireMD's President and CEO said, "Reimbursement
in Brazil is a significant achievement that should enable us to
expand our presence globally and further penetrate this important
market of over 195 million citizens.  We are pleased that UNIMED
is recognizing MGuard's clinical value in preventing unstable
plaque and clots from breaking away and causing further trauma in
acute heart attack patients."

According to the Brazilian Society of Interventional Cardiology
(SBHCI), of the approximately 30,000 Brazilians treated for acute
heart attacks each year, roughly one-third experience ST-segment
elevation on ECG (STEMI) and require Primary PCI.

"This is the first step in a process that is expected to
eventually enable doctors to treat patients with acute coronary
syndromes, particularly those with acute myocardial infarction who
may be at a high risk of distal embolization, with this innovative
EPS system that has shown improved procedural outcomes," said
Prof. Dr. Alexandre A. Abizaid, Director of Interventional
Cardiology at Institute Dante Pazzanese in Sao Paulo, Brazil.

UNIMED is the largest cooperative medical system both in Brazil
and globally, providing private health insurance to more than 18
million Brazilians.  With 38 percent of the Brazilian health plan
market, UNIMED has more than 109,000 physicians and 3,097
hospitals in its network, according to Brazil's National Health
Insurance Agency (ANS).

                          About InspireMD

InspireMD, Inc., was organized in the State of Delaware on
Feb. 29, 2008, as Saguaro Resources, Inc., to engage in the
acquisition, exploration and development of natural resource
properties.  On March 28, 2011, the Company changed its name from
"Saguaro Resources, Inc." to "InspireMD, Inc."

Headquartered in Tel Aviv, Israel, InspireMD, Inc., is a medical
device company focusing on the development and commercialization
of its proprietary stent platform technology, Mguard.  MGuard
provides embolic protection in stenting procedures by placing a
micron mesh sleeve over a stent.  The Company's initial products
are marketed for use mainly in patients with acute coronary
syndromes, notably acute myocardial infarction (heart attack) and
saphenous vein graft coronary interventions (bypass surgery).

InspireMD reported a net loss of US$17.59 million on US$5.35
million of revenue for the year ended June 30, 2012, compared with
a net loss of US$6.17 million on US$4.67 million of revenue during
the prior year.  The Company's balance sheet at March 31, 2013,
showed $9.79 million in total assets, $13.20 million in total
liabilities, and a $3.40 million total capital deficiency.

Kesselman & Kesselman, in Tel Aviv, Israel, issued a "going
concern" qualification on the consolidated financial statements
for the year ended June 30, 2012.  The independent auditors noted
that the Company has had recurring losses, negative cash flows
from operating activities and has significant future commitments
that raise substantial doubt about its ability to continue as a
going concern.

The Company said the following statement in its quarterly report
for the period ended Dec. 31, 2012:  "The Company has had
recurring losses and negative cash flows from operating activities
and has significant future commitments.  For the six months ended
December 31, 2012, the Company had losses of approximately $9.4
million and negative cash flows from operating activities of
approximately $5.8 million.  The Company's management believes
that its financial resources as of December 31, 2012 should enable
it to continue funding the negative cash flows from operating
activities through the three months ended September 30, 2013.
Furthermore, commencing October 2013, the Company's senior secured
convertible debentures (the "2012 Convertible Debentures") are
subject to a non-contingent redemption option that could require
the Company to make a payment of $13.3 million, including accrued
interest.  Since the Company expects to continue incurring
negative cash flows from operations and in light of the cash
requirement in connection with the 2012 Convertible Debentures,
there is substantial doubt about the Company's ability to continue
operating as a going concern.  These financial statements include
no adjustments of the values of assets and liabilities and the
classification thereof, if any, that will apply if the Company is
unable to continue operating as a going concern."


INVESTORS CAPITAL: Amends List of Top Unsecured Creditors
---------------------------------------------------------
Investors Capital Partners II LP submitted to the Court an amended
list identifying its 20 largest unsecured creditors.

Creditors with the three largest claims are:

  Entity                 Nature of Claim        Claim Amount
  ------                 ---------------        ------------
Investors Capital Fund                            $688,010
Services II, LLC
138 Wilson Pike Circle
Brentwood, TN 37027

Nancy S. Hiatt                                    $181,294
Flood, Bumstead, McCready
& McCarthy
c/o Ms. Mary Ann McCeady
P O Box 331549
Nashville, TN 37203

Andrew L. May                                     $110,644
309 Walnut Dr.
Nashville, TN 37205

A copy of the creditors' list is available for free at
http://is.gd/z2q7ll

                      About Investors Capital

Brentwood, Tennessee-based Investors Capital Partners II, LP and
two affiliates sought Chapter 11 protection (Bankr. W.D. Ky. Case
Nos. 12-11575 to 11677) in Bowling Green, Kentucky, on Dec. 19,
2012.

ICP II estimated assets of at least $10 million and liabilities of
less than $10 million.  It owns a 35-acre commercial development
near Glasgow, Kentucky. The ICP II property is home to a Marquee
Cinema, Dollar Tree, and Aaron's Rents and also consists of seven
parcels of undeveloped land.

Debtor-affiliate Investors Capital Partners I, LP owns multiple
parcels of undeveloped land near Nolensville, Tennessee.
Investors Land Partners II, LP owns partially developed land,
consisting of six adjoining parcels of real property, near
Nashville, Tennessee.

In court filings, the Debtors said their lenders have attempted to
foreclose against the Debtors' assets, and the Debtors have been
unable to reach agreements with their lenders that would allow the
Debtors to reorganize their debts in an orderly manner; thus, the
Debtors have little option except for the development of a joint
plan to reorganize operations and restructure debts for the
benefit of all creditors and parties in interest.


J.C. PENNEY: Incurs $348 Million Net Loss in First Quarter
----------------------------------------------------------
J. C. Penney Company, Inc., reported a net loss of $348 million on
$2.63 billion of total net sales for the three months ended May 4,
2013, as compared with a net loss of $163 million on $3.15 billion
of total net sales for the three months ended April 28, 2012.

The Company's balance sheet at May 4, 2013, showed $10.37 billion
in total assets, $7.50 billion in total liabilities and $2.86
billion in stockholders' equity.

Myron E. (Mike) Ullman, III, chief executive officer of jcpenney
said, "Our objective is to put jcpenney back on a path to
profitable growth.  To achieve this, over the past five weeks we
have taken critical steps to stabilize the business, including
improving our balance sheet and ensuring we have our senior
leadership in place.  With that accomplished, together our team is
focused on developing and executing strategies to enable us to
reconnect with our customer and improve traffic and sales, while
operating with strong financial discipline."

Ullman continued, "We are looking forward, not back, and
undertaking initiatives to ensure we have a successful future.  We
are intensely focused on renewing customer excitement and loyalty
through a combination of new attractions and long-beloved brands,
with a promotional cadence that customers can appreciate and count
on.  There is a good deal of work ahead, but by listening to our
customers and providing the shopping experience they want, we are
confident we will deliver for them and improve performance for the
benefit of our suppliers, associates and shareholders."

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

                        http://is.gd/VqoQse

                         About J.C. Penney

Plano, Texas-based J.C. Penney Company, Inc. is one of the U.S.'s
largest department store operators with about 1,100 locations in
the United States and Puerto Rico.

J.C. Penney disclosed a net loss of $985 million in 2012, as
compared with a net loss of $152 million in 2011.

                           *     *     *

As reported by the TCR on May 2, 2013, Moody's Investors Service
downgraded the long term ratings of J.C. Penney Company, Inc.,
including its Corporate Family Rating to Caa1 from B3.  The
downgrade follows JCP's announcement that it had entered into
a commitment letter with Goldman Sachs under which Goldman Sachs
has committed to provide a $1.75 billion senior secured term loan.

Early in March 2013, Standard & Poor's Ratings Services lowered
its corporate credit rating on Penney to 'CCC+' from 'B-'.  The
outlook is negative.  At the same time, S&P lowered the issue-
level rating on the company's unsecured debt to 'CCC+' from 'B-'
and maintained its '3' recovery rating on this debt, indicating
S&P's expectation of meaningful (50% to 70%) recovery for
debtholders in the event of a payment default.

"The downgrade reflects the performance erosion that has
accelerated throughout the previous year and seems likely to
persist over the next 12 months," explained Standard & Poor's
credit analyst David Kuntz.

At the same time, Fitch Ratings downgraded the Company's Issuer
Default Ratings to 'B-' from 'B'.  The Rating Outlook is Negative.
The rating downgrades reflect Fitch's concerns that there is a
lack of visibility in terms of the Company's ability to stabilize
its business in 2013 and beyond after a precipitous decline in
revenues leading to negative EBITDA of $270 million in 2012.
Penney, Fitch said, will need to tap into additional funding to
cover a projected FCF shortfall of $1.3 billion to $1.5 billion in
2013, which could begin to strain its existing sources of
liquidity.

In February 2013, Penney received a notice of default from a law
firm representing more than 50% of its 7.4% Debentures due 2037.
The Company has filed a lawsuit in Delaware Chancery Court seeking
to block efforts by the bondholder group to declare a default on
the 2037 bonds.  Penney also asked lawyers at Brown Rudnick LLP to
identify the investors they represent.

In March 2013, Penney received a letter from bondholders
withdrawing and rescinding the Notice of Default.

On April 12, 2013, Penney borrowed $850 million out of its $1.85
billion committed revolving credit facility with JPMorgan Chase
Bank, N.A., as Administrative Agent, and Wells Fargo Bank,
National Association, as LC Agent. Penney said the move was to
enhance the Company's financial flexibility and position.


JAYHAWK ENERGY: Delays Form 10-Q for First Quarter
--------------------------------------------------
Jayhawk Energy, Inc., said its Form 10-Q for the quarter ended
March 31, 2013, could not be filed within the prescribed time
period due to additional time required to prepare and complete
that document.

                        About JayHawk Energy

Coeur d'Alene, Idaho-based JayHawk Energy, Inc., is an early stage
oil and gas company.  The Company's immediate business plan is to
focus its efforts on further developing the as yet undeveloped
acreage in Southeast Kansas and to expand its oil production on
its Crosby (f/k/a Candak), North Dakota properties.

Following the financial results for the fiscal year ended
Sept. 30, 2012, DeCoria, Maichel and Teague, P.S., in Spokane,
Washington, expressed substantial doubt about JayHawk Energy's
ability to continue as a going concern, noting that the Company
has incurred substantial losses, has negative working capital and
has an accumulated deficit.

The Company reported a net loss of $4.3 million on $663,229 of
total revenue in fiscal 2012 as compared to a net loss of
$4.3 million on $363,122 of total revenue in fiscal 2011.

The Company's balance sheet at Dec. 31, 2012, showed $1.09 million
in total assets, $2.64 million in total liabilities and a
$1.55 million total stockholders' deficit.


JEH COMPANY: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: JEH Company
        2550 Highway 287 N
        Mansfield, TX 76063-4830

Bankruptcy Case No.: 13-42397

Chapter 11 Petition Date: May 22, 2013

Court: United States Bankruptcy Court
       Northern District of Texas (Ft. Worth)

Judge: Russell F. Nelms

Debtors' Counsel: Mark Joseph Petrocchi, Esq.
                  GRIFFITH, JAY & MICHEL, LLP
                  2200 Forest Park Blvd.
                  Ft. Worth, TX 76110
                  Tel: (817) 926-2500
                  Fax: (817) 926-2505
                  E-mail: mpetrocchi@lawgjm.com

Lead Debtor's
Estimated Assets: $10,000,001 to $50,000,000

Lead Debtor's
Estimated Debts: $10,000,001 to $50,000,000

The petitions were signed by James E. Helzer, president.

The Debtors did not file its list of their largest unsecured
creditors together with the petitions.

Affiliate that simultaneously sought Chapter 11 protection:


   Debtor                              Case No.
   ------                              --------
JEH Stallion Station, Inc.             13-42398
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000
JEH Leasing Company, Inc.              13-42399
  Assets: $500,001 to $1,000,000
  Debts: $1,000,001 to $10,000,000


JUMP OIL: Gets Final OK to Use Colonial Pacific Cash Collateral
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Missouri,
last month authorized, on a final basis, Jump Oil Company, Inc.'s
continued use of cash collateral which prepetition lender Colonial
Pacific Leasing Corporation asserts an interest.

As adequate protection from any diminution in value of the
lender's collateral, the Debtor will grant Colonial Pacific
replacement liens on all of the Debtor's present and after
acquired property, and a superpriority administrative expense
claim status.

Pursuant to the agreement, if the Debtor fails to comply with any
of the terms and conditions of the agreed final order, Colonial
Pacific may serve upon the Debtor a notice of termination of
consent to use of cash collateral.

                      About Jump Oil Company

Jump Oil Company owns 42 parcels of real property throughout the
state of Missouri, on which gas and service stations are operated
by various third-party lessees pursuant to lease agreements with
Debtor.  The gas stations are Phillips 66 branded stations,
pursuant to a branding and licensing agreement.

Jump Oil Company filed a Chapter 11 petition (Bankr. E.D.Mo.) on
Feb. 14, 2013, in St. Louis, Missouri to sell its gas stations
pursuant to 11 U.S.C. Sec. 363.  The Debtor disclosed $17,603,456
in assets and $26,276,060 in liabilities as of the Chapter 11
filing.

The Debtor has tapped Goldstein & Pressman, P.C. as counsel; HNWC
as financial consultants; Matrix Private Equities, Inc. as
financial advisor; Mariea Sigmund & Browning, LLC as special
counsel; and Wolff & Taylor, PC as accountants.

The Debtor's combined indebtedness as of the Petition Date, both
secured and unsecured, is $22.5 million.  Colonial Pacific Leasing
Station is owed $17.9 million secured by a perfected security
interest and liens 37 of the gas stations.  CRE Venture 2011-1,
LLC is owed $716,000 allegedly secured by three of the Debtor's
sites.  Lindell Bank is owed $347,000 allegedly secured by
interest in two of the Debtor's sites.


KEMET CORP: Number of Directors Lowered to Eight
------------------------------------------------
Mr. Joseph D. Swann, who is one of nine current directors of KEMET
Corporation, informed the Company's Board of Directors on May 11,
2013, that he does not plan to stand for re-election at the
Company's Annual Meeting of Stockholders, which is scheduled to
occur on July 25, 2013.  As a result, the Board has elected to
reduce the size of the Company's Board from nine to eight
directors, effective immediately following the Annual Meeting.
Mr. Swann's decision not to stand for re-election is not the
result of any disagreement with the Company, and he will continue
to serve as a director through the Annual Meeting.

                             About KEMET

KEMET, based in Greenville, South Carolina, is a manufacturer and
supplier of passive electronic components, specializing in
tantalum, multilayer ceramic, film, solid aluminum, electrolytic,
and paper capacitors.  KEMET generated revenues of $851 million
for the latest 12 months ended Dec. 31, 2012.  KEMET's common
stock is listed on the NYSE under the symbol "KEM."

The Company's balance sheet at Dec. 31, 2012, showed $926.34
million in total assets, $622.52 million in total liabilities and
$303.81 million in total stockholders' equity.

                            *     *     *

As reported by the TCR on March 26, 2013, Moody's Investors
Service downgraded KEMET Corp.'s Corporate Family Rating to Caa1
from B2 and the Probability of Default Rating to Caa1-PD from B2-
PD based on Moody's expectation that KEMET's liquidity will be
pressured by maturing liabilities and negative free cash flow due
to the interest burden and continued operating losses at the Film
and Electrolytic segment.

KEMET carries a 'B+' corporate credit rating from Standard &
Poor's Ratings Services.


LA JOLLA: Presents Corporate Update at The MoneyShow
----------------------------------------------------
La Jolla Pharmaceutical Company announced that George Tidmarsh,
M.D., Ph.D., president and chief executive officer presented at
the MoneyShow, Caesars Palace in Las Vegas Nevada.  The
presentation was available to attendees and via live webcast at
MoneyShow.com.  As part of the presentation, Dr. Tidmarsh
presented detailed data on GCS-100 and its positive effect on eGFR
in previous clinical studies.  Also, new information about the
focus and direction of La Jolla for 2013 was presented.  A video
of the webcasted presentation is available on MoneyShow.com.  La
Jolla expects to release further data from the recently completed
Phase 1 clinical trial in the coming weeks.

"Our retrospective analysis of renal function data from previous
GCS-100 clinical trials provides solid support for our current
program using GCS-100 for the treatment of Chronic Kidney Disease.
This analysis shows that many patients who started treatment with
reduced renal function experienced a significant improvement on
GCS-100 treatment," said George Tidmarsh, M.D., Ph.D., president
and chief executive officer of La Jolla.  "While not all patients
showed an improvement, many of those that did experienced a major
improvement.  We hope that this effect is confirmed in our
upcoming Phase 2 trial."

                  About La Jolla Pharmaceutical

San Diego, Cal.-based La Jolla Pharmaceutical Company (OTC BB:
LJPC) -- http://www.ljpc.com/-- is a biopharmaceutical company
that has historically focused on the development and testing of
Riquent as a treatment for Lupus nephritis.

After auditing the 2011 results, BDO USA, LLP, in San Diego,
California, expressed substantial doubt about the Company's
ability to continue as a going concern.  The independent auditors
noted that the Company has suffered recurring losses from
operations, has an accumulated deficit of $439.6 million and a
stockholders' deficit of $15.6 million as of Dec. 31, 2011, and
has no current source of revenues.

For the 12 months ended Dec. 31, 2012, the Company incurred a net
loss of $7.73 million, as compared with a net loss of $11.54
million for the 12 months ended Dec. 31, 2011.  The Company's
balance sheet at March 31, 2013, showed $2.81 million in total
assets, $271,000 in total liabilities, all current, and $2.54
million in total stockholders' equity.


LEAGUE NOW: Amends First Quarter Form 10-Q for Typos
----------------------------------------------------
League Now Holdings Corporation has amended its quarterly report
on Form 10-Q for the fiscal quarter ended March 31, 2013, as filed
with the Securities and Exchange Commission on May 15, 2013,
solely to correct a typographical error on the cover page of the
Form 10-Q, to check the box marked "Yes" (instead of the box
marked "No") with respect to whether the registrant: (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file
such reports), and (2) has been subject to that filing
requirements for the past 90 days.  A copy of the Amended Form
10-Q is available for free at http://is.gd/mp9pfQ

                          About League Now

Brecksville, Ohio-based League Now Holdings Corporation, through
its subsidiary, Infiniti Systems Group, Inc., provides technology
integration services to businesses in the midwestern United
States.

League Now Holdings disclosed a net loss of $359,365 on $3.72
million of revenue for the 12 months ended Dec. 31, 2012, as
compared with a net loss of $112,868 on $3.65 million of revenue
for the 12 months ended Dec. 31, 2011.  The Company's balance
sheet at Dec. 31, 2012, showed $1.41 million in total assets and
$1.77 million in total liabilities.

Harris F. Rattray CPA, in Pembroke Pines, Florida, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that the Company has incurred accumulated net losses of $566,540
and needs to raise additional funds to meet its obligations and
sustain its operations.  These conditions raise substantial doubt
about the Company's ability to continue as a going concern.


LEE'S FORD: Has Access to Cash Collateral Until June 10
-------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Kentucky has
authorized Lee's Ford Dock, Inc., et al., to continue using Branch
Banking & Trust Company's cash collateral until June 10, 2013.

The Debtors may continue to use cash collateral during the period
from May 11, 2013, through June 10, 2013 to pay those items
designated in the budget, a copy of which is available for free
at http://bankrupt.com/misc/LEES_FORD_cashcollbudget.pdf

As adequate protection for the use of BB&T's cash collateral, the
Debtors agreed to make a monthly adequate protection payment to
BB&T of $15,000 by the 18th day of May.  As with the Debtors'
adequate protection payments for July to December 2012 and January
to April 2013, the Debtors' timely payment of this monthly
adequate protection payment towards BB&T's senior lien will serve
to adequately protect the interests of the U.S. Small Business
Administration's junior lien.

A final hearing on the Debtors' access to cash collateral will be
held on June 14, 2013, at 10:00 a.m. (ET).

                        About Lee's Ford

Lee's Ford Dock Inc., Hamilton Brokerage LLC, Hamilton Capital
LLC, Lee's Ford Hotels LLC, Lee's Ford Woods LLC, and Top Shelf
Marine Sales Inc., filed for Chapter 11 bankruptcy (Bankr. E.D.
Ky. Case Nos. 12-60818 to 12-60823) on July 4, 2008.  The Debtors
collectively operate as "Lee's Ford Resort & Marina" --
http://www.leesfordmarina.com/-- which consists of a boat dock,
lodging facilities, the Harbor Restaurant & Tavern, a retail
store, and a boat brokerage business and Web site located at
http://www.buyaboat.neton Lake Cumberland in Nancy, Kentucky.

Hamilton Brokerage LLC and Hamilton Capital LLC are not actively
involved in the Debtors' operations, but are holding companies set
up as part of the structure of the original purchase transactions
which began in 2003.

The Debtors' revenues were adversely impacted by the lowering of
the water level of Lake Cumberland in January 2007 to allow for
repairs to Wolf Creek Dam.  The Debtors were forced to incur
extraordinary costs to relocate the Dock and related facilities in
accordance with the new water level.

DelCotto Law Group PLLC serves as the Debtors' counsel.  The
Debtor disclosed $21,225,899 in assets and $13,339,745 in
liabilities as of the Chapter 11 filing.  The petition was signed
by James D. Hamilton, president.  Mr. Hamilton has been designated
as the individual responsible for performing the duties of the
Debtors.

The U.S. Trustee has said an official committee has not been
appointed in the bankruptcy case of Lee's Ford Dock Inc. because
an insufficient number of persons holding unsecured claims against
the Debtor have expressed interest in serving on a committee.  The
U.S. Trustee reserves the right to appoint a committee should
interest developed among the creditors.


LEE'S FORD: Asks Court to Extend Plan Filing Period Until Sept. 30
------------------------------------------------------------------
Lee's Ford Dock, Inc., et al., ask the U.S. Bankruptcy Court for
the Eastern District of Kentucky to extend the exclusivity periods
within which the Debtors may: (i) file their plan and disclosure
statement, up to Sept. 30, 2013, and (ii) solicit acceptances of
their plan, up to Nov. 29, 2013.

Amelia Martin Adams, Esq., an attorney at Delcotto Law Group,
PLLC, the counsel for the Debtor, says that the Debtors'
bankruptcy proceedings involve sizeable and complex business
operations, and the Debtors have made progress since entering
Chapter 11.

The Debtors first circulated a draft plan and disclosure statement
to their major secured lenders and the U.S. Army Corps of
Engineers in October 2012.  Since then, Branch Banking & Trust
Company requested and was allowed to complete a full audit of the
Debtors' books and records in late 2012 and early 2013.
Additionally, since December 2012, per the request of the U.S.
Small Business Administration, the Debtors have engaged in
multiple discussions with business consultants selected by the SBA
to evaluate the Debtors' operations and potential for
reorganization.  The Debtors have also been in communication with
the Corps regarding potential terms for assumption of the Corps
Lease through a consensual plan.

Ms. Adams says that the Debtors revised their initial draft plan
and disclosure statement to incorporate comments received from
BB&T, the SBA, and the Corps through these discussions, and they
circulated revised drafts to these parties on April 9, 2013, for
further review and comment.  "To date, the Debtors have received
only preliminary comments from two of these three parties and
anticipate receiving comments from the third in the near future,"
Ms. Adams states.

Debtor Lee's Ford Dock, according to Ms. Adams, continues to
pursue the Corps Claim and is working to respond to the Corps'
requests for additional information.  The Corps has indicated that
Lee's Ford Dock should not expect to receive a response to the
Corps Claim prior to Aug. 23, 2013.  The requested exclusivity
extensions will allow time for the Debtors to submit additional
information to the Corps, for the Corps to consider the
information and issue its decision on the Corps Claim, and for the
Debtors to formulate their Chapter 11 plan in accordance with the
decision.

The Debtors are also represented by Laura Day DelCotto, Esq., an
attorney at Delcotto Law Group, PLLC.

                        About Lee's Ford

Lee's Ford Dock Inc., Hamilton Brokerage LLC, Hamilton Capital
LLC, Lee's Ford Hotels LLC, Lee's Ford Woods LLC, and Top Shelf
Marine Sales Inc., filed for Chapter 11 bankruptcy (Bankr. E.D.
Ky. Case Nos. 12-60818 to 12-60823) on July 4, 2008.  The Debtors
collectively operate as "Lee's Ford Resort & Marina" --
http://www.leesfordmarina.com/-- which consists of a boat dock,
lodging facilities, the Harbor Restaurant & Tavern, a retail
store, and a boat brokerage business and Web site located at
http://www.buyaboat.neton Lake Cumberland in Nancy, Kentucky.

Hamilton Brokerage LLC and Hamilton Capital LLC are not actively
involved in the Debtors' operations, but are holding companies set
up as part of the structure of the original purchase transactions
which began in 2003.

The Debtors' revenues were adversely impacted by the lowering of
the water level of Lake Cumberland in January 2007 to allow for
repairs to Wolf Creek Dam.  The Debtors were forced to incur
extraordinary costs to relocate the Dock and related facilities in
accordance with the new water level.

DelCotto Law Group PLLC serves as the Debtors' counsel.  The
Debtor disclosed $21,225,899 in assets and $13,339,745 in
liabilities as of the Chapter 11 filing.  The petition was signed
by James D. Hamilton, president.  Mr. Hamilton has been designated
as the individual responsible for performing the duties of the
Debtors.

The U.S. Trustee has said an official committee has not been
appointed in the bankruptcy case of Lee's Ford Dock Inc. because
an insufficient number of persons holding unsecured claims against
the Debtor have expressed interest in serving on a committee.  The
U.S. Trustee reserves the right to appoint a committee should
interest developed among the creditors.


LEGENDS GAMING: June 24 Hearing to Confirm Plan
-----------------------------------------------
The Hon. Stephen V. Callaway of the U.S. Bankruptcy Court has
approved the adequacy of the Disclosure Statement explaining
Louisiana Riverboat Gaming Partnership, et al.'s Chapter 11 Plan,
amended as of May 13, 2013.

The Court will convene a hearing on June 24, to consider the
confirmation of the Plan.  Objections, if any, are due June 17, at
5:00 p.m.

Written ballots accepting or rejecting the Plan are due June 17.
Ballots will be tabulated by the voting agent and certification of
ballots will be prepared and filed with the Court by June 20.

As reported in the Troubled Company Reporter on May 16, 2013,
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reported that the revised reorganization plan will give ownership
to first-lien lenders owed $181.2 million.

For holders of $215.2 million in unsecured claims, there will be a
recovery of 0.02 percent from sharing $40,000 made available by
secured lenders, although only if the class votes in favor of the
plan.  The plan gives the senior secured lenders a new $80 million
first-lien term loan on emergence from bankruptcy.  Once gaming
regulators give lenders permission to become owners, they will be
able to exercise options to assume stock ownership at a nominal
price.  The approved disclosure statement shows senior lenders
with a 46 percent recovery.  The second-lien claim of $116.3
million will be treated as an entirely unsecured claim and placed
in a class of unsecured creditors that will also include the
deficiency claim of the first-lien lenders.

A copy of the Amended Disclosure Statement is available for free
at http://bankrupt.com/misc/LOUISIANA_RIVERBOAT_amendedds.pdf

                      About Legends Gaming

Legends Gaming LLC, owns gaming facilities located in Bossier
City, Louisiana, and Vicksburg, Mississippi, operating under the
DiamondJack's trade name.

Legends Gaming LLC, and five related entities, including Louisiana
Riverboat Gaming Partnership, filed Chapter 11 petitions (Bankr.
W.D. La. Case No. 12-12013) in Shreveport, Indiana, on July 31,
2012, to sell the business for $125 million to Global Gaming
Solutions LLC, absent higher and better offers.

Legends Gaming acquired the business from Isle of Capri Casinos
Inc., in 2006 for $240 million.  After breaching covenant with
lenders, the Debtors in March 2008 sought Chapter 11 protection,
jointly administered under Louisiana Gaming Partnership (Case No.
08-10824).  The Debtors emerged from bankruptcy in September 2009
and retained ownership and operation of two "DiamondJacks" hotels
and casinos in Bossier City and Vicksburg.  The Plan restructured
$162.1 million owed to the first lien lenders and $75 million owed
to secured lien lenders, which would be paid in full, with
interest, over time.

The Debtors' properties comprise 60,000 square feet of gaming
space with 1,913 slot machines, 48 table games and 693 hotel
rooms.  Revenues in fiscal 2011 were $99.8 million in Louisiana
and $39.7 million in Mississippi.

As of July 31, 2012, first lien lenders are owed $181.2 million
and second lien lenders are owed $114.7 million.  Louisiana
Riverboat Gaming Partnership disclosed $104,846,159 in assets and
$298,298,911 in liabilities as of the Chapter 11 filing.

William H. Patrick, III, Esq., and Tristan E. Manthey, Esq., at
Heller, Draper, Patrick & Horn, L.L.C., serve as counsel to the
Debtors.  Sea Port Group Securities LLC is the financial advisor.
Kurtzman Carson Consultants LLC serves as claims and notice agent.
The Debtors tapped Jenner & Block LLP as special counsel.

The casinos were to have been sold to an affiliate of the
Chickasaw Nation for $125 million until the buyer pulled out.
They are now in litigation.


LIME ENERGY: Gets NASDAQ Listing Non-Compliance Notice
------------------------------------------------------
Lime Energy Co. on May 28 disclosed that on May 22, 2013, it
received a letter from The NASDAQ Stock Market LLC notifying it
that it was not in compliance with NASDAQ Listing Rule 5250(c)(1)
because it had not yet filed its Quarterly Report on Form 10-Q for
the quarter ended March 31, 2013 and that the Additional
Deficiency served as an additional basis for delisting the
Company's common stock from the NASDAQ Stock Market.  That letter
also formally notified the Company the Panel would consider the
Additional Deficiency in their decision regarding the Company's
continued listing on the NASDAQ Stock Market.  The Company expects
to present its views with respect to the Additional Deficiency no
later than May 29, 2013.

As previously disclosed, the Company received a notice from the
NASDAQ Listing Qualifications Staff on January 9, 2013 regarding
the Company's failure to satisfy NASDAQ Listing Rule 5250(c)(1)
because it had not filed its Quarterly Reports on Form 10-Q for
the periods ended June 30, and September 30, 2012, and that as a
result its common stock was subject to delisting from the NASDAQ
Stock Market.  The Company requested a hearing before the NASDAQ
Hearings Panel to review the listing determination and to request
that the Panel grant it additional time to regain compliance. The
hearing was held on February 21, 2013.  On March 6, 2013, the
Panel notified the Company's that it had agreed to grant its
request for continued listing of its common stock on the NASDAQ
Stock Market, subject to certain conditions, including the
condition that on or before August 9, 2013, the Company shall file
its Form 10-Q for the quarter ended March 31, 2013.

The Company expects that it will file its Quarterly Report on Form
10-Q for the quarter ended March 31, 2013 on or before July 31,
2013.  The Company also expects that it will file restated
financial information for the years ended December 31, 2008,
December 31, 2009, December 3, 2010 and December 31, 2011 and for
the quarter ended March 31, 2012 on or before June 30, 2013.  As
previously disclosed, the Company's Audit Committee has determined
that the Company's consolidated financial statements for the
Affected Periods could not be relied on.  The Company also expects
that it will file its Annual Report on Form 10-K for the year
ended December 31, 2012 and its financial statements for the
quarters ended June 30, 2012 and September 30, 2012 on or before
June 30, 2013.

Headquartered in Huntersville, North Carolina, Lime Energy Co. --
http://www.lime-energy.com-- is engaged in planning and
delivering clean energy solutions that assist its clients in their
energy efficiency and renewable energy goals.  The Company's
solutions include energy efficient lighting upgrades, energy
efficient mechanical and electrical retrofit and upgrade services,
water conservation, building weatherization, on-site generation
and renewable energy project development and implementation.  The
Company provides energy solutions across a range of facilities,
from high-rise office buildings, distribution facilities,
manufacturing plants, retail sites, multi-tenant residential
buildings, mixed use complexes, hospitals, colleges and
universities, government sites to small, single tenant facilities.


LUCID INC: Delays Form 10-Q for First Quarter
---------------------------------------------
Lucid, Inc., was unable to file its quarterly report on Form 10-Q
for the period ended March 31, 2013, by the May 15, 2013, filing
date applicable to smaller reporting companies.  The Company
anticipates that it will be able file the 2013 First Quarter
Report no later than the fifth calendar day following the
prescribed filing date.

                          About Lucid Inc.

Rochester, N.Y.-based Lucid, Inc., is a medical device company
that designs, manufactures and sells non-invasive cellular imaging
devices that assist physicians in the early detection of disease.
The Company's VivaScope(R) platform produces rapid noninvasive,
high-resolution cellular images for subsequent diagnostic review
by physicians, pathologists and other diagnostic readers.

The Company's balance sheet at Sept. 30, 2012, showed
$2.80 million in total assets, $10.13 million in total
liabilities, and a $7.32 million total stockholders' deficit.

As reported in the TCR on April 9, 2012, Deloitte & Touche LLP, in
Rochester, New York, expressed substantial doubt about Lucid's
ability to continue as a going concern, following the Company's
results for the fiscal year ended Dec. 31, 2011.  The independent
auditors noted that of the Company's recurring losses from
operations, deficit in equity, and projected need to raise
additional capital to fund operations.


MACCO PROPERTIES: U.S. Trustee Says Dismissal Not in Best Interest
------------------------------------------------------------------
Richard A. Wieland, U.S. Trustee for Region 20, asks the
Bankruptcy Court to deny Jennifer Price's motion to dismiss the
Chapter 11 case of certain of Macco Properties' affiliates.

Ms. Price has requested that the case of JU Villa Del Mar
Apartments LLC and SEP Riverpark Plaza LLC be dismissed on certain
terms and conditions, generally the payment in full of all
creditors' (secured or unsecured) claims (prepetition or
postpetition) and administrative expense claims.

The U.S. Trustee relates that it would not be in the best
interests of creditors and would be a waste of resources for the
cases to be dismissed without resolution of all claims.

The U.S. Trustee notes that Ms. Price, the Chapter 11 trustee
Michael Deeba, and creditors/claimants have been attempting to
quantify the exact dollar amount of each claim to be paid.  The
claims are to be paid via the closing agent in conjunction with
the pending sale of the Chapter 11 trustee's membership interests
in Riverpark and in the related case of JU Villa Del Mar
Apartments, LLC.

                      About Macco Properties

Oklahoma City, Oklahoma-based Macco Properties, Inc., is a
property management company that is the sole or controlling member
and/or manager of numerous multi-family residential rental units
in Oklahoma City, Oklahoma, Wichita, Kansas, and Dallas, Texas,
and several and commercial business properties in Oklahoma City,
Oklahoma, and Holbrook, Arizona.

Macco Properties filed for Chapter 11 bankruptcy protection
(Bankr. W.D. Okla. Case No. 10-16682) on Nov. 2, 2010.  The Debtor
disclosed $50,823,581 in total assets, and $4,323,034 in total
liabilities.

Affiliated entities also sought bankruptcy protection: NV Brooks
Apartm ents, LLC (10-16503); JU Villa Del Mar Apartments, LLC and
(10-16842); and SEP Riverpark Plaza, LLC (10-16832).  SEP
Riverpark Plaza owns or controls The Riverpark Apartments, a
multi-family apartment complex located in Wichita, Kansas.

Receivership Services Corp., a division of the Martens Cos.,
serves as property manager for the six Wichita apartment complexes
caught up in the bankruptcy of Macco Properties of Oklahoma City.

On May 31, 2011, an Order was entered appointing Michael E. Deeba
as the Chapter 11 Trustee for Macco Properties.  He is represented
by Christopher T. Stein, of counsel to the firm of Bellingham &
Loyd, P.C.  Grubb & Ellis/Martens Commercial Group LLC acts as
the Chapter 11 Trustee's exclusive listing broker/realtor for
properties.

The Official Unsecured Creditors' Committee is represented by
Ruston C. Welch, at Welch Law Firm, P.C., in Oklahoma City.


MARKETING WORLDWIDE: Posts $1.5-Mil. Net Income in March 31 Qtr.
----------------------------------------------------------------
Marketing Worldwide Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $1.46 million on $240,181 of revenue for the three
months ended March 31, 2013, as compared with net income of
$874,947 on $174,558 of revenue for the same period during the
prior year.

For the six months ended March 31, 2013, the Company incurred net
income of $5.51 million on $434,155 of revenue, as compared with a
net loss of $1.18 million on $398,147 of revenue for the same
period a year ago.  Marketing Worldwide incurred a net loss of
$11.11 million for the year ended Sept. 30, 2012, compared with a
net loss of $2.27 million during the prior year.

The Company's balance sheet at March 31, 2013, showed $1.15
million in total assets, $10.01 million in total liabilities and a
$8.85 million total deficiency.

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

                        http://is.gd/vvn1ZB

                    About Marketing Worldwide

Based in Howell, Michigan, Marketing Worldwide Corporation
operates through the holding company structure and conducts its
business operations through its wholly owned subsidiaries
Colortek, Inc., and Marketing Worldwide, LLC.

Marketing Worldwide, LLC, is a complete design, manufacturer and
fulfillment business providing accessories for the customization
of vehicles and delivers its products to large global automobile
manufacturers and certain Vehicle Processing Centers primarily in
North America.  MWW operates in a 23,000 square foot leased
building in Howell Michigan.

Colortek, Inc., is a Class A Original Equipment painting facility
and operates in a 46,000 square foot owned building in Baroda,
which is in South Western Michigan.  MWW invested approximately
$2 million into this paint facility and expects the majority of
its future growth to come from this business.

RBSM, LLP, in New York, issued a "going concern" qualification on
the consolidated financial statements for the year ended Sept. 30,
2012.  The independent auditors noted that the Company has
generated negative cash flows from operating activities,
experienced recurring net operating losses, is in default of
certain loan covenants, and is dependent on securing additional
equity and debt financing to support its business efforts which
factors raise substantial doubt about the Company's ability to
continue as a going concern.


MCCLATCHY CO: Shareholders Elect 11 Directors
---------------------------------------------
The McClatchy Company held its annual meeting of shareholders on
May 14, 2013, to vote on the election of directors and the
ratification of Deloitte & Touche LLP as the Company's independent
auditors for 2013.  The Company's shareholders elected these
directors:

   Class A common stock
   --------------------
   Elizabeth Ballantine
   Kathleen Foley Feldstein
   Clyde Ostler

   Class B common stock
   --------------------
   Leroy Barnes, Jr.
   Molly Maloney Evangelisti
   Brown McClatchy Maloney
   William B. McClatchy
   Kevin S. McClatchy
   Theodore R. Mitchell
   Frederick R. Ruiz
   Patrick J. Talamantes

The shareholders also approved the ratification of Deloitte &
Touche as the Company's independent auditors for 2013.

                   About The McClatchy Company

Sacramento, Cal.-based The McClatchy Company (NYSE: MNI)
-- http://www.mcclatchy.com/-- is the third largest newspaper
company in the United States, publishing 30 daily newspapers, 43
non-dailies, and direct marketing and direct mail operations.
McClatchy also operates leading local Web sites in each of its
markets which extend its audience reach.  The Web sites offer
users comprehensive news and information, advertising, e-commerce
and other services.  Together with its newspapers and direct
marketing products, these interactive operations make McClatchy
the leading local media company in each of its premium high growth
markets.  McClatchy-owned newspapers include The Miami Herald, The
Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City
Star, The Charlotte Observer, and The News & Observer (Raleigh).

The McClatchy incurred a net loss of $144,000 in 2012, as compared
with net income of $54.38 million in 2011.  The Company's balance
sheet at March 31, 2013, showed $2.84 billion in total assets,
$2.81 billion in total liabilities, and $32.83 million in
stockholders' equity.

                           *     *     *

McClatchy carries a 'Caa1' corporate family rating from Moody's
Investors Service.  In May 2011, Moody's changed the rating
outlook from stable to positive following the company's
announcement that it closed on the sale of land in Miami for
$236 million.  The outlook change reflects Moody's expectation
that McClatchy will utilize the net proceeds to reduce debt,
including its underfunded pension position, which will reduce
leverage by approximately half a turn and lower required
contributions to the pension plan over the next few years.

McClatchy Co. carries a 'B-' Corporate Credit Rating from
Standard & Poor's Ratings Services.


MEG ENERGY: Moody's Assigns Ba1 Rating to New $2-Bil. Revolver
--------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to MEG Energy
Corp.'s $2 billion senior secured revolving credit facility due
May 2018. The Ba3 Corporate Family Rating, Ba3-PD Probability of
Default Rating, Ba1 senior secured term loan rating and B1 senior
unsecured notes rating were affirmed. The Speculative Grade
Liquidity rating of SGL-2 was affirmed and the outlook remained
stable.

Assignments:

Issuer: MEG Energy Corp.

$2 billion Senior Secured Bank Revolving Credit Facility, Assigned
Ba1

$2 billion Senior Secured Bank Revolving Credit Facility, Assigned
a range of LGD2, 27 %

Affirmations:

Issuer: MEG Energy Corp.

Probability of Default Rating, Affirmed Ba3-PD

Corporate Family Rating, Affirmed Ba3

Senior Secured Bank Term Loan Credit Facility Mar 31, 2020,
Affirmed Ba1

Senior Unsecured Regular Bond/Debenture Mar 15, 2021, Affirmed B1

Senior Unsecured Regular Bond/Debenture Jan 30, 2023, Affirmed B1

Withdrawals:

Issuer: MEG Energy Corp.

$1 billion Senior Secured Bank Credit Facility Mar 1, 2017,
Withdrawn, previously rated Ba1

$1 billion Senior Secured Bank Credit Facility Mar 1, 2017,
Withdrawn, previously rated a range of LGD2, 22 %

Ratings Rationale

MEG's Ba3 CFR reflects a very high current debt level (over
$90,000 debt to production), the execution risk of constructing
and ramping up Phase 2B to targeted levels through 2014, a
relatively small current production base (under 30,000 bbls/day
net of royalties), and exposure to volatile light/heavy
differentials, as it produces bitumen. However, the rating also
reflects MEG's significant cash position, which, along with cash
flow, will enable MEG to complete Phase 2B in mid-to-late 2013 as
well as advance its infill well project. Moody's expects
75,000bbls/d of total production in the first half of 2015 from
Phases 1, 2, 2B and the infill wells. The rating also considers
MEG's substantial reserves and land position in key productive
areas of the Athabasca oil sands region, all of which will be
developed using steam-assisted gravity drainage (SAGD) techniques,
and are amongst best-in-class SAGD assets as evidenced by a
favorable steam oil ratio (SOR) of 2.4. The company also benefits
from 50% ownership of the Access pipeline.

In accordance with Moody's Loss Given Default (LGD) Methodology,
the $2 billion secured revolver and the $1 billion secured term
loan, which rank pari passu, are rated Ba1, two notches above the
Ba3 CFR, reflecting the cushion provided by lower ranking
unsecured notes. The $800 million and $750 million senior
unsecured notes are rated B1, one notch below the CFR. For the
unsecured notes rating, Moody's has overridden the LGD Methodology
outcome of B2, which is driven by the substantial increase in the
revolver to $2 billion and the priority claim this represents. The
override reflects Moody's belief that MEG's next significant
utilization of debt capital will be in the form of unsecured
notes, which, coupled with minimal revolver utilization, would
bring the notes rating back to the assigned rating of B1.

The SGL-2 speculative grade liquidity rating reflects MEG's good
liquidity. As of March 31, 2013 MEG had C$1.8 billion of cash and
short-term investments. Combined with an undrawn $2 billion
revolver, which matures in 2018, MEG will have ample liquidity to
cover negative free cash flow of about C$1.9 billion through to
mid-2014 as Phase 2B and the infill wells are being completed and
production ramps up. MEG has no financial covenants and good
sources of alternate liquidity through its ability to monetize
non-core assets or potentially joint venture their 100%-owned
properties at Christina Lake or Surmont.

The stable outlook considers MEG's successful achievement of
production in excess of design capacity at Phases 1 and 2, its
large cash position and 100% ownership of a large base of long-
lived bitumen reserves. The rating could be considered for upgrade
if production is sustainable at 75,000 boe/day and the capital
required to develop Phase 3A and Surmont is funded with a
reasonable mix of cash flow, debt and equity, and E&P debt to
production appears poised to decline towards $35,000 /boe and debt
to PD reserves is on a declining trend. The ratings could be
downgraded if it becomes apparent that MEG is unable to achieve
75,000 boe/day of production in 2015, if the operating economics
of production deteriorate, or if it appears that leverage metrics
will not improve from current levels.

The principal methodology used in this rating was Global
Independent Exploration and Production Industry 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.

MEG is a Calgary, Alberta based publicly-held SAGD oil sands
development and operating company.


MIDTOWN SCOUTS: Hearing Today on Further Access to Cash
-------------------------------------------------------
Midtown Scouts Square Property, LP, which sought bankruptcy
protection early this month, will ask the bankruptcy judge at a
hearing on May 29 at 3 p.m. for approval of its $1 million of DIP
financing and for further approval to use cash collateral.

Midtown Scouts, which owns two commercial properties located in
Midtown Houston, Texas, is using cash collateral to fund
operations while it formulates a Chapter 11 plan.

The first property is a mixed use 36,000 square-foot two-story
office/restaurant building originally constructed in 1975, while
the second property is a 104,000 square foot eight-story parking
garage with ground floor retail space, both in Bagby Street, in
Houston.

Rental income from the two properties is currently insufficient to
fund operations.  The Debtor's motion discloses that the Debtor's
limited partner will provide an unsecured DIP financing of up to
$1 million to cover the projected shortfall of funds.  The DIP
financing will be allowed as an administrative expense pursuant to
11 U.S.C. Sec. 503(b)(1).

The DIP financing will bear interest of 7% per annum and will
mature on Dec. 31, 2013.  The DIP lender is Atul Lucky Chopra,
M.D., according to the promissory note.

Judge Karen K. Brown's interim cash collateral order entered mid-
May notes that the non-opposition of Richey Family Limited
Partnership, Todd Richey and L.E. Richey to the Court order will
not serve as any waiver related to the right or ability of the
Richeys to later address the prepetition or postpetition conduct
of the Debtors.

The interim cash order allowed the Debtor to use cash collateral
to pay the expenses shown on the budget, with up to a 10% total
variance of budgeted accounts.

The Bank of Houston and Mercantile Capital Corp are granted
replacement liens on all of the Debtor's accounts receivable and
rents acquired after the bankruptcy filing.  The Debtor is
required to make monthly payments of principal and interest of
$30,300 to Bank of Houston until June 4, 2015, to pay off loans
used to renovate the building and build the parking garage.  The
Debtor owes Mercantile $3.35 million in principal for loans
provided for the renovation of the office building.

The Debtor sought bankruptcy after the interim loan from
Mercantile matured in January 2012 and the Debtor due to pending
litigation was unable to convert the loan from a construction loan
to a permanent loan that would result in a 20-year debenture
guaranteed by the SBA at 4% interest.  The Debtor also blamed
substantially infrastructure work performed by the City of Houston
on Bagby Street, which substantially limited the Debtors' access
to the properties.

Midtown Scouts Square Property, LP, and an affiliate, sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 13-32920) on
May 9, 2013.  The petitions were signed by Erich Mundinger as
president of general partner.  Judge Karen K. Brown presides over
the case.  MSS Property estimated assets and debts of at least
$10 million.  Hoover Slovacek, LLP, serves as the Debtors'
counsel.


MIDTOWN SCOUTS: Proposes Hoover Slovacek as Counsel
---------------------------------------------------
Midtown Scouts Square Property, LP, and Midtown Scouts Square, LLC
are seeking approval to employ Edward L. Rothberg, Esq., and
Hoover Slovacek LLP as counsel.

The Debtors seek to retain Hoover Slovacek to provide legal advice
and services with respect to the cases, the Debtors' powers and
duties as debtors in possession, and the continued operation of
the Debtors' business and management of the Debtors' property.

Current hourly billing rates for Hoover Slovacek are:

   Professional                    Rates
   ------------                    -----
   Edward L. Rothberg              $400
   Annie Catmull                   $320
   Melissa Haselden                $280
   T. Josh Judd                    $260
   Mazelle Krasoff                 $185
   Legal Assistants/Paralegals     $80

                    About Midtown Scouts Square

Midtown Scouts Square Property, LP, and affiliate Midtown Scouts
Square, LLC, own two commercial properties located in Midtown
Houston, Texas.  The first property is a mixed use 36,000 square-
foot two-story office/restaurant building originally constructed
in 1975, while the second property is a 104,000 square foot eight-
story parking garage with ground floor retail space, both in Bagby
Street, in Houston.

The two entities sought Chapter 11 protection (Bankr. S.D. Tex.
Lead Case No. 13-32920) on May 9, 2013.  The petitions were signed
by Erich Mundinger as president of general partner.  Judge Karen
K. Brown presides over the case.  MSS Property estimated assets
and debts of at least $10 million.  Hoover Slovacek, LLP, serves
as the Debtor's counsel.


MISSION NEW ENERGY: Arbitration Proceeding vs. PTPN 111 Starts
--------------------------------------------------------------
Mission NewEnergy Limited said that the Indonesian Arbitration
Board (BANI) has officially registered the request for arbitration
by Mission's 85 percent owned subsidiary, Oleovest Pte Ltd.

In doing so, BANI has accepted that it has jurisdiction in hearing
the dispute over the Indonesian Oleochemical joint venture project
between Oleovest and the state-owned plantation company, PT
Perkebunan Nusantara 111 and that the arbitration proceeding has
been formally initiated.

Meanwhile, Mission NewEnergy said that its winding up petition
against KNM Process Systems Sdn Bhd has been struck out by the
court.  The Company has instructed its solicitors to file an
appeal against the decision.

                      About Mission NewEnergy

Based in Subiaco, Western Australia, Mission New Energy Limited is
a producer of biodiesel that integrates sustainable biodiesel
feedstock cultivation, biodiesel production and wholesale
biodiesel distribution focused on the government mandated markets
of the United States and Europe.

The Company is not operating its biodiesel refining segment.  The
refineries are being held in care and maintenance either awaiting
a return to positive operating conditions or the sale of assets.

The Company has materially diminished its Jatropha contract
farming operation and the company is now focused on divesting the
remaining Indian assets.  The Company intends to cease all Indian
operations.

Grant Thornton Audit Pty Ltd, in Perth, Australia, expressed
substantial doubt about the Company's ability to continue as a
going concern.  The independent auditors noted that the Company
incurred operating cash outflows of A$4.9 million during the year
ended June 30, 2012, and, as of that date, the consolidated
entity's total liabilities exceeded its total assets by
A$24.4 million.

The Company's consolidated balance sheet at Dec. 31, 2012, showed
$7.05 million in total assets, $27.29 million in total liabilities
and a $20.24 million net deficit.


MPM TECHNOLOGIES: Delays Form 10-Q for First Quarter
----------------------------------------------------
MPM Technologies Inc. notified the U.S. Securities and Exchange
Commission that it needs additional time to prepare financial
statement from the Company's accounting data.  As a result, the
Company was not able to file its quarterly report on Form 10-Q for
the period ended March 31, 2013.

                       About MPM Technologies

Headquartered in Parsippany, N.J., MPM Technologies Inc.
(OTC BB: MPML) -- http://www.mpmtech.com/-- operates through its
three wholly owned subsidiaries: AirPol Inc., NuPower Inc. and MPM
Mining Inc.  During the year ended Dec. 31, 2007, AirPol was the
only revenue generating entity.  AirPol operates in the air
pollution control industry.  It sells air pollution control
systems to companies in the United States and worldwide.

The company through its wholly owned subsidiary NuPower is engaged
in the development and commercialization of a waste-to-energy
process known as Skygas.  These efforts are through NuPower's
participation in NuPower Partnership, in which MPM has a 58.21%
partnership interest.  NuPower Partnership owns 85% of the Skygas
Venture.  In addition to its partnership interest through NuPower
Inc., MPM also owns 15% of the Venture.

The Company's balance sheet at Sept. 30, 2010, showed
$1.17 million in total assets, $15.32 million in total
liabilities, all current, and a stockholders' deficit of
$14.15 million.  The Company recorded a net loss of $1.56 million
for 2009 from a net loss of $1.72 million for 2008.

The Company has not filed its periodic reports after the quarterly
report ending Sept. 30, 2010.


NAMCO LLC: Has Court's Nod to Hire AM Saccullo as Counsel
---------------------------------------------------------
NAMCO LLC sought and obtained authorization from the Hon. Peter J.
Walsh of the U.S. Bankruptcy Court for the District of Delaware to
employ A.M. Saccullo Legal, LLC, as counsel for the Debtor, nunc
pro tunc to the Petition Date.

AMSL will, among other things, take necessary action to protect
and preserve the estate of the Debtor, including the prosecution
of actions on the Debtor's behalf, the defense of any actions
commenced against the Debtor, the negotiation of disputes in which
the Debtor is involved, and the preparation of objections to
claims filed against the Debtor's estate, at these hourly rates:

      Anthony M. Saccullo, Member       $350
      Thomas H. Kovach, Special Counsel $350

To the best of the Debtor's knowledge, AMSL is a disinterested
person within the meaning of Sec. 101(14) of the Bankruptcy Code.

By separate application, the Debtor has also sought to retain
Olshan Frome Wolosky LLP as co-counsel in the case.  AMSL will
work with Olshan Frome to ensure that duplication of efforts
between professionals is minimized in this case.

                           About Namco

Manchester, Connecticut-based Namco, LLC, is a 37-store retailer
of swimming pools and accessories owned 50-50 by Garmark Partners
II LLC and J.H. Whitney & Co.  It filed a petition for Chapter 11
protection (Bankr. D. Del. Case No. 13-10610) on March 24, 2013,
in Wilmington.  Judge Peter J. Walsh presides over the case.

Epiq Bankruptcy Solutions, LLC, is the Debtor's claims and
noticing agent.  Clear Thinking Group, LLC, serves as the Debtor's
restructuring agent.

In its Petition, the Debtor estimated its assets and debts at
between $10 million to $50 million each.  The Petition was signed
by Lee Diercks, chief restructuring officer.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven
members to the Official Committee of Unsecured Creditors.

The reorganization of the Debtor is being financed with a
$16 million loan provided by Salus Capital Partners LLC, owed
$9.3 million on a prepetition revolving credit.


NAMCO LLC: Has Court Okay to Hire Olshan Frome as Attorney
----------------------------------------------------------
NAMCO LLC sought and obtained permission from the Hon. Peter J.
Walsh of the U.S. Bankruptcy Court for the District of Delaware to
employ Olshan Frome Wolosky LLP as attorneys, nunc pro tunc to the
Petition Date.

Olshan Frome will, among other things, advise and assist the
Debtor in negotiations or communications with the Debtor's
customers, equity holders and other stakeholders, and government
regulatory bodies, and advise the Debtor in connection with the
formulation, negotiation and promulgation of a Chapter 11 plan or
plans, and related transactional documents, at these hourly rates:

      Michael S. Fox                $670
      Jordanna L. Nadritch          $550
      Jonathan T. Koevary           $490
      Partners                  $425 to $760
      Of Counsel                $510 to $970
      Associates                $290 to $525
      Paraprofessionals         $160 to $270

To the best of the Debtor's knowledge, Olshan Frome is a
disinterested person within the meaning of Sec. 101(14) of the
Bankruptcy Code.

By separate application, the Debtor has also sought to retain A.M.
Saccullo Legal, LLC, as co-counsel in this case.  AMSL will work
with Olshan to ensure that duplication of efforts between
professionals is minimized in this case.

                           About Namco

Manchester, Connecticut-based Namco, LLC, is a 37-store retailer
of swimming pools and accessories owned 50-50 by Garmark Partners
II LLC and J.H. Whitney & Co.  It filed a petition for Chapter 11
protection (Bankr. D. Del. Case No. 13-10610) on March 24, 2013,
in Wilmington.  Judge Peter J. Walsh presides over the case.

Epiq Bankruptcy Solutions, LLC, is the Debtor's claims and
noticing agent.  Clear Thinking Group, LLC, serves as the Debtor's
restructuring agent.

In its Petition, the Debtor estimated its assets and debts at
between $10 million to $50 million each.  The Petition was signed
by Lee Diercks, chief restructuring officer.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven
members to the Official Committee of Unsecured Creditors.

The reorganization of the Debtor is being financed with a
$16 million loan provided by Salus Capital Partners LLC, owed
$9.3 million on a prepetition revolving credit.


NAMCO LLC: Committee Has OK to Hire Pachulski Stang as Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors in the bankruptcy
case of NAMCO LLC sought and obtained authorization from the Hon.
Peter J. Walsh of the U.S. Bankruptcy Court for the District of
Delaware to employ Pachulski Stang Ziehi & Jones LLP as counsel,
nunc pro tunc to April 4, 2013.

Pachulski Stang will, among other things, assist, advise and
represent the Committee in analyzing the Debtor's assets and
liabilities, investigating the extent and validity of liens and
participating in and reviewing any proposed asset sales, any asset
dispositions, financing arrangements and cash collateral
stipulations or proceedings, at these hourly rates:

      Robert J. Feinstein         $975
      Bradford J. Sandier         $750
      Peter J. Keane              $425
      Lynzy McGee                 $295

To the best of the Committee's knowledge, Pachulski Stang is a
disinterested person within the meaning of Sec. 101(14) of the
Bankruptcy Code.

                           About Namco

Manchester, Connecticut-based Namco, LLC, is a 37-store retailer
of swimming pools and accessories owned 50-50 by Garmark Partners
II LLC and J.H. Whitney & Co.  It filed a petition for Chapter 11
protection (Bankr. D. Del. Case No. 13-10610) on March 24, 2013,
in Wilmington.  Judge Peter J. Walsh presides over the case.

Anthony M. Saccullo, Esq., at A.M. Saccullo Legal, LLC, and Thomas
H. Kovach, Esq., at Thorp Reed & Armstrong, LLP, serve as the
Debtor's counsel.  Olshan Frome & Wolosky, LLP, is the Debtor'
general bankruptcy counsel.  Epiq Bankruptcy Solutions, LLC, is
the Debtor's claims and noticing agent.  Clear Thinking Group,
LLC, serves as the Debtor's restructuring agent.

In its Petition, the Debtor estimated its assets and debts at
between $10 million to $50 million each.  The Petition was signed
by Lee Diercks, chief restructuring officer.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven
members to the Official Committee of Unsecured Creditors.

The reorganization of the Debtor is being financed with a
$16 million loan provided by Salus Capital Partners LLC, owed
$9.3 million on a prepetition revolving credit.


NATIONAL HOLDINGS: Posts $494,000 Net Income in March 31 Qtr.
-------------------------------------------------------------
National Holdings Corporation reported net income of $494,000 on
$32.94 million of total revenues for the three months ended
March 31, 2013, as compared with a net loss of $1.76 million on
$33.21 million of total revenues for the same period during the
prior year.

For the six months ended March 31, 2013, the Company reported net
income of $454,000 on $59.39 million of total revenues, as
compared with a net loss of $2.76 million on $58.60 million of
total revenues for the same period a year ago.

The Company's balance sheet at March 31, 2013, showed $23.85
million in total assets, $12.88 million in total liabilities and
$10.97 million in total stockholders' equity.

Mark D. Klein, National Holdings' chief executive officer and co-
executive chairman, commented, "Over the past nine months, we have
implemented a series of initiatives designed to focus our revenue
mix on higher margin offerings, reduce costs, return to
profitability and strengthen our capital and reporting structures.
We are now seeing significant improvements in all of these key
areas, with additional benefits to be realized in the coming
quarters.  Our improving results are a testament to the Company's
success managing costs and streamlining operations.  We expect to
actively evaluate opportunities to expand into new products,
broaden our business platform and increase our established
brokerage force."

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

                        http://is.gd/u50wcX

                      About National Holdings

New York, N.Y.-based National Holdings Corporation is a financial
services organization, operating primarily through its wholly
owned subsidiaries, National Securities Corporation, Finance
Investments, Inc., and EquityStation, Inc.  The Broker-Dealer
Subsidiaries conduct a national securities brokerage business
through their main offices in New York, New York, Boca Raton,
Florida, and Seattle, Washington.

The Company incurred a net loss of $1.93 million for the year
ended Sept. 30, 2012, compared with a net loss of $4.71 million
during the prior year.

Sherb & Co., LLP, in Boca Raton, Florida, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Sept. 30, 2012.  The independent auditors noted that
the Company has incurred significant losses and has a working
capital deficit as of Sept. 30, 2012, that raise substantial doubt
about the Company's ability to continue as a going concern.

                         Bankruptcy Warning

"Our independent public accounting firm has issued an opinion on
our consolidated financial statements that states that the
consolidated financial statements were prepared assuming we will
continue as a going concern and further states that our recurring
losses from operations, stockholders' deficit and inability to
generate sufficient cash flow to meet our obligations and sustain
our operations raise substantial doubt about our ability to
continue as a going concern.  Our future is dependent on our
ability to sustain profitability and obtain additional financing.
If we fail to do so for any reason, we would not be able to
continue as a going concern and could potentially be forced to
seek relief through a filing under the U.S. Bankruptcy Code."


NNN PARKWAY: Can Hire Highpoint as Manager & Restructuring Officer
------------------------------------------------------------------
NNN Parkway 400 26 LLC sought and obtained approval from the U.S.
Bankruptcy Court to employ Highpoint Management Solutions LLC as
manager and the firm's President Maubeen M. Aliniazee as
restructuring officer.

The firm, will among other things, provide these services:

a. assist the Debtor with the coordination of resources related to
   the reorganization of the Debtor's assets and liabilities;

b. assist in the preparation of information for distribution to
   creditors and other, including bit not limited to, schedules
   and statements of affairs, debtor-in-possession operating
   reports, budgets, cash receipts and disbursement analysis,
   analysis of various assets and liability accounts, and analysis
   of proposed transactions for which Court approval is sought;
   and

c. attend meetings and assist in discussions with creditors,
   banks, the Lender, any official committee(s) appointed in the
   chapter 11 case, the U.S. Trustee, other-parties-in-interest
   and professionals hired by the same.

Highpoint will be paid a $25,000 flat fee.

Maubeen M. Aliniazee attests that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy Code.

                       About NNN Parkway 400

NNN Parkway 400 26, LLC, filed a bare-bones Chapter 11 petition
(Bankr. C.D. Cal. Case No. 12-24593) in Santa Ana, California,
on Dec. 31, 2012.  Dana Point, California-based NNN Parkway
estimated assets and debts of $10 million to $50 million.  David
A. Lee, Esq., at Weiland, Golden, Smiley, Wang Ekvall, & Strok,
LLP and Christine E. Baur represent the Debtor as counsel.


OAK KNOLL: General Partner Loses Bid to Dismiss Chapter 11 Case
---------------------------------------------------------------
Maine District Judge George Z. Singal denied the plaintiff's
Motion to Withdraw Reference and both parties' Joint Request
for Oral Argument in the case, ROSA W. SCARCELLI, Plaintiff v.
OAK KNOLL ASSOCIATES LP, Defendant, Case No. 2:13-mc-62-GZS
(D. Maine).

Via the motion, Ms. Scarcelli seeks to withdraw the entirety of
Oak Knoll's chapter 11 case.  Ms. Scarcelli asserts that upon
withdrawal she will then file a motion to dismiss.

Ms. Scarcelli maintains a tripartite relationship with Oak Knoll
Associates LP, which owns a subsidized 42-unit apartment project
in Norwalk, Connecticut.  Ms. Scarcelli is (1) a general partner
of the Debtor, (2) a majority owner of two companies that have
ongoing contracts with the Debtor, and (3) a beneficiary of the
Promenade Trust, which is the sole limited partner and 100 percent
equity owner of the Debtor.  Ms. Scarcelli also obtained a default
judgment against Pamela Gleichman, the Managing General Partner of
Oak Knoll last year in a case before the District Court titled:
Scarcelli v. Gleichman, et al., D. Me. Case no. 2:12-cv-72-GZS.
As part of that default judgment, the Court enjoined Ms. Gleichman
from taking certain actions with respect to Oak Knoll.  Ms.
Scarcelli argues that this default judgment serves as a basis for
dismissing Oak Knoll's bankruptcy petition and that the District
Court is best positioned to decide this issue given its
involvement in entering the default judgment.

According to Judge Singal, "considering all of the relevant
factors and the entire procedural history that culminated in the
entry of the default judgment in the Gleichman case, the Court
declines to find cause for withdrawing the reference of the
pending bankruptcy petition. Rather, on the record presented, the
Court readily concludes that allowing the petition to proceed
before the Bankruptcy Court best promotes the goals of uniformity
and judicial economy and will best preserve the resources of all
involved parties. The Court believes that its prior written orders
in the Gleichman case are readily reviewed by the Bankruptcy
Court. Given its experience and expertise with all of the core
issues presented, the Bankruptcy Court is best positioned to
determine what impact, if any, the prior 2012 default judgment has
on the pending Oak Knoll petition, including whether the petition
should be dismissed."

With respect to the request for oral argument, the Court has
determined in an exercise of its discretion that the pending
motion may be resolved on the written submissions and that
scheduling oral argument would not serve the ends of justice
because it would further delay resolution of the pending motion.

A copy of the District Court's May 21, 2013 Order is available at
http://is.gd/8m2Pcufrom Leagle.com.

Oak Knoll Associates, L.P., in Portland, Maine, filed for Chapter
11 bankruptcy (Bankr. D. Maine Case No. 13-20205) on March 18,
2013.  Richard P. Olson, Esq., at Perkins Olson, P.A., serves as
counsel.  The Debtor scheduled assets of $6,700,000 and
liabilities of $3,529,350.


OTELCO INC: Reorganization Plan Declared Effective
--------------------------------------------------
BankruptcyData reported that according to documents filed with the
U.S. Securities and Exchange Commission, Otelco's Joint
Prepackaged Plan of Reorganization became effective, and the
Company emerged from Chapter 11 protection.  The Court confirmed
the Plan on May 6, 2013.

As previously reported, the Plan provides for the following: each
holder of the senior secured term loan claims shall receive its
pro rata share of (i) term loan obligations of the Company under
the new senior secured credit facility of not more than $142
million, maturing on April 30, 2016; (ii) a cash payment of no
less than $20 million and (iii) the new Class B common stock
representing 7.5% of the total economic and voting interest in
reorganized Otelco. In addition, the Plan calls for reinstatement
of allowed senior secured revolving loan claims, as amended, with
availability of up to $5 million, pursuant to the new senior
secured credit facility agreement and each holder of the Company's
outstanding subordinated notes to receive a pro rata share of the
new Class A common stock. The Plan further provides for
reinstatement of allowed general unsecured claims in full,
provided, that, if holders of Class 5 subordinated notes claims
vote to reject the Plan, holders of allowed general unsecured
claims shall receive a cash payment equal to 40.5% of the allowed
amount of such general unsecured claim. Finally, the Plan calls
for cancellation of all of the Company's existing equity
interests. Also, in the effective date, the following directors
ceased to serve on the Company's board of directors: William Bak,
Robert E. Guth and William F. Reddersen; and the number of
directors of the Company was fixed at seven. The board now
consists of Norman C. Frost, Howard J. Haug, Stephen P. McCall,
Andrew Meyers, Brian A. Ross, Gary L. Sugarman and Michael D.
Weaver, the Company's president and C.E.O.

                        About Otelco Inc.

Oneonta, Alabama-based Otelco Inc. operates eleven rural local
exchange carriers ("RLECs") serving subscribers in north central
Alabama, central Maine, western Massachusetts, central Missouri,
western Vermont and southern West Virginia.

On March 24, 2013, the Company and each of its direct and indirect
subsidiaries filed voluntary petitions for reorganization under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 13-
10593) in order to effectuate their prepackaged Chapter 11 plan of
reorganization -- a plan that already has been accepted by 100% of
the Company's senior lenders, as well as holders of over 96% in
dollar amount of Otelco's senior subordinated notes who cast
ballots.  Otelco's restructuring plan will strengthen the Company
by deleveraging its balance sheet and reducing its overall
indebtedness by approximately $135 million.

The Company's restructuring counsel is Willkie Farr & Gallagher
LLP and its financial advisor is Evercore Partners.  The
restructuring counsel for the administrative agent for the senior
lenders is King & Spalding LLP and its financial advisor is FTI
Consulting.

On May 6, 2013, the Bankruptcy Court entered an order confirming
the Plan.


PARK SIDE ESTATES: Hires Robinson Brog as Counsel
-------------------------------------------------
Park Side Estates LLC asks the U.S. Bankruptcy Court for
permission to employ Robinson Brog Leinwand Greene & Gluck P.C. as
counsel.  A. Mitchell Green, Esq., attests that the firm is a
"disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code.  The firm will received five payments
totaling $21,213.

                      About Park Side Estates

Monsey, New York-based Park Side Estates, LLC, sought Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Case No. 13-22198) in White
Plains on Feb. 7, 2013, estimating assets and liabilities in
excess of $10 million.

The Debtor owns the real property located at 143-159 Classon
Avenue, Brooklyn, New York, improved by two buildings with 37
residential units, commercial units and parking.  It said that its
principal asset is located at 143-159 Classon Avenue, in Brooklyn.

The Debtor sought bankruptcy to trigger the automatic stay to stop
the auction.

The petition was signed by Moshe Junger as managing member.
Robinson Brog Leinwand Greene Genovese & Gluck, P.C., serves as
the Debtor's counsel.  The Debtor estimated assets and debts of at
least $10 million as of the Petition Date.  Judge Robert D. Drain
presides over the case.


PATRIOT COAL: Wants to Employ GT as Litigation Counsel
------------------------------------------------------
Patriot Coal Corporation and its subsidiaries ask the U.S.
Bankruptcy Court for the Southern District of New York for
authorization to employ Greenberg Traurig, LLP, nunc pro tunc to
May 1, 2013, as special litigation counsel.

Greenberg Traurig will render, among others, these professional
services:

   a. prepare, on behalf of the Debtors, all necessary and
      appropriate motions, proposed orders, other pleadings,
     notices and other documents in connection with certain
federal black lung litigation;

   b. advise and assist the Debtors in connection with any
settlements concerning the federal black lung litigation; and

   c. perform all other necessary or appropriate legal services.

To the best of the Debtors' knowledge, information and belief,
other than in connection with these chapter 11 cases and in prior
representations of the Debtors, Greenberg Traurig does not
represent or hold any interest adverse to the Debtors or to the
estates with respect to the Retained Matters on which Greenberg
Traurig is to be employed, except for de minimis amounts owed by
the Debtors for prepetition services rendered by Greenberg Traurig
totaling approximately $58,251.

The range of hourly rates for any Greenberg Traurig professional
working on any federal black lung litigation matter for the
Debtors is $305 per hour, or less.

                       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 U.S. Trustee appointed a seven-member creditors committee.
Kramer Levin Naftalis& Frankel LLP serves as its counsel.
HoulihanLokey Capital, Inc., serves as its financial advisor and
investment banker.  Epiq Bankruptcy Solutions, LLC, serves as its
information agent.

On Nov. 27, 2012, the New York bankruptcy judge moved Patriot's
bankruptcy case to St. Louis.  The order formally sending the
reorganization to Missouri was signed December 19 by the
bankruptcy judge.  The New York Judge in a Jan. 23, 2013 order
denied motions to transfer the venue to the U.S. Bankruptcy Court
for the Southern District of West Virginia.


PEER REVIEW: Delays Form 10-Q for First Quarter
-----------------------------------------------
Peer Review Mediation and Arbitration, Inc., was not able to
timely complete its financial statements on Form 10-Q for the
period ended March 31, 2013.

                         About Peer Review

Deerfield Beach, Fla.-based Peer Review Mediation and Arbitration,
Inc., was incorporated in the State of Florida on April 16, 2001.
The Company provides peer review services and expertise to law
firms, medical practitioners, insurance companies, hospitals and
other organizations in regard to personal injury, professional
liability and quality review.

The Company's balance sheet at Sept. 30, 2012, showed $1.8 million
in total assets, $5.9 million in total liabilities, and a
stockholders' deficit of $4.1 million.

As reported in the TCR on Aug. 6, 2012, Peter Messineo, CPA, in
Palm Harbor, Fla., expressed substantial doubt about Peer Review's
ability to continue as a going concern, following the Company's
results for the fiscal year ended Dec. 31, 2011.  Mr. Messineo
noted that the Company has recurring losses from operations, a
working capital deficit, negative cash flows from operations and a
stockholders' deficit.


PIONEER CONTRACTING: Settles US Trustee's Dismissal Bid
-------------------------------------------------------
The U.S. Trustee moved to convert the Chapter 11 case of Pioneer
Contracting Company, Inc., to chapter 7 or to dismiss the case,
for cause.  The Debtor opposed the relief. The U.S. Trustee filed
an amended motion on May 22, 2013.  The Debtor and the U.S.
Trustee have agreed to terms to resolve the amended motion.  They
agree that:

     1. The Debtor will cure delinquency in monthly reporting
        by June 30, 2013 (reports through May 2013 will be
        filed by that date);

     2. The Debtor will maintain timely filing of monthly reports
        thereafter;

     3. The Debtor will file a plan and disclosure statement (or
        a case-dispositive motion) by Dec. 31, 2013.

     4. The Debtor will maintain timely payment of fees under
        28 U.S.C. Sec. 1930(a)(6).

Failure of the Debtor to comply with the agreement will, upon
certification by the U.S. Trustee, result in a rescheduling of a
hearing to consider the conversion or dismissal, for cause.

Maryland Bankruptcy Judge David E. Rice signed off on the parties'
Stipulation and Consent Order on May 23, a copy of which is
available at http://is.gd/OmS5ihfrom Leagle.com.

Pioneer Contracting Co., Inc., filed for Chapter 11 bankruptcy
(Bankr. D. Md. Case No. 12-24480) on Aug. 6, 2012, listing under
$1 million in both assets and debts, and represented by Tate
Russack, Esq. -- tate@russacklaw.com -- at Russack Associates,
LLC.


PITTSBURGH CORNING: Court Issues Final Order Confirming Plan
------------------------------------------------------------
PPG Industries on May 28 disclosed that the United States
Bankruptcy Court for the Western District of Pennsylvania issued a
revised opinion and final order confirming the current Pittsburgh
Corning plan of reorganization.  The court previously issued an
opinion and interim order confirming the plan of reorganization on
May 16, 2013.  PPG and Corning Incorporated are each 50 percent
shareholders of Pittsburgh Corning, which filed for Chapter 11
bankruptcy protection in 2000.

Under the terms of the current plan, which includes the PPG
asbestos settlement arrangement, all current and future personal
injury claims against PPG relating to exposure to asbestos-
containing products manufactured, distributed or sold by
Pittsburgh Corning will be channeled to a trust for resolution.
The final confirmation order will be subject to a customary
appeals process and, if the confirmation order is upheld and all
conditions are met, the plan of reorganization would become
effective.  Under the plan of reorganization, PPG and its
participating insurers are to make their initial payments to the
trust 30 business days after the plan becomes effective and all
conditions to funding have been met.

Under the PPG settlement arrangement, PPG's obligation to the
trust consists of cash payments totaling approximately $825
million to be made according to a fixed payment schedule over a
period ending in 2023, about 1.4 million shares of PPG stock or
cash equivalent, and surrendering its shares in Pittsburgh Corning
and Pittsburgh Corning Europe.  At March 31, 2013, PPG's accrued
liability related to the settlement arrangement, including the
pre-tax present value of the cash payments, totaled approximately
$800 million of which approximately $550 million was the current
portion.  In addition to PPG's obligation to the trust, the
company's participating historical insurance carriers are to make
cash payments to the trust of approximately $1.7 billion in a
series of payments ending in 2027.

                       About PPG Industries

PPG Industries (NYSE:PPG) -- http://www.ppg.com-- is a coatings
and specialty products company.  Founded in 1883, PPG has global
headquarters in Pittsburgh and operates in nearly 70 countries
around the world. Sales in 2012 were $15.2 billion.

                    About Pittsburgh Corning

Pittsburgh Corning Corporation filed for Chapter 11 bankruptcy
protection (Bankr. W.D. Pa. Case No. 00-22876) on April 16, 2000,
to address numerous claims alleging personal injury from exposure
to asbestos.  At the time of the bankruptcy filing, there were
about 11,800 claims pending against the Company in state court
lawsuits alleging various theories of liability based on exposure
to Pittsburgh Corning's asbestos products and typically requesting
monetary damages in excess of $1 million per claim.

The Hon. Judith K. Fitzgerald presides over the case.  Reed Smith
LLP serves as counsel and Deloitte &Touche LLP as accountants to
the Debtor.

The United States Trustee appointed a Committee of Unsecured Trade
Creditors on April 28, 2000.  The Bankruptcy Court authorized the
retention of Leech, Tishman, Fuscaldo&Lampl, LLC, as counsel to
the Committee of Unsecured Trade Creditors, and Pascarella&
Wiker, LLP, as financial advisor.

The U.S. Trustee also appointed a Committee of Asbestos Creditors
on April 28, 2000.  The Bankruptcy Court authorized the retention
of these professionals by the Committee of Asbestos Creditors: (i)
Caplin&Drysdale, Chartered as Committee Counsel; (ii) Campbell &
Levine as local counsel; (iii) Anderson Kill &Olick, P.C. as
special insurance counsel; (iv) Legal Analysis Systems, Inc., as
Asbestos-Related Bodily Injury Consultant; (v) defunct firm, L.
Tersigni Consulting, P.C. as financial advisor, and (vi) Professor
Elizabeth Warren, as a consultant to Caplin&Drysdale, Chartered.

On Feb. 16, 2001, the Court approved the appointment of Lawrence
Fitzpatrick as the Future Claimants' Representative.  The
Bankruptcy Court authorized the retention of Meyer, Unkovic&
Scott LLP as his counsel, Young Conaway Stargatt& Taylor, LLP, as
his special counsel, and Analysis, Research and Planning
Corporation as his claims consultant.

In 2003, a plan of reorganization was agreed to by various
parties-in-interest, but, on Dec. 21, 2006, the Bankruptcy Court
issued an order denying the confirmation of that plan, citing that
the plan was too broad in addressing independent asbestos claims
that were not associated with Pittsburgh Corning.

On Jan. 29, 2009, an amended plan of reorganization (the Amended
PCC Plan) -- which addressed the issues raised by the Court when
it denied confirmation of the 2003 Plan -- was filed with the
Bankruptcy Court.

As reported by the TCR on April 25, 2012, Pittsburgh Corning
Corp., a joint venture between Corning Inc. and PPG Industries
Inc., filed another amendment to its reorganization plan designed
to wrap up a Chapter 11 begun 12 years ago.

The Company's balance sheet at Sept. 30, 2012, showed
$29.41 billion in total assets, $7.52 billion in total liabilities
and $21.88 billion in total equity.


PLAZA VILLAGE: June 3 Hearing on Motions to Dismiss Case
--------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of California
will convene a hearing on June 3, 2013, at 2 p.m., to consider
motions to dismiss the Chapter 11 case of Plaza Village Senior
Living, LLC.

The Court granted an ex parte motion for order consolidating the
hearing dates on the motions to dismiss cases.

As reported by the Troubled Company Reporter on May 20, 2013, the
Debtor sought dismissal of the case because it has been able to
resolve the financial difficulty outside of the Bankruptcy Court
and it has the support of the creditors for dismissal.

On April 29, Pacific Horizon Mortgage Investors I, LLC -- the only
unsecured creditor who is a non-insider -- requested dismissal of
the Debtor's case, stating that:

   1. Darryl Clubb, the Debtor's managing member, did not have
      the authority to file the case; and

   2. the case was filed in bad faith.

Philip J. Giacinti, Jr., Esq., represented PHM.

              About Plaza Village Senior Living, LLC

Plaza Village Senior Living, LLC, filed a Chapter 11 petition
(Bankr. S.D. Cal. Case No. 13-02723) on March 19, 2013.  Darryl
Clubb signed the petition as managing member.  The Debtor
scheduled assets of $11,533,346 and scheduled liabilities of
$15,751,246.  The Law Offices of Andrew H. Griffin, III, serves as
the Debtor's counsel.

On March 27, 2013, the bankruptcy case was transferred to the
calendar of Bankruptcy Judge Peter W. Bowie for all further
matters and hearing.

Tiffany L. Carroll, Acting U.S. Trustee for Region 15, was unable
to appoint an official committee of unsecured creditors.


PLAZA VILLAGE: Joseph Rodrigues Named as Patient Care Ombudsman
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of California
last month approved the appointment as patient care ombudsman for
Plaza Villa Senior Living, LLC, of:

         Joseph Rodrigues
         State Long-Term Care Ombudsman
         1300 National Drive, Suite 200
         Sacramento, CA 95834

The Court directed Timothy L. Carroll, acting U.S. Trustee for
Region 15, to appoint an ombudsman.

                About Plaza Village Senior Living

Plaza Village Senior Living, LLC, filed a Chapter 11 petition
(Bankr. S.D. Cal. Case No. 13-02723) on March 19, 2013.  Darryl
Clubb signed the petition as managing member.  The Debtor
scheduled assets of $11,533,346 and scheduled liabilities of
$15,751,246.  Andrew H. Griffin, III, Esq., of Law Offices of
Andrew H. Griffin, III, serves as the Debtor's counsel.

On March 27, the bankruptcy case was transferred to the calendar
of Bankruptcy Judge Peter W. Bowie for all further matters and
hearings.

Tiffany L. Carroll, Acting U.S. Trustee for Region 15, informed
the Court that no committee of unsecured creditors has been
appointed because sufficient indications of willingness to serve
on the committee have not been received from eligible persons.


PONCE TRUST: Wants Fully Administered Chapter 11 Case Closed
------------------------------------------------------------
Southern District Of Florida Ponce Trust, LLC, asked the U.S.
Bankruptcy Court for the Southern District of Florida to enter a
final decree and close its fully administered case.

On Dec. 26, 2012, the Court confirmed the Third Amended Plan, as
revised. The plan provided for a 100% dividend to creditors in
Class 4(b). The deposit required by the Plan has been distributed
and all matters to be completed upon the Effective Date of the
confirmed Plan have been fulfilled or completed.  There are no
pending adversary proceedings or contested matters which would
affect the substantial consummation of the case.

As reported in the Troubled Company Reporter on Feb. 18, 2013, the
Third Amended dated Dec. 14, 2012, proposes to pay creditors from
four sources: (1) cash flow received from rent revenue; (2) the
sale to C&T Charters, Inc., (3) condominium sales and (4) the
approximately $200,000 to $250,000 New Value Contribution from the
Debtor's current equity holders.

                         About Ponce Trust

Ponce Trust LLC, the developer and owner of the luxury residential
condominium development known as 1300 Ponce, in Coral Gables,
Florida, filed for Chapter 11 bankruptcy (S.D. Fla. Case No.
12-14247) on Feb. 22, 2012.  Judge Robert A. Mark presides over
the case.  Andrea L. Rigali, Esq., Joel L. Tabas, Esq., and Mark
S. Roher, Esq., at Tabas, Freedman, Soloff, Miller & Brown, P.A.,
serve as the Debtor's counsel.  The petition was signed by Luis
Lamar, vice president and manager.

Ponce Trust sought Chapter 11 because of (a) the declining real
estate market, (b) its inability to reduce condominium prices in
response to changing market conditions, and (c) its inability, due
to circumstances beyond the Debtor's control, to renew, repay, or
refinance its secured mortgage debt owed to MUNB Loan Holdings,
LLC, which matured in 2011.

Prior to the Petition Date, MUNB initiated a foreclosure action
against the Property in the Circuit Court of the 11th Judicial
Circuit in and for Miami-Dade County, Florida.  On July 21, 2011,
the State Court entered an Order Appointing Receiver, which inter
alia appointed Jeremy S. Larkin as receiver.  Mr. Larkin is the
President of NAI Miami Commercial Real Estate Services, Worldwide.

1300 Ponce contains 125 residential condominium units.  As of the
bankruptcy filing date, the Debtor has a remaining inventory of
about 83 units and rented about 40 of those units.  The Debtor
intends to market the remaining Condominium Units for both sale
and rental.  The Debtor disclosed $22,734,532 in assets and
$46,999,376 in liabilities as of the Chapter 11 filing.

The residential condominium unit is worth $19 million.  MUNB is
owed $37.3 million.

1300 Ponce Holdings LLC, assignee of MUNB, is represented by
Carlton Fields, P.A.

The Court confirmed the Third Amended Chapter 11 Plan on Dec. 26,
2012.  Joel L. Tabas named as disbursing agent.  Status hearing
scheduled for March 14, 2013 at 2 p.m.

Under the Plan, 300 Ponce Holdings, which made an election under
11 U.S.C. Sec. 1111(b) to have one secured claim in the amount of
$38,174,090, will be paid a stream of payments equal to or greater
than its total claim from unit sales revenues and rental income.

Unsecured creditors will be paid in monthly installments over
seven years in graduated payments through the life of the Plan
starting in November 2017.

In April 2012, the U.S. Trustee said an official committee of
unsecured creditors has not been appointed.


POWERWAVE TECHNOLOGIES: Heritage to Co-Manage Sale of Assets
------------------------------------------------------------
Heritage Global Partners, and its parent company Counsel RB
Capital, in conjunction with Maynards Industries Ltd., New Mill
Capital LLC, and The Branford Group, on May 28 disclosed that they
will jointly manage a series of sales for the complete turnkey
wireless network infrastructure and related capital assets of
Powerwave Technologies Inc.

Powerwave designs, manufactures, and markets a comprehensive suite
of wireless technologies and is a global supplier of end-to-end
wireless solutions for wireless communications networks.
Together, the companies acquired Powerwave's assets following its
Chapter 11 bankruptcy at an original asset acquisition cost of
approximately $100 million.  A series of global online auctions
will be hosted and managed by Heritage, complete details and event
dates to follow at http://www.hgpauction.com/

"Together with our valued partners we will be conducting a series
of sales of Powerwave's state-of-the-industry wireless network and
capital assets.  The upcoming auctions include an unprecedented
offering of capital assets and will be the year's largest sale of
Test and Measurement equipment, by far.  We believe our combined
global presence and familiarity with the marketplace, paired with
our expert industry knowledge, will attract significant interest
from worldwide buyers," stated Ross Dove, Managing Partner of
Heritage Global Partners.

"We are anticipating very strong demand from buyers worldwide as
the upcoming sales represent a unique opportunity to acquire a
wealth of high quality assets, including base station antennas,
tower mounted amplifiers (TMA), filters, furnishings, tooling,
wireless inventory and equipment, and much more.  We look forward
to working together to maximize the ultimate value of Powerwave's
assets," stated Matthew DelGuidice, VP of Maynards US Operations.

Led by auction industry pioneers Ross and Kirk Dove, Heritage
Global Partners is one of the leading worldwide asset advisory and
auction services firms, assisting companies with buying and
selling assets.  HGP specializes in asset brokerage, inspection,
and valuations, industrial equipment and real estate auctions, and
much more.

                   About Powerwave Technologies

Powerwave Technologies Inc. (NASDAQ: PWAV) filed for Chapter 11
bankruptcy (Bankr. D. Del. Case No. 13-10134) on Jan. 28, 2013.

Powerwave Technologies, headquartered in Santa Ana, Cal., is a
global supplier of end-to-end wireless solutions for wireless
communications networks.  The Company has historically sold the
majority of its product solutions to the commercial wireless
infrastructure industry.

The Company's balance sheet at Sept. 30, 2012, showed $213.45
million in total assets, $396.05 million in total liabilities and
a $182.59 million total shareholders' deficit.

Aside from a $35 million secured debt to P-Wave Holdings LLC, the
Debtor owes $150 million in principal under 3.875% convertible
subordinated notes and $106 million in principal under 2.5%
convertible senior subordinated notes where Deutsche Bank Trust
Company Americas is the indenture trustee.  In addition, as of the
Petition Date, the Debtor estimates that between $15 and $25
million is outstanding to its vendors.

The Debtor is represented by attorneys at Proskauer Rose LLP and
Potter Anderson & Corroon LLP.

Prepetition secured lender, P-Wave Holdings LLC, is represented by
Martin A. Sosland, Esq., and Joseph H. Smolinsky, Esq., at Weil
Gotshal & Manges LLP; and Mark D. Collins, Esq., and John H.
Knight, Esq., at Richards Layton & Finger.

The Official Committee of Unsecured Creditors has retained Sidley
Austin LLP; Young Conaway Stargatt & Taylor LLP; and Zolfo Cooper,
LLC.


PREMIER PAVING: Court OKs Stipulation for Continued Cash Access
---------------------------------------------------------------
The Bankruptcy Court approved a stipulation authorizing Premier
Paving, Inc.'s continued access to cash collateral pursuant to a
final cash collateral agreement.

As reported by the Troubled Company Reporter on March 21, 2013,
the Debtor sought court authorization to use cash collateral in
order to pay necessary operating expenses.  Wells Fargo Bank,
N.A., which asserts claims of $6.5 million for loans provided
prepetition, may have a secured lien position on the Debtor's
funds and revenues that constitute cash collateral.

In a court filing dated April 1, 2013, the Debtor said that since
September 2012, the Debtor and Wells Fargo consented to the
continued use of cash collateral on a monthly basis, pursuant to
the nearly identical terms and budget of the stipulation of cash
collateral use with the previous agreement expiring April 1.

                        About Premier Paving

Denver, Colorado-based Premier Paving Inc. --
http://www.premierpavinginc.com/-- operates a full-service
highway construction company, which services include paving,
grading and milling, geo-textiles, trucking, traffic control and
quality control.  Premier Paving also owns and operates an asphalt
plant.

Premier Paving filed for Chapter 11 bankruptcy (Bankr. D. Colo.
Case No. 12-16445) on April 2, 2012.  Judge Michael E. Romero
presides over the case.  Lee M. Kutner, Esq., at Kutner Miller
Brinen, P.C., serves as the Debtor's counsel.  In its petition,
the Debtor estimated up to $50 million in assets and debts.  The
petition was signed by David Goold, treasurer.

The Official Unsecured Creditors Committee is represented by
Onsager, Staelin & Guyerson, LLC.

The secured lender, Wells Fargo Bank N.A., is represented by
Douglas W. Brown, Esq., at Brown, Berardini & Dunning P.C.

The Debtor filed its Plan, along with its Disclosure Statement, on
Oct. 31, 2012.

Early in December, the Debtor won Court permission to employ
Pinnacle Real Estate Advisors LLC to provide professional broker
services related to the sale of certain of the Debtor's real
estate assets.


PRIMCOGENT SOLUTIONS: In Dispute With Everyone; Seeks Cash Use
--------------------------------------------------------------
Before seeking bankruptcy, Primcogent Solutions LLC says the sole
supplier of its products, Erchonia Corporation, terminated their
exclusive distribution agreement, its secured lender seized its
bank account, and the prior exclusive North American distributor
of Erchonia's products misled it into buying the business less
than two years ago.

Primcogent Solutions has sought Chapter 11 protection as a "last
resort" and is now asking the bankruptcy court for various relief,
including use of cash collateral of secured lender ORIX Ventures,
LLC, an injunction against Erchonia's "wrongful actions and
conduct" against the Debtor, and declaratory relief that, among
other things, the Erchonia agreements have not been terminated.

The Debtor estimates that if it is able to use cash collateral,
and if Erchonia is enjoined from continuing to breach its
obligations under the agreements and damage the Debtor's business
with its tortious actions, the Debtor would have more than
sufficient cash flow to "service" the secured loan obligations to
ORIX through monthly payments, in cash, of postpetition interest.
The interest payments, along with replacement liens, will serve as
adequate protection to ORIX.

The Debtor says there's still interest from investors
notwithstanding wrongful conduct by Erchonia and the secured
lender.

During the period preceding the Petition Date, the Debtor engaged
in regular negotiations with potential investors interested in
financing the Debtor's operations or otherwise making an
investment in the Debtor's business.  As recently as May 12, 2013,
the Debtor received a term sheet from a well-known and well-
financed institutional investor which provided for $5 million of
financing and payment of all amounts allegedly owed to Erchonia
under the Erchonia agreements.  The Debtor has had a number of
other indications of interest and discussions with potential
investors prior to the Petition Date.

                     Adversary Proceedings

The Debtor has commenced Adversary Proceeding No. 13-04053 against
Erchonia to enjoin Erchonia from continuing to breach its
obligations under the agreements and to obtain a declaratory
judgment that Erchonia breached the agreements prior to
termination, and that the unilateral termination of the agreement
is invalid.  A copy of the complaint is available for free at:
http://bankrupt.com/misc/Primcogent_vs._Erchonia_Complaint.pdf

The Debtor has also commenced an adversary proceeding against
Santa Barbara Medical Innovations, LLC, seeking a declaration that
SBMI's conduct when it sold the business to the Debtor in 2011 was
fraudulent, malicious, and resulted in harm to the Debtor.
The Debtor claims that during sale negotiations, SBMI made
materially false representations to the Debtor including, but not
limited to, misrepresenting (i) the number of Zerona Body
Lasers being rented by customers, (ii) SBMI's relationship with
its customers, including the level of returns by customers of the
Zerona Body Lasers, (iii) the revenues being generated by the
Zerona Body Lasers, including recurring revenues from rentals, and
(iv) the valuation of SBMI resulting from such cash flows.

The Debtor says SBMI's breaches and fraudulent conduct have caused
the Debtor millions of dollars in damages and ultimately resulted
in the Debtor seeking the protective relief of the Court's
jurisdiction under chapter 11 of the Bankruptcy Code.  A copy of
the complaint is available for free at:
http://bankrupt.com/misc/Primcogent_vs_SBMI_Complaint.pdf

            Erchonia Wants to Sell Products to Others

Erchonia has filed a motion asking the Court for an order
determining that the automatic stay does not apply or,
alternatively, granting it relief from the automatic stay
provisions of the Bankruptcy Code pursuant to 11 U.S.C. Sec. 362
(d)(1), in either case, with respect to Erchonia's activities in
selling its products and protecting its intellectual property
rights.

"PrimCogent did not cure its monetary defaults and did not meet
its required sales quotas.  Accordingly, Erchonia proceeded with
its contractual rights to terminate the Debtor's contractual
rights.  That termination was completed weeks prior to the filing
of this proceeding.  There is no reason for the stay to remain in
place," Erchonia said.

                     $45 Million Business

The Debtor's books and records reflect total assets of roughly
$50 million and total liabilities of roughly $26 million, as of
April 30, 2013.

As of the bankruptcy filing, the Debtor was indebted and liable to
ORIX for $11 million.  The Debtor is also liable for roughly
$4,050,000 in subordinated notes, as well as $7 million in pre-
petition trade debt to vendors, suppliers and other trade
creditors.

The Debtor relates that on a valuation performed at the time of
the 2011 acquisition, the Debtor's products, if the Debtor's
rights in such products under the Erchonia agreements are
preserved, would have an estimated value of roughly $45 million.
At a minimum, based on the foregoing valuation, the value of the
Debtor's products remaining in its warehouse would have an
estimated value of roughly $20 million.

                  About Primcogent Solutions

Primcogent Solutions, LLC, is a supplier and distributor of
medical equipment and services in North America.  Primcogent
operates as the exclusive North American (and, through its
European subsidiaries, Western European) seller or distributor of
equipment manufactured by Erchonia Corporation, pursuant to
exclusive license and supply agreements.  Products sold include
Erchonia's non-invasive body-contouring laser technology
trademarked under the name Zerona(R), including the Zerona Body
Laser.

Primcogent was formed in late 2011 following the acquisition
of the business of Santa Barbara Medical Innovations LLC for
$18 million.  Although the Erchonia agreement gave Primcogent
perpetual rights to sell Erchonia products, Erchonia declared in
March 2013 that the agreement has been terminated due to
Primcogent's alleged failure to perform and starting that time
stopped servicing Primcogent's products.  Primcogent, on the other
hand, claims Erchonia has committed fraud, breached the agreement
and tortiously interfered with Primcogent's business.  Primcogent
cites, among other things, Erchonia's failure to obtain FDA
clearance of Lunula, a laser technology used to treat or cure toe
fungus.

Primcogent also claims ORIX, its secured lender, is working in
concert with Erchonia.  A default in the Erchonia agreement
triggered a cross-default in the credit agreement, and the secured
lender has already seized control of Primcogent's cash account and
is attempting to control warehouse inventory.

Primcogent filed a bare-bones Chapter 11 petition (Bankr. N.D.
Tex. Case No. 13-42368) in Ft. Worth, Texas, on May 20, 2013.  The
petition was signed by David Boris, chairman of board of managers
of managing member.  The Debtor estimated assets of at least $50
million and debts of at least $10 million.  Judge Michael Lynn
presides over the case.  Jason Napoleon Thelen, Esq.,at Andrews
Kurth, LLP, serves as the Debtor's counsel.

ORIX is represented by:

         Robert W. Jones, Esq.
         Brian Smith, Esq.
         PATTON BOGGS, LLP
         2000 McKinney Avenue, Suite 1700
         Dallas, TX 75201
         Tel: (214) 758-1500
         Fax: (214) 758-1550

Erchonia is represented by:

          Ira M. Schwartz, Esq.
          Lawrence D. Hirsh, Esq.
          DECONCINI McDONALD YETWIN & LACY, P.C.
          7310 North 16th Street, Suite 330
          Phoenix, AZ 85020
          Tel: 602-282-0500
          Fax: 602-282-0520

               - and -

          J. Michael Sutherland, Esq.
          Lisa M. Lucas, Esq.
          CARRINGTON, COLEMAN, SLOMAN & BLUMENTHAL, LLP
          901 Main St., Suite 5500
          Dallas, TX 75202
          Tel: 214-855-3000
          Fax: 214-855-1333


PRIMCOGENT SOLUTIONS: ORIX Says Fort Worth Is Improver Venue
------------------------------------------------------------
ORIX Ventures, LLC, wants the bankruptcy case of Primcogent
Solutions, LLC, transferred from the Fort Worth Division to the
Dallas Division.

ORIX notes the Debtor's court filings indicate an address of 55520
LBJ Freeway, Suite 800, in Dallas.  ORIX also points out that the
Debtor's principal assets are located in a warehouse in Dallas
County, Texas, and the Debtor does not have any material property
within other counties.

On the Petition Date, the Debtor owed outstanding secured
obligations to ORIX, which obligations are secured by liens on
substantially all of the Debtor's personal property, including its
inventory and accounts receivable.

                  About Primcogent Solutions

Primcogent Solutions, LLC, is a supplier and distributor of
medical equipment and services in North America.  Primcogent
operates as the exclusive North American (and, through its
European subsidiaries, Western European) seller or distributor of
equipment manufactured by Erchonia Corporation, pursuant to
exclusive license and supply agreements.  Products sold include
Erchonia's non-invasive body-contouring laser technology
trademarked under the name Zerona(R), including the Zerona Body
Laser.

Primcogent was formed in late 2011 following the acquisition
of the business of Santa Barbara Medical Innovations LLC for
$18 million.  Although the Erchonia agreement gave Primcogent
perpetual rights to sell Erchonia products, Erchonia declared in
March 2013 that the agreement has been terminated due to
Primcogent's alleged failure to perform and starting that time
stopped servicing Primcogent's products.  Primcogent, on the other
hand, claims Erchonia has committed fraud, breached the agreement
and tortiously interfered with Primcogent's business.  Primcogent
cites, among other things, Erchonia's failure to obtain FDA
clearance of Lunula, a laser technology used to treat or cure toe
fungus.

Primcogent also claims ORIX, its secured lender, is working in
concert with Erchonia.  A default in the Erchonia agreement
triggered a cross-default in the credit agreement, and the secured
lender has already seized control of Primcogent's cash account and
is attempting to control warehouse inventory.

Primcogent filed a bare-bones Chapter 11 petition (Bankr. N.D.
Tex. Case No. 13-42368) in Ft. Worth, Texas, on May 20, 2013.  The
petition was signed by David Boris, chairman of board of managers
of managing member.  The Debtor estimated assets of at least $50
million and debts of at least $10 million.  Judge Michael Lynn
presides over the case.  Jason Napoleon Thelen, Esq.,at Andrews
Kurth, LLP, serves as the Debtor's counsel.

ORIX is represented by Robert W. Jones, Esq., and Brian Smith,
Esq., at Patton Boggs, LLP.  Erchonia is represented by Ira M.
Schwartz, Esq., and Lawrence D. Hirsh, Esq., at Deconcini McDonald
Yetwin & Lacy, P.C.; and J. Michael Sutherland, Esq., and Lisa M.
Lucas, Esq., at Carrington, Coleman, Sloman & Blumenthal, LLP.


PROMMIS HOLDINGS: Committee Balks at Cash Collateral Order
----------------------------------------------------------
The Official Committee of Unsecured Creditors last month objected
to Prommis Holdings, LLC, et al.'s motion for interim and final
authorization to use cash collateral.

The Committee asserts that the cash collateral order lacks several
important protections and mechanisms commonly granted to creditor
constituencies, and requests that the Debtor enter a more
reasonable form of order that permits the Debtors the right to use
cash collateral in the operation of their business while providing
all of their creditor constituencies with appropriate protections
provided under the Bankruptcy Code.

The Committee notes that the Debtors state that they are indebted
to the lenders in the approximate amount of $73,979,885.

On April 11, 2013, the Bankruptcy Court signed a stipulation
regarding termination events under the agreed interim order
authorizing use of cash collateral.  The stipulation was entered
between the Debtors, and Gleacher Products Corp., in its
capacities as administrative agent, first lien collateral agent,
second lien collateral agent and third lien collateral agent, on
behalf of the lenders party to that certain credit and guaranty
agreement dated as of June 12, 2012.

                      About Prommis Holdings

Atlanta, Georgia-based Prommis Holdings, LLC, and its 10
affiliates delivered their petitions for voluntary bankruptcy
under Chapter 11 of the Bankruptcy Code on March 18, 2013.  Judge
Brendan Linehan Shannon of the United States Bankruptcy Court
District of Delaware presides over the case.  The case is assigned
Bankruptcy Case No. 13-10551.

Steven K. Kortanek, Esq., at Womble Carlyle Sandridge & Rice, LLP,
serves as the Debtors' counsel, while Kirkland & Ellis LLP serves
as co-counsel.  The Debtors' restructuring advisor is Huron
Consulting Services, LLC.  Donlin Recano & Company, Inc., is the
Debtors' claims agent.

The petition estimated the lead Debtors' assets to range between
$10,000,001 and $50,000,000 and the lead Debtor's debts between
$50,000,001 and $100,000,000.  The petitions were signed by
Charles T. Piper, chief executive officer.


PURE BEAUTY: Dismissal of Chapter 11 Case Sought
------------------------------------------------
Pure Beauty Salons & Boutiques, Inc. and BeautyFirst Franchise
Corp. and their Official Committee of Unsecured Creditors have
filed a joint motion with the U.S. Bankruptcy Court seeking to:

   a. dismiss the chapter 11 cases of the Debtors,

   b. dissolve the Debtors' corporate entities;

   c. direct the purchaser to pay from the Final Wind-Down
      Reserve the approved professional fees and expenses pursuant
      to the agreed procedures; and

   d. granting related relief.

In February 2012, Pure Beauty won court approval to sell the
business in exchange for debt under a contract largely worked out
prepetition.  Bill Rochelle, the bankruptcy columnist for
Bloomberg News, reported that Regis Corp., the former owner, and
an affiliate of a Luborsky family trust, acquired the business in
exchange for $18 million in debt held by Regis and the assumption
of specified liabilities.  The two prospective buyers were
involved in the prior Chapter 11 sale.

Mr. Rochelle said the creditors' committee won several
concessions.  The Luborsky trust was to contribute $500,000 in
working capital and agreed that two family members won't receive
salary until cash flow exceeds $5 million.  The buyer agreed in
substance not to sue any creditors and assured the committee's
professionals they will be paid.

In their court papers seeking dismissal, the Debtors and the
Committee said they have negotiated, obtained approval of, and
consummated the sale of substantially all of the Debtors' assets
during the pendency of the cases and no longer have any bases or
purpose for continuing the Chapter 11 Cases.

In connection with the sale, the purchaser agreed to assume or
provide for the payment of a majority of the administrative
expense liabilities which have accrued against the Debtors since
the Petition Date and certain tax obligations (including those
entitled to priority status), thus relieving the Debtors of
certain ongoing obligations that would otherwise require these
cases to remain open for a significant amount of time.

Furthermore, pursuant to the terms of the sale order, the
purchaser was granted releases in conjunction therewith, and also
acquired any potential causes of action held by the Debtors.

At this stage, the Debtors' authority to use cash collateral has
terminated, the Debtors have no unencumbered funds available for
distribution to creditors, there are no assets of any value which
could be liquidated and the Revised Wind-Down Reserve has been
exhausted.

Accordingly, the Debtors and the Committee said dismissal of the
Chapter 11 cases and the dissolution of the Debtors' corporate
entities are warranted under the circumstances and in the best
interests of the Debtors and their estates.

The Debtors and the Committee propose that the Chapter 11 Cases be
dismissed following the payment of any then-accrued and unpaid
fees to the U.S. Trustee.

Counsel to the Creditors Committee can be reached at:

         Laura Davis Jones, Esq.
         Bruce Grohsgal, Esq.
         Bradford J. Sandler, Esq.
         PACHULSKI STANG ZIEHL & JONES LLP
         919 North Market Street, 17th Floor
         P.O. Box 8705
         Wilmington, DE
         Tel: (302) 652-4100

                         About Pure Beauty

Pure Beauty Salons & Boutiques, Inc., and its affiliated company
BeautyFirst Franchise Corp., operate a chain of hair care and
beauty supply stores under the trade names Trade Secret, Beauty
Express, BeautyFirst, PureBeauty, and Winston's Barber Shop.  Pure
Beauty Salons & Boutiques, Inc. operates and/or owns 436 stores
and BeautyFirst Franchise Corp. has agreements with 13 franchisees
that operate 22 BeautyFirst and 7 Trade Secret Stores.

Pure Beauty Salons & Boutiques, Inc., is back in Chapter 11 after
having been sold out of Chapter 11 last year.  The prior case was
dismissed after the sale was completed.  The previous case was In
re Trade Secret Inc., 10-12153, in the same court.

Pure Beauty Salons filed for bankruptcy (Bankr. D. Del. Case No.
11-13159) on Oct. 4, 2011.  Affiliate BeautyFirst Franchise Corp.
filed a separate petition (Bankr. D. Del. Case No. 11-13160).
Joseph M. Barry, Esq., Kenneth J. Enos, Esq., and Ryan M. Bartley,
Esq., at Young Conaway Stargatt & Taylor, LLP, serve as the
Debtors' counsel.  The Debtors' investment banker is SSG Capital
Advisors' J. Scott Victor.  The Debtors' notice, claims
solicitation, and balloting agent is Epiq Bankruptcy Solutions.

In its schedules, Pure Beauty Salons disclosed $36,444,963 in
assets and $55,215,590 in liabilities as of the Petition Date.
In its schedules, BeautyFirst Franchise disclosed $1,716,985 in
assets and $36,761,086 in liabilities as of the Petition Date.

The Debtors owe $15 million to vendors and landlords.  The
petition was signed by Brian Luborsky, chief executive officer.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
seven unsecured creditors to serve on the Official Committee of
Unsecured Creditors of Pure Beauty Salons.  Attorneys at Pachulski
Stang Ziehl & Jones LLP represent the Committee.  LM+Co serves as
their financial advisor.

Secured lender Regis Corp. is represented in the case by Michael
L. Meyer, Esq., at Ravich Meyer Kirkman McGrath Nauman & Tansey
P.A., and Kathleen M. Miller, Esq., at Smith Katzenstein & Furlow
LLP.


RAPID-AMERICAN CORP: Meeting of Creditors Scheduled for June 4
--------------------------------------------------------------
The U.S. Trustee for Region 2 will convene a meeting of creditors
in Rapid-American Corp.'s Chapter 11 case on June 4, 2013, at 2:30
p.m.  The meeting will be held at the Office of the U.S. Trustee,
at 80 Broad Street, 4th Floor, New York City.

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

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

                    About Rapid-American Corp.

Rapid-American Corp. filed for bankruptcy protection in Manhattan
(Bankr. S.D.N.Y. Case No. 13-10687) on March 8, 2013, to deal with
debt related to asbestos personal-injury claims.

New York-based Rapid-American was formerly a holding company with
subsidiaries primarily engaged in retail sales and consumer
products and was never engaged in an asbestos business of any
kind.  Through a series of merger transactions going back more
than 45 years, Rapid has nevertheless incurred successor liability
for personal injury claims arising from plaintiffs' exposure to
asbestos-containing products sold by The Philip Carey
Manufacturing Company -- Old Carey -- as that entity existed prior
to June 1, 1967.

Attorneys at Reed Smith LLP serve as counsel to the Debtor.  Logan
& Company, Inc., as claims and noticing agent.

The Debtor disclosed $4,446,261 in assets at unknown liabilities
as of the Chapter 11 filing.

Tracy Hope Davis, the U.S. Trustee for Region 2, late last month
appointed five members to the Official Committee of Unsecured
Creditors in Reed Smith LLP's Chapter 11 case.

The Official Committee of Unsecured Creditors in the Chapter 11
case of Rapid-American Corp. seeks authorization from the Hon.
Stuart M. Bernstein of the U.S. Bankruptcy Court of the Southern
District of New York to retain Caplin & Drysdale, Chartered, as
counsel.


RESIDENTIAL CAPITAL: Court Dismisses "Flores" Lawsuit
-----------------------------------------------------
District Judge Susan Illston dismissed, with prejudice, the
lawsuit PANFILO FLORES, JR., Plaintiff, v. GMAC MORTGAGE, LLC, ET
AL., Defendants, Case No. C 12-794 SI (N.D. Cal.) in a May 14,
2013 Order available at http://is.gd/IIoh9Lfrom Leagle.com.

The lawsuit stems from a $625,000 mortgage loan obtained by
plaintiff Irene Flores from MIT Lending on June 21, 2005, which
loan was secured by a deed of trust on a real property at 883
Skyline Drive, in Daly City, California.  Mortgage Electronic
Registration Systems, Inc. (MERS) was the beneficiary under the
deed of trust and Alliance Title was the original trustee.  In
January 2010, MERS substituted in Executive Trustee Services (ETS)
as the new trustee.  ETS signed a notice of default, recorded on
Jan. 27, 2010, which informed the plaintiff that she owed $16,955
in arrears as of Jan. 25, 2010.  On Nov. 11, 2010, MERS assigned
all beneficial interests under the deed of trust to GMAC.  ETS
recorded a notice of trustee's sale in May 2011.  GMAC then
purchased the property on Nov. 2, 2011.

In October 2011, co-plaintiff Panfilo Flores -- who is not a
signatory to the mortgage loan -- filed for Chapter 11 bankruptcy,
which plaintiffs allege effectuated an automatic stay of the
foreclosure sale.  Plaintiffs filed the lawsuit on Feb. 17, 2012,
asserting seven causes of action: (1) declaratory relief; (2)
injunctive relief; (3) cancellation of instruments; (4) deceit;
(5) violation of Cal. Civ. Code Sec. 2943(A)(1)(A); (6) fraud; and
(7) unjust enrichment.  Plaintiffs assert that none of the
defendants has standing to initiate foreclosure, or standing to
request that plaintiffs repay the loan.

On review, Judge Illston opined that the lawsuit is premised on
the flawed theory that "none of the defendants has the authority
to institute a nonjudicial foreclosure, because the mortgage loan
was securitized and sold on the secondary mortgage market without
a valid assignment of the note and deed of trust from the original
lender to any of the defendants."

The judge said, "contrary to plaintiffs' contention, the alleged
securitization here did not invalidate MERS' assignment or
substitution or extinguish its rights to do so.  Even if it did,
plaintiffs do not have standing to sue based on that deficient
assignment or substitution.  Having concluded as much, the Court
finds that leave to amend here would be futile where plaintiffs
will not be able to establish standing based on their core
allegations. Finally, to the extent plaintiff seeks to 'unwind a
foreclosure,' those allegations and any claims therein are moot
because GMAC rescinded the sale on January 26, 2012, weeks prior
to this lawsuit."


RG STEEL: to Sell Real Property to Go Green for $500,000
--------------------------------------------------------
RG Steel Wheeling LLC said it is planning to sell some of its
assets to Go Green America Recycling LLC for $500,000.  The assets
to be sold consist of RG Steel's rights, title and interest in and
to a real property located in Follansbee, West Virginia.
Objections to the proposed sale must be filed on or before June 7.

                          About RG Steel

RG Steel LLC -- http://www.rg-steel.com/-- is the United States'
fourth-largest flat-rolled steel producer with annual steelmaking
capacity of 7.5 million tons.  It was formed in March 2011
following the purchase of three steel facilities located in
Sparrows Point, Maryland; Wheeling, West Virginia and Warren,
Ohio, from entities related to Severstal US Holdings LLC.  RG
Steel also owns finishing facilities in Yorkville and Martins
Ferry, Ohio.  It also owned Wheeling Corrugating Company and has a
50% ownership in Mountain State Carbon and Ohio Coatings Company.

RG Steel along with affiliates, including WP Steel Venture
LLC, sought bankruptcy protection (Bankr. D. Del. Lead Case No.
12-11661) on May 31, 2012.  Bankruptcy was precipitated by
liquidity shortfall and a dispute with Mountain State Carbon, LLC,
and a Severstal affiliate, that restricted the shipment of coke
used in the steel production process.

The Debtors estimated assets and debts in excess of $1 billion.
As of the bankruptcy filing, the Debtors owe (i) $440 million,
including $16.9 million in outstanding letters of credit, to
senior lenders led by Wells Fargo Capital Finance, LLC, as
administrative agent, (ii) $218.7 million to junior lenders, led
by Cerberus Business Finance, LLC, as agent, (iii) $130.5 million
on account of a subordinated promissory note issued by majority
owner The Renco Group, Inc., and (iv) $100 million on a secured
promissory note issued by Severstal.

Judge Kevin J. Carey presides over the case.

The Debtors are represented in the case by Robert J. Dehney, Esq.,
and Erin R. Fay, Esq., at Morris, Nichols, Arsht & Tunnell LLP,
and Matthew A. Feldman, Esq., Shaunna D. Jones, Esq., Weston T.
Eguchi, Esq., at Willkie Farr & Gallagher LLP, represent the
Debtors.  Conway MacKenzie, Inc., serves as the Debtors' financial
advisor and The Seaport Group serves as lead investment banker.
Donald MacKenzie of Conway MacKenzie, Inc., as CRO.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

Wells Fargo Capital Finance LLC, as Administrative Agent, is
represented by Jonathan N. Helfat, Esq., and Daniel F. Fiorillo,
Esq., at Otterbourg, Steindler, Houston & Rosen, P.C.; and Laura
Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachuiski Stang
Ziehi & Jones LLP.

Renco Group is represented by lawyers at Cadwalader, Wickersham &
Taft LLP.

Kramer Levin Naftalis & Frankel LLP represents the Official
Committee of Unsecured Creditors.  Huron Consulting Services LLC
serves as the Committee's financial advisor.

The Debtor has sold off the principal plants.  The sale of
the Wheeling Corrugating division to Nucor Corp. brought in
$7 million.  That plant in Sparrows Point, Maryland, fetched the
highest price, $72.5 million.  CJ Betters Enterprises Inc. paid
$16 million for the Ohio plant.


RG STEEL: Unsecured Creditors Fight Rennert, Goodwin Objections
---------------------------------------------------------------
RG Steel LLC's official committee of unsecured creditors asked
U.S. Bankruptcy Judge Kevin Carey to overrule objections to its
bid to sue top officials of the company and Renco Group Inc.

Last month, Ira Rennert, chairman and owner of Renco, and RG Steel
CEO Vincent Goodwin opposed the unsecured creditors' motion to sue
them for allegedly breaching their fiduciary duties to the steel
maker.

In a May 24 filing, the unsecured creditors' committee said it
should be allowed to file a complaint because it is the only
"unconflicted fiduciary" that can pursue claims in place of RG
Steel.

"The debtors, controlled by the proposed defendants are inherently
conflicted and have predictably refused to pursue the claims," the
committee said.

The committee also said "colorable claims" exist that may provide
a recovery in excess of $238 million, and that the claims are the
only potential source of recovery for unsecured creditors.

The two officials were accused of delaying RG Steel's bankruptcy
filing to allow Renco to sell its ownership stake and avoid the
steel maker's pension obligations.

Renco sold a portion of its ownership stake in RG Steel before the
steel maker filed for Chapter 11 protection in May 2012.
Ownership of 80% or more in RG Steel would have made Renco
responsible for the steel maker's pension plans.

The sale of Renco's ownership stake left RG Steel saddled with
millions of debt, according to the committee which seeks to
recover more than $238 million in damages.

                          About RG Steel

RG Steel LLC -- http://www.rg-steel.com/-- is the United States'
fourth-largest flat-rolled steel producer with annual steelmaking
capacity of 7.5 million tons.  It was formed in March 2011
following the purchase of three steel facilities located in
Sparrows Point, Maryland; Wheeling, West Virginia and Warren,
Ohio, from entities related to Severstal US Holdings LLC.  RG
Steel also owns finishing facilities in Yorkville and Martins
Ferry, Ohio.  It also owned Wheeling Corrugating Company and has a
50% ownership in Mountain State Carbon and Ohio Coatings Company.

RG Steel along with affiliates, including WP Steel Venture
LLC, sought bankruptcy protection (Bankr. D. Del. Lead Case No.
12-11661) on May 31, 2012.  Bankruptcy was precipitated by
liquidity shortfall and a dispute with Mountain State Carbon, LLC,
and a Severstal affiliate, that restricted the shipment of coke
used in the steel production process.

The Debtors estimated assets and debts in excess of $1 billion.
As of the bankruptcy filing, the Debtors owe (i) $440 million,
including $16.9 million in outstanding letters of credit, to
senior lenders led by Wells Fargo Capital Finance, LLC, as
administrative agent, (ii) $218.7 million to junior lenders, led
by Cerberus Business Finance, LLC, as agent, (iii) $130.5 million
on account of a subordinated promissory note issued by majority
owner The Renco Group, Inc., and (iv) $100 million on a secured
promissory note issued by Severstal.

Judge Kevin J. Carey presides over the case.

The Debtors are represented in the case by Robert J. Dehney, Esq.,
and Erin R. Fay, Esq., at Morris, Nichols, Arsht & Tunnell LLP,
and Matthew A. Feldman, Esq., Shaunna D. Jones, Esq., Weston T.
Eguchi, Esq., at Willkie Farr & Gallagher LLP, represent the
Debtors.  Conway MacKenzie, Inc., serves as the Debtors' financial
advisor and The Seaport Group serves as lead investment banker.
Donald MacKenzie of Conway MacKenzie, Inc., as CRO.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

Wells Fargo Capital Finance LLC, as Administrative Agent, is
represented by Jonathan N. Helfat, Esq., and Daniel F. Fiorillo,
Esq., at Otterbourg, Steindler, Houston & Rosen, P.C.; and Laura
Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachuiski Stang
Ziehi & Jones LLP.

Renco Group is represented by lawyers at Cadwalader, Wickersham &
Taft LLP.

Kramer Levin Naftalis & Frankel LLP represents the Official
Committee of Unsecured Creditors.  Huron Consulting Services LLC
serves as the Committee's financial advisor.

The Debtor has sold off the principal plants.  The sale of
the Wheeling Corrugating division to Nucor Corp. brought in
$7 million.  That plant in Sparrows Point, Maryland, fetched the
highest price, $72.5 million.  CJ Betters Enterprises Inc. paid
$16 million for the Ohio plant.


RHYTHM & HUES: Rust Consulting Approved as Noticing & Claims Agent
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
authorized Rhythm and Hues, Inc., to employ Rust Consulting Omni
Bankruptcy, a division of Rust Consulting Inc., as noticing,
claims and balloting agent for clerk of the Bankruptcy Court.

Rhythm and Hues, Inc., aka Rhythm and Hues Studios Inc., filed its
Chapter 11 petition (Bankr. C.D. Cal. Case No. 13-13775) in Los
Angeles on Feb. 13, 2013, estimating assets ranging from $10
million to $50 million and liabilities ranging from $50 million to
$100 million.  Judge Neil W. Bason oversees the case.  Brian L.
Davidoff, Esq., C. John M Melissinos, Esq., and Claire E. Shin,
Esq., at Greenberg Glusker, serve as the Debtor's counsel.
Houlihan Lokey Capital Inc., serves as investment banker.

The petition was signed by John Patrick Hughes, president and CFO.

R&H provided visual effects and animation for more than 150
feature films and has received Academy Awards for Babe and the
Golden Compass, an Academy Award nomination for The Chronicles of
Narnia and Life of Pi.  R&H owned a 135,000 square-foot facility
in El Segundo, California, and had more than 460 employees.

Key clients Universal City Studios LLC and Twentieth Century Fox,
a division of Twentieth Century Fox Film Corporation, provided DIP
financing.  They are represented by Jones Day's Richard L. Wynne,
Esq., and Lori Sinanyan, Esq.

The Official Committee of Unsecured Creditors tapped Stutman,
Treister & Glatt Professional Corporation as its counsel.


ROCKWELL MEDICAL: Underwriters Buy Add'l 1.7MM Common Shares
------------------------------------------------------------
Rockwell Medical, Inc., said that the underwriters of its recently
announced public offering have exercised their over-allotment
option to purchase an additional 1,721,311 shares of its common
stock at the offering price of $3.05.  The Company expects to
realize net proceeds of approximately $5 million after deducting
underwriter's discounts.  The net proceeds of the offering will be
used to fund SFP clinical trials and for other general corporate
purposes.

Chardan Capital Markets, LLC, is acting as the sole book-running
manager for the offering.  Summer Street Research Partners is
acting as lead manager for the offering.  C&Co/PrinceRidge LLC is
acting as co-manager for the offering.

A shelf registration statement relating to these securities was
previously filed with, and declared effective by, the Securities
and Exchange Commission.  A final prospectus supplement related to
the offering was filed with the Securities and Exchange Commission
on May 15, 2013.  Copies of the final prospectus supplement and
accompanying prospectus relating to the offering may be obtained
by contacting Chardan Capital Markets LLC, Attention: Scott
Blakeman, Director of Operations, 17 State Street, Suite 1600, New
York, NY 10004, or by calling (646) 465-9025.  An electronic copy
of the final prospectus supplement and accompanying prospectus
relating to the offering are available on the Web site of the
Securities and Exchange Commission at www.sec.gov.

                           About Rockwell

Rockwell Medical, Inc. (Nasdaq: RMTI), headquartered in Wixom,
Michigan, is a fully-integrated biopharmaceutical company
targeting end-stage renal disease ("ESRD") and chronic kidney
disease ("CKD") with innovative products and services for the
treatment of iron deficiency, secondary hyperparathyroidism and
hemodialysis (also referred to as "HD" or "dialysis").

Rockwell's lead investigational drug is in late stage clinical
development for iron therapy treatment in CKD-HD patients.  It is
called Soluble Ferric Pyrophosphate ("SFP").  SFP delivers iron to
the bone marrow in a non-invasive, physiologic manner to
hemodialysis patients via dialysate during their regular dialysis
treatment.

In its report on the consolidated financial statements for the
year ended Dec. 31, 2012, Plante & Moran, PLLC, in Clinton
Township, Michigan, expressed substantial doubt about Rockwell
Medical's ability to continue as a going concern, citing the
Company's recurring losses from operations, negative working
capital, and insufficient liquidity.

The Company reported a net loss of $54.0 million on $49.8 million
of sales in 2012, compared with a net loss of $21.4 million on
$49.0 million of sales in 2011.  The Company's balance sheet at
Dec. 31, 2012, showed $17.0 million in total assets, $27.0 million
in total current liabilities, and a stockholders' deficit of $10.0
million.


RODEO CREEK: Wins Approval of Key Employee Retention Plan
---------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada authorized
Rodeo Creek Gold Inc. to implement a key employee retention plan.

As reported by the Troubled Company Reporter on April 18, 2013,
the Debtor sought permission to implement a KERP estimated to cost
$440,000 to assist them in retaining a select group of key
employees necessary to maintain business operations and to fulfill
their obligations while they work to maximize the value of their
estates through a successful asset sale.

Participants in the KERP will include approximately 20 employees
of the Debtors' Nevada operations, none of whom are insiders.  The
KERP provides a retention bonus of 15% of each KERP Participant's
annual base salary, with the exception of one KERP Participant
whose KERP Bonus will equal 30% of that KERP Participant's annual
base salary.

According to the Debtors, the KERP Bonus will replace their
Prepetition Bonus Programs for the second quarter of 2013.  The
Debtors clarify that for the second quarter of 2013, the KERP
Participants will not receive both the KERP Bonus and the bonuses
that the KERP Participants were previously expecting to receive
under the Prepetition Bonus Programs.

The Debtors said the KERP Bonuses will be payable upon
consummation of the Sale, and if a Sale does not occur, no KERP
Bonuses will be paid.  If a KERP Participant resigns, retires, or
otherwise voluntarily terminates his or her employment or is
terminated by the Debtors for cause prior to the consummation of
the Sale, that KERP Participant will forfeit any KERP Bonus.

               About Rodeo Creek and Great Basin

Canada-based The Great Basin Gold Ltd and its subsidiaries are
engaged in the exploration, development, and operation of high-
quality gold properties.  The GBG Group's primary projects are a
trial mine and a recently constructed start-up mine, both of which
are located in rich gold-producing regions: the Hollister trial
mine in Nevada and the Burnstone start-up mine in South Africa.
The GBG Group also holds interests in early-stage mineral
prospects located in Canada and Mozambique.

On Sept. 18, 2012, the GBG Group's primary South African operating
subsidiary and owner of the Burnstone Start-up Mine, Southgold
Exploration (Pty) Ltd., commenced business rescue proceedings
under chapter 6 of the South African Companies Act, 2008.

On Sept. 19, 2012, Great Basin Gold Ltd., the ultimate parent
company, applied for protection from its creditors in Canada
pursuant to the Companies' Creditors Arrangement Act, R.S.C. 1985,
c. C-36 in the Supreme Court of British Columbia Vancouver
Registry.  GBG arranged -- and the U.S. debtors cross-guaranteed
-- DIP financing from Credit Suisse and Standard Chartered Bank in
the amount of $51 million, of which $10 million was made available
to the U.S. subsidiaries and $25 million for South Africa.

On Feb. 25, 2013, Rodeo Creek Gold Inc., which operates and owns
the Hollister Trial-Mine, along with other U.S. subsidiaries of
Great Basin, filed petitions for Chapter 11 protection (Bankr. D.
Nev. Case No. 13-50301), in Reno, Nevada, as cash ran out before
they could complete the sale of the mine.

Rodeo Creek estimated assets worth less than $100 million and debt
in excess of $100 million.  Credit Suisse is the agent under the
Debtors' secured prepetition credit facilities: (i) the Existing
Hollister Credit Facility, under which the Debtors had $52.5
million outstanding at the end of 2012 and (ii) the Canadian DIP
Facility, under which the Debtors had guaranteed $35 million
outstanding as of the Petition Date.  The Debtors also had
$13.5 million in outstanding trade debt, in addition to certain
intercompany obligations.

A three-member Official Committee of Unsecured Creditors, composed
of Quality Transportation Inc., Prometheus Energy Group, Inc., and
F & H Mine Supply, was appointed in the Debtors' Chapter 11 cases.
The Committee is represented by Pachulski Stang Ziehl & Jones LLP
as counsel, Armstrong Teasdale LLP as its local Nevada counsel,
and BDO Consulting as its financial advisor.


RODEO CREEK: Committee Can Retain Armstrong Teasdale as Counsel
---------------------------------------------------------------
The Bankruptcy Court authorized the Official Committee of
Unsecured Creditors in the Chapter 11 case of Rodeo Creek Gold
Inc., to retain Armstrong Teasdale LLP as its counsel.

In a separate filing, the Court also authorized the Committee to
retain Pachulski Stang Ziehl & Jones LLP as its counsel.

To the best of the Committee's knowledge, Armstrong Teasdale and
Pachulski are "disinterested" as that term is defined under
Section 101(14) of the Bankruptcy Code.

               About Rodeo Creek and Great Basin

Canada-based The Great Basin Gold Ltd and its subsidiaries are
engaged in the exploration, development, and operation of high-
quality gold properties.  The GBG Group's primary projects are a
trial mine and a recently constructed start-up mine, both of which
are located in rich gold-producing regions: the Hollister trial
mine in Nevada and the Burnstone start-up mine in South Africa.
The GBG Group also holds interests in early-stage mineral
prospects located in Canada and Mozambique.

On Sept. 18, 2012, the GBG Group's primary South African operating
subsidiary and owner of the Burnstone Start-up Mine, Southgold
Exploration (Pty) Ltd., commenced business rescue proceedings
under chapter 6 of the South African Companies Act, 2008.

On Sept. 19, 2012, Great Basin Gold Ltd., the ultimate parent
company, applied for protection from its creditors in Canada
pursuant to the Companies' Creditors Arrangement Act, R.S.C. 1985,
c. C-36 in the Supreme Court of British Columbia Vancouver
Registry.  GBG arranged -- and the U.S. debtors cross-guaranteed
-- DIP financing from Credit Suisse and Standard Chartered Bank in
the amount of $51 million, of which $10 million was made available
to the U.S. subsidiaries and $25 million for South Africa.

On Feb. 25, 2013, Rodeo Creek Gold Inc., which operates and owns
the Hollister Trial-Mine, along with other U.S. subsidiaries of
Great Basin, filed petitions for Chapter 11 protection (Bankr. D.
Nev. Case No. 13-50301), in Reno, Nevada, as cash ran out before
they could complete the sale of the mine.

Rodeo Creek estimated assets worth less than $100 million and debt
in excess of $100 million.  Credit Suisse is the agent under the
Debtors' secured prepetition credit facilities: (i) the Existing
Hollister Credit Facility, under which the Debtors had $52.5
million outstanding at the end of 2012 and (ii) the Canadian DIP
Facility, under which the Debtors had guaranteed $35 million
outstanding as of the Petition Date.  The Debtors also had
$13.5 million in outstanding trade debt, in addition to certain
intercompany obligations.

A three-member Official Committee of Unsecured Creditors, composed
of Quality Transportation Inc., Prometheus Energy Group, Inc., and
F & H Mine Supply, was appointed in the Debtors' Chapter 11 cases.
The Committee is represented by Pachulski Stang Ziehl & Jones LLP
as counsel, Armstrong Teasdale LLP as its local Nevada counsel,
and BDO Consulting as its financial advisor.


RODEO CREEK: Panel Can Retain BDO Consulting as Financial Advisors
------------------------------------------------------------------
The Bankruptcy Court authorized the Official Committee of
Unsecured Creditors in the Chapter 11 case of Rodeo Creek Gold,
Inc., to retain BDO Consulting, a division of BDO USA, LLP, as its
financial advisors.

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

               About Rodeo Creek and Great Basin

Canada-based The Great Basin Gold Ltd and its subsidiaries are
engaged in the exploration, development, and operation of high-
quality gold properties.  The GBG Group's primary projects are a
trial mine and a recently constructed start-up mine, both of which
are located in rich gold-producing regions: the Hollister trial
mine in Nevada and the Burnstone start-up mine in South Africa.
The GBG Group also holds interests in early-stage mineral
prospects located in Canada and Mozambique.

On Sept. 18, 2012, the GBG Group's primary South African operating
subsidiary and owner of the Burnstone Start-up Mine, Southgold
Exploration (Pty) Ltd., commenced business rescue proceedings
under chapter 6 of the South African Companies Act, 2008.

On Sept. 19, 2012, Great Basin Gold Ltd., the ultimate parent
company, applied for protection from its creditors in Canada
pursuant to the Companies' Creditors Arrangement Act, R.S.C. 1985,
c. C-36 in the Supreme Court of British Columbia Vancouver
Registry.  GBG arranged -- and the U.S. debtors cross-guaranteed
-- DIP financing from Credit Suisse and Standard Chartered Bank in
the amount of $51 million, of which $10 million was made available
to the U.S. subsidiaries and $25 million for South Africa.

On Feb. 25, 2013, Rodeo Creek Gold Inc., which operates and owns
the Hollister Trial-Mine, along with other U.S. subsidiaries of
Great Basin, filed petitions for Chapter 11 protection (Bankr. D.
Nev. Case No. 13-50301), in Reno, Nevada, as cash ran out before
they could complete the sale of the mine.

Rodeo Creek estimated assets worth less than $100 million and debt
in excess of $100 million.  Credit Suisse is the agent under the
Debtors' secured prepetition credit facilities: (i) the Existing
Hollister Credit Facility, under which the Debtors had $52.5
million outstanding at the end of 2012 and (ii) the Canadian DIP
Facility, under which the Debtors had guaranteed $35 million
outstanding as of the Petition Date.  The Debtors also had
$13.5 million in outstanding trade debt, in addition to certain
intercompany obligations.

A three-member Official Committee of Unsecured Creditors, composed
of Quality Transportation Inc., Prometheus Energy Group, Inc., and
F & H Mine Supply, was appointed in the Debtors' Chapter 11 cases.
The Committee is represented by Pachulski Stang Ziehl & Jones LLP
as counsel, Armstrong Teasdale LLP as its local Nevada counsel,
and BDO Consulting as its financial advisor.


RODEO CREEK: Sale Proceeds to Fund Chapter 11 Plan Payments
-----------------------------------------------------------
Rodeo Creek Gold Inc. submitted to the U.S. Bankruptcy Court for
the District of Nevada a Disclosure Statement explaining the Joint
Plan of Liquidation dated April 29, 2013.

According to the Disclosure Statement, the Plan embodies a
settlement between the Official Committee of Unsecured Creditors
and Credit Suisse AG, in its capacity as agent under the Existing
Hollister Facility, the Canadian DIP Facility, and the DIP
Facility).  The salient points and key features of the Committee
Settlement are:

   * The establishment of a $1 million cash fund in a separate
trust account designed by the Committee, subject to certain
increases, for the benefit of unsecured creditors;

   * The Committee's agreement to waive any right to challenge the
claims and liens in connections with the Existing Hollister
Facility and the Canadian DIP Facility;

   * The proposal of a Chapter 11 plan of liquidation to
distribute the Sale Proceeds and wind down the affairs of the
Debtors;

   * The establishment of a Liquidation Trust and appointment of a
Liquidation Trustee to administer the GUC Trust Fund and prosecute
Avoidance Actions, D&O Claims and the Other Causes of Actions; and

   * The agreement to share the Net Avoidance Action Proceeds 80%
and 20%, respectively, by holders of General Unsecured Claims and
the Debtors' lenders.

The Plan also contemplates that holders of Allowed Class 5 General
Unsecured Claims will receive their Pro Rata Share of the GUC
Trust Fund, which includes the $1 million in the GUC Trust Fund
(including any GUC Trust Fund Top-Off Amount and any Essential
Vendor Adjustment) plus certain proceeds of the Avoidance Actions,
the D&O Claims, and the Other Causes of Actions.

Copies of the Disclosure Statements are available for free at:

          http://bankrupt.com/misc/RODEO_CREEK_ds.pdf
          http://bankrupt.com/misc/RODEO_CREEK_ds_b.pdf

               About Rodeo Creek and Great Basin

Canada-based The Great Basin Gold Ltd and its subsidiaries are
engaged in the exploration, development, and operation of high-
quality gold properties.  The GBG Group's primary projects are a
trial mine and a recently constructed start-up mine, both of which
are located in rich gold-producing regions: the Hollister trial
mine in Nevada and the Burnstone start-up mine in South Africa.
The GBG Group also holds interests in early-stage mineral
prospects located in Canada and Mozambique.

On Sept. 18, 2012, the GBG Group's primary South African operating
subsidiary and owner of the Burnstone Start-up Mine, Southgold
Exploration (Pty) Ltd., commenced business rescue proceedings
under chapter 6 of the South African Companies Act, 2008.

On Sept. 19, 2012, Great Basin Gold Ltd., the ultimate parent
company, applied for protection from its creditors in Canada
pursuant to the Companies' Creditors Arrangement Act, R.S.C. 1985,
c. C-36 in the Supreme Court of British Columbia Vancouver
Registry.  GBG arranged -- and the U.S. debtors cross-guaranteed
-- DIP financing from Credit Suisse and Standard Chartered Bank in
the amount of $51 million, of which $10 million was made available
to the U.S. subsidiaries and $25 million for South Africa.

On Feb. 25, 2013, Rodeo Creek Gold Inc., which operates and owns
the Hollister Trial-Mine, along with other U.S. subsidiaries of
Great Basin, filed petitions for Chapter 11 protection (Bankr. D.
Nev. Case No. 13-50301), in Reno, Nevada, as cash ran out before
they could complete the sale of the mine.

Rodeo Creek estimated assets worth less than $100 million and debt
in excess of $100 million.  Credit Suisse is the agent under the
Debtors' secured prepetition credit facilities: (i) the Existing
Hollister Credit Facility, under which the Debtors had $52.5
million outstanding at the end of 2012 and (ii) the Canadian DIP
Facility, under which the Debtors had guaranteed $35 million
outstanding as of the Petition Date.  The Debtors also had
$13.5 million in outstanding trade debt, in addition to certain
intercompany obligations.

A three-member Official Committee of Unsecured Creditors, composed
of Quality Transportation Inc., Prometheus Energy Group, Inc., and
F & H Mine Supply, was appointed in the Debtors' Chapter 11 cases.
The Committee is represented by Pachulski Stang Ziehl & Jones LLP
as counsel, Armstrong Teasdale LLP as its local Nevada counsel,
and BDO Consulting as its financial advisor.


ROSELAND VILLAGE: Hearing on Competing Plan Outlines on July 8
--------------------------------------------------------------
The Bankruptcy Court will consider confirmation of competing plans
for Roseland Village, LLC, and G.B.S. Holding, Ltd. commencing on
July 8, 2013, at 10 a.m.

As reported by the Troubled Company Reporter on May 2, 2013, the
Court approved the disclosure statement explaining Roseland
Village and G.B.S. Holding's plan of reorganization.

The Debtors' Second Modified Plan contemplates the modification of
existing proffers that are required by the Roseland Village
approved zoning.  After final approval of the rezoning, the
Debtors will market the entire assemblage or each parcel to obtain
the highest and best price that the market will bear.  If the
Debtors cannot procure an offer that is acceptable to the secured
creditor that has a lien on a parcel during the marketing phase,
then the Debtors will convey to that creditor title to its
collateral.

A full-text copy of the Debtors' Second Amended Plan dated
March 6, 2013, is available for free at:

         http://bankrupt.com/misc/ROSELANDds0306.pdf

Creditor Miller and Smith Advisory Group LLC has filed a competing
plan of reorganization that proposes to develop Roseland Village
as a single planned community to be funded using a combination of
third-party debt financing and equity financing.

Under the Miller Smith Plan, holders of secured claims has three
options:

   * Secured Claimant Option A: The secured creditor will be paid
     within 30 days of the Project Commencement Date an amount
     equal to 40% of its Allowed Secured Claim.

   * Secured Claimant Option B: Twenty-five percent of its Allowed
     Secured Claim will be waived on the Project Commencement Date
     and will receive no Distributions; (b) the remaining 75% of
     its Allowed Secured Claim will be paid as follows: (i) 25% of
     the Residual Secured Claim will be paid within 30 days of the
     Project Commencement Date; (ii) 75% of the Residual Secured
     Claim will be paid quarterly.

   * Secured Claimant Option C: One hundred percent of its Allowed
     Secured Claim will be paid quarterly, on a Pro Rata basis
     with all other holders of Allowed Secured Claims from funds
     deposited into the Final Development Fund.

Holders of Allowed Unsecured Claims will elect one of the
following two options:

   * Unsecured Claimant Option A: The unsecured creditor will
     receive an amount equal to 25% of the claimant's Allowed
     Unsecured Claim, without interest, within 30 days of the
     Project Commencement Date.

   * Unsecured Claimant Option B: The unsecured creditor will
     receive quarterly Pro Rata Distributions from the Final
     Development Fund after the payment in full, with interest.

After the payment in full of all Allowed Administrative Expense
Claims, all Allowed Secured and Unsecured Claims, Insider
Unsecured Claims will receive pro rata distributions, not to
exceed 100% of the Allowed Claims, with interest at the applicable
rate.  Holders of Allowed Equity Interests will retain their
Interests, but will receive no distributions under the Plan.

A full-text copy of Miller Smith's Disclosure Statement dated
April 17, 2013, is available for free at:

          http://bankrupt.com/misc/ROSELANDds0417.pdf

Counsel to Miller and Smith Advisory Group is:

          Lawrence A. Katz, Esq.
          LEACH TRAVELL BRITT PC
          8270 Greensboro Drive, Suite 700
          Tysons Corner, VA 22102
          Email: lkatz@ltblaw.com
          Telephone: (703) 584-8362
          Facsimile: (703) 584-8901

                        About GBS Holding

Based in Midlothian, Virginia, G.B.S. Holding, Ltd., filed for
Chapter 11 (Bankr. E.D. Va. Case No. 11-33708) on June 3, 2011.
Chief Judge Douglas O. Tice Jr. presides over the case. Bruce E.
Arkema, Esq., and Kevin J. Funk, Esq., at DurretteCrump PLC, serve
as the Debtor's bankruptcy counsel.  G.B.S. disclosed $42,950,000
in assets and $38,208,142 in liabilities as of the Chapter 11
filing.  The petition was signed by George B. Sowers, Jr.,
president, who serves as G.B.S.'s designee pursuant to a court
order.

Affiliate Roseland Village, LLC, filed for Chapter 11 (Bankr. E.D.
Va. Case No. 11-30223) on Jan. 13, 2011. G.B.S. Holding, Ltd.,
owns 50% of Roseland Village, LLC.  DurretteCrump also represents
Roseland Village.

Roseland Village and GBS jointly own 1,288+/- acres adjoining each
other that are jointly part of a larger assemblage of land, known
as Roseland, which has been given approval from Chesterfield
County as a Master Planned Development consisting of more than 1.5
million square feet of commercial space and more than 5,600
housing units.  Roseland consists of 29 separate parcels that were
acquired over a nine-year period.  The property is located south
of Route 288 at its intersection with Woolridge Road.  Development
of the assembled parcel will take place in some cases without
regard to the property lines of the original 29 parcels that
comprise the land titled to GBS and Roseland Village.


ROTECH HEALTHCARE: Creditors Panel Taps Buchanan Ingersoll
----------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of Rotech Healthcare Inc., et al., asks the U.S. Bankruptcy
Court for the District of Delaware for permission to retain
Buchanan Ingersoll & Rooney PC as its Delaware counsel.

The hourly rates of Buchanan Ingersoll personnel are:

          Mary F. Caloway, shareholder            $570
          Kathleen A. Murphy, associate           $320
          Tammy R. Rogers, paralegal              $155

To the best of the Committee's knowledge, Buchanan Ingersoll does
not have any interest adverse to the Committee.

A June 13, 2013, hearing at 11 a.m., has been set.  Objections, if
any are due May 30.

                      About Rotech Healthcare

Based in Orlando, Florida, Rotech Healthcare Inc. (NASDAQ: ROHI)
-- http://www.rotech.com/-- provides home medical equipment and
related products and services in the United States, with a
comprehensive offering of respiratory therapy and durable home
medical equipment and related services.  The company provides
equipment and services in 48 states through approximately 500
operating centers located primarily in non-urban markets.

The Company reported a net loss of $14.76 million in 2011, a net
loss of $4.20 million in 2010, and a net loss of $21.08 million
in 2009.

The Company's balance sheet at Sept. 30, 2012, showed
$255.76 million in total assets, $601.98 million in total
liabilities, and a $346.22 million total stockholders' deficiency.

On April 8, 2013, Rotech Healthcare and 114 subsidiary companies
filed petitions seeking relief under chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 13-10741) to implement a pre-
arranged plan negotiated with secured lenders.

Attorneys at Proskauer Rose LLP, and Young, Conaway, Stargatt &
Taylor serve as counsel to the Debtors; Foley & Lardner LLP is the
healthcare regulatory counsel; Akin Gump Strauss Hauer & Feld LLP
is the special healthcare regulatory counsel; Barclays Capital
Inc. is the financial advisor; Alix Partners, LLP is the
restructuring advisor; and Epiq Bankruptcy Solutions LLC is the
claims agent.

Prepetition term loan lender and DIP lender Silver Point Capital
and other consenting noteholders are represented by Wachtell,
Lipton, Rosen & Katz, and Richards Layton & Finger PA.

The U.S. Trustee at the end of April appointed an official
committee of equity holders.  Members include Alden Global
Recovery Master Fund LP, Varana Capital Master LP, Wynnefield
Partners Small Cap Value LP I, Bastogne Capital Partners, LP, and
Kenneth S. Grossman P.C. Pension Plan.

The plan is supported by holders of a majority of the first- and
second-lien secured notes.  The $290 million in 10.5 percent
second-lien notes are to be exchanged for the new equity.  Trade
suppliers are to be paid in full, if they agree to continue
providing credit.  The existing $23.5 million term loan would be
paid in full, and the $230 million in 10.75 percent first-lien
notes will be amended.

The Official Committee of Unsecured Creditors tapped Grant
Thornton LLP as its financial advisor, and Buchanan Ingersoll &
Rooney PC as its Delaware counsel.


ROTECH HEALTHCARE: Panel Taps Grant Thornton as Financial Advisor
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of Rotech Healthcare Inc., et al., asks the U.S. Bankruptcy
Court for the District of Delaware for permission to retain Grant
Thornton LLP as its financial advisor.

Grant Thornton will, among other things:

   -- assist the Committee in the analysis of the current
financial position of the Debtors;

   -- attend and advise at meeting/calls with the Committee and
its counsel and representatives of the Debtor and other parties;
and

   -- assist and advise the Committee in its analysis of the
Debtors' hypothetical liquidation analyses under various
scenarios.

The hourly rates of Grant Thornton's personnel are:

         Partner/Principal/Managing Director     $625 - $695
         Senior Manager/Director                 $525 - $610
         Manager                                 $410 - $465
         Senior Associate                        $290 - $360
         Paraprofessional                         $75 - $175

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

A June 13, 2013, hearing at 11 a.m., has been set.  Objections, if
any, are due May 24

                      About Rotech Healthcare

Based in Orlando, Florida, Rotech Healthcare Inc. (NASDAQ: ROHI)
-- http://www.rotech.com/-- provides home medical equipment and
related products and services in the United States, with a
comprehensive offering of respiratory therapy and durable home
medical equipment and related services.  The company provides
equipment and services in 48 states through approximately 500
operating centers located primarily in non-urban markets.

The Company reported a net loss of $14.76 million in 2011, a net
loss of $4.20 million in 2010, and a net loss of $21.08 million
in 2009.

The Company's balance sheet at Sept. 30, 2012, showed
$255.76 million in total assets, $601.98 million in total
liabilities, and a $346.22 million total stockholders' deficiency.

On April 8, 2013, Rotech Healthcare and 114 subsidiary companies
filed petitions seeking relief under chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 13-10741) to implement a pre-
arranged plan negotiated with secured lenders.

Attorneys at Proskauer Rose LLP, and Young, Conaway, Stargatt &
Taylor serve as counsel to the Debtors; Foley & Lardner LLP is the
healthcare regulatory counsel; Akin Gump Strauss Hauer & Feld LLP
is the special healthcare regulatory counsel; Barclays Capital
Inc. is the financial advisor; Alix Partners, LLP is the
restructuring advisor; and Epiq Bankruptcy Solutions LLC is the
claims agent.

Prepetition term loan lender and DIP lender Silver Point Capital
and other consenting noteholders are represented by Wachtell,
Lipton, Rosen & Katz, and Richards Layton & Finger PA.

The U.S. Trustee at the end of April appointed an official
committee of equity holders.  Members include Alden Global
Recovery Master Fund LP, Varana Capital Master LP, Wynnefield
Partners Small Cap Value LP I, Bastogne Capital Partners, LP, and
Kenneth S. Grossman P.C. Pension Plan.

The plan is supported by holders of a majority of the first- and
second-lien secured notes.  The $290 million in 10.5 percent
second-lien notes are to be exchanged for the new equity.  Trade
suppliers are to be paid in full, if they agree to continue
providing credit.  The existing $23.5 million term loan would be
paid in full, and the $230 million in 10.75 percent first-lien
notes will be amended.

The Official Committee of Unsecured Creditors tapped Grant
Thornton LLP as its financial advisor, and Buchanan Ingersoll &
Rooney PC as its Delaware counsel.


ROTECH HEALTHCARE: Taps Deloitte & Touche as Independent Auditors
-----------------------------------------------------------------
Rotech Healthcare Inc., et al., ask the U.S. Bankruptcy Court for
the District of Delaware for permission to employ Deloitte &
Touche LLP as independent auditors.

Deloitte & Touche will, among other things:

   a) perform a consolidating audit of the Debtor's financial
statements for the year ending Dec. 31, 2012, to express an
opinion on the fairness of the presentation of the Company's
consolidated financial statements for the year ending Dec. 31,
2012; and

   b) perform related audit services requested by the Debtors and
agreed to by Deloitte & Touche.

Prepetition, Deloitte & Touche received $833,750 from the Debtors
in connection with the services rendered.

Loreen Spencer, a partner with Deloitte & Touche, tells the Court
that an estimated fee for the audit services is $1,385,750 plus
expenses.  Additional related audit services requested will be
billed at these hourly rates:

         Partner/Principal/Director          $585 - $640
         Senior Manager                      $450 - $550
         Manager                             $425 - $500
         Senior                              $335 - $400
         Associates                          $250 - $325

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

A June 13, 2013, hearing at 11 a.m., has been set.  Objections, if
any, are June 6.

            Deloitte & Touche as Tax Services Provider

In a separate filing, the Debtors request permission to employ
Deloitte Tax as tax services provider to, among other things:

   -- advise the Debtors on the preparation of tax basis balance
sheets;

   -- advise the Debtors in their efforts to determine tax basis
in the stock in each of the debtors' subsidiaries or other entity
interests; and

   -- advise the Debtor on the application of IRC Section 382 to
historic IRC Section 382 ownership changes or ownership shifts.

The Debtors agreed to pay Deloitte Tax these hourly rates:

         Partner, Principal and Director     $650 - $720
         Senior Manager                      $580 - $630
         Manager                             $500 - $560
         Senior                              $400 - $430
         Associate                           $300 - $325

                      About Rotech Healthcare

Based in Orlando, Florida, Rotech Healthcare Inc. (NASDAQ: ROHI)
-- http://www.rotech.com/-- provides home medical equipment and
related products and services in the United States, with a
comprehensive offering of respiratory therapy and durable home
medical equipment and related services.  The company provides
equipment and services in 48 states through approximately 500
operating centers located primarily in non-urban markets.

The Company reported a net loss of $14.76 million in 2011, a net
loss of $4.20 million in 2010, and a net loss of $21.08 million
in 2009.

The Company's balance sheet at Sept. 30, 2012, showed
$255.76 million in total assets, $601.98 million in total
liabilities, and a $346.22 million total stockholders' deficiency.

On April 8, 2013, Rotech Healthcare and 114 subsidiary companies
filed petitions seeking relief under chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 13-10741) to implement a pre-
arranged plan negotiated with secured lenders.

Attorneys at Proskauer Rose LLP, and Young, Conaway, Stargatt &
Taylor serve as counsel to the Debtors; Foley & Lardner LLP is the
healthcare regulatory counsel; Akin Gump Strauss Hauer & Feld LLP
is the special healthcare regulatory counsel; Barclays Capital
Inc. is the financial advisor; Alix Partners, LLP is the
restructuring advisor; and Epiq Bankruptcy Solutions LLC is the
claims agent.

Prepetition term loan lender and DIP lender Silver Point Capital
and other consenting noteholders are represented by Wachtell,
Lipton, Rosen & Katz, and Richards Layton & Finger PA.

The U.S. Trustee at the end of April appointed an official
committee of equity holders.  Members include Alden Global
Recovery Master Fund LP, Varana Capital Master LP, Wynnefield
Partners Small Cap Value LP I, Bastogne Capital Partners, LP, and
Kenneth S. Grossman P.C. Pension Plan.

The plan is supported by holders of a majority of the first- and
second-lien secured notes.  The $290 million in 10.5 percent
second-lien notes are to be exchanged for the new equity.  Trade
suppliers are to be paid in full, if they agree to continue
providing credit.  The existing $23.5 million term loan would be
paid in full, and the $230 million in 10.75 percent first-lien
notes will be amended.

The Official Committee of Unsecured Creditors tapped Grant
Thornton LLP as its financial advisor, and Buchanan Ingersoll &
Rooney PC as its Delaware counsel.


ROTECH HEALTHCARE: Young Conaway OK'd as Bankruptcy Co-Counsel
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Rotech Healthcare Inc., et al., to employ Young Conaway Stargatt &
Taylor, LLP as bankruptcy co-counsel under a general retainer.

Based in Orlando, Florida, Rotech Healthcare Inc. (NASDAQ: ROHI)
-- http://www.rotech.com/-- provides home medical equipment and
related products and services in the United States, with a
comprehensive offering of respiratory therapy and durable home
medical equipment and related services.  The company provides
equipment and services in 48 states through approximately 500
operating centers located primarily in non-urban markets.

The Company reported a net loss of $14.76 million in 2011, a net
loss of $4.20 million in 2010, and a net loss of $21.08 million
in 2009.

The Company's balance sheet at Sept. 30, 2012, showed
$255.76 million in total assets, $601.98 million in total
liabilities, and a $346.22 million total stockholders' deficiency.

On April 8, 2013, Rotech Healthcare and 114 subsidiary companies
filed petitions seeking relief under chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 13-10741) to implement a pre-
arranged plan negotiated with secured lenders.

Attorneys at Proskauer Rose LLP, and Young, Conaway, Stargatt &
Taylor serve as counsel to the Debtors; Foley & Lardner LLP is the
healthcare regulatory counsel; Akin Gump Strauss Hauer & Feld LLP
is the special healthcare regulatory counsel; Barclays Capital
Inc. is the financial advisor; Alix Partners, LLP is the
restructuring advisor; and Epiq Bankruptcy Solutions LLC is the
claims agent.

Prepetition term loan lender and DIP lender Silver Point Capital
and other consenting noteholders are represented by Wachtell,
Lipton, Rosen & Katz, and Richards Layton & Finger PA.

The U.S. Trustee at the end of April appointed an official
committee of equity holders.  Members include Alden Global
Recovery Master Fund LP, Varana Capital Master LP, Wynnefield
Partners Small Cap Value LP I, Bastogne Capital Partners, LP, and
Kenneth S. Grossman P.C. Pension Plan.

The plan is supported by holders of a majority of the first- and
second-lien secured notes.  The $290 million in 10.5 percent
second-lien notes are to be exchanged for the new equity.  Trade
suppliers are to be paid in full, if they agree to continue
providing credit.  The existing $23.5 million term loan would be
paid in full, and the $230 million in 10.75 percent first-lien
notes will be amended.

The Official Committee of Unsecured Creditors tapped Grant
Thornton LLP as its financial advisor, and Buchanan Ingersoll &
Rooney PC as its Delaware counsel.


SCOOTER STORE: Panel Taps Cooley and Cousins Chipman as Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of The Scooter Store Holdings, Inc., et al., asks the
Bankruptcy Court for permission to retain Cooley LLP and Cousins
Chipman & Brown, LLP, as its counsel.

The firms can be reached at:

         Cathy Hershcopf, Esq.
         Jeffrey L. Cohen, Esq.
         Seth Van Aalten, Esq.
         COOLEY LLP
         114 Avenue of the Americas
         New York, NY 10036
         Tel: (212) 479-6000
         Fax: (212) 479-6275
         E-mails: chershcopf@cooley.com
                  jcohen@cooley.com
                  svanaalten@cooley.com

              - and -

         Scott D. Cousins, Esq.
         Mark D. Olivere, Esq.
         Rachel S. London, Esq.
         COUSINS CHIPMAN & BROWN, LLP
         1007 North Orange Street, Suite 1110
         Wilmington, DE 19801
         Tel: (302) 295-0191
         Fax: (302) 295-0199
         E-mails: counsins@ccbllp.com
                  olivere@ccbllp.com
                  london@ccbllp.com

                      About The Scooter Store

The Scooter Store is a supplier of power mobility solutions,
including power wheelchairs, scooters, lifts, ramps, and
accessories.  The Scooter Store's products and services provide
today's seniors and disabled persons potential alternatives to
living in nursing homes or other care facilities.  Headquartered
in New Braunfels, Texas, the Scooter Store has a nationwide
network of distribution centers that service products owned or
leased by the Company's customers.  It has 57 distribution
centers in 41 states.

Scooter Store Holdings Inc., and 71 affiliates filed for Chapter
11 bankruptcy (Bankr. D. Del. Lead Case No. 13-10904) in
Wilmington.  The closely held company listed assets of less than
$10 million and debt of more than $50 million.

Affiliates of private equity firm Sun Capital Partners, based in
Boca Raton, Florida, purchased a majority voting interest in the
debtors in 2011.  Scooter Store is 66.8 percent owned by Sun
Capital Partners Inc., owed $40 million on a third lien.  In
addition to Sun's debt and $25 million on a second lien owing to
Crystal Financial LLC, there is a $25 million first-lien revolving
credit owing to CIT Healthcare LLC as agent.  Crystal is providing
$10 million in financing for bankruptcy.


SCOOTER STORE: May Hire Morgan Joseph as Investment Banker
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
The Scooter Store Holdings, Inc., et al., to employ Morgan Joseph
Triartisan LLC as investment banker.

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

                      About The Scooter Store

The Scooter Store is a supplier of power mobility solutions,
including power wheelchairs, scooters, lifts, ramps, and
accessories.  The Scooter Store's products and services provide
today's seniors and disabled persons potential alternatives to
living in nursing homes or other care facilities.  Headquartered
in New Braunfels, Texas, the Scooter Store has a nationwide
network of distribution centers that service products owned or
leased by the Company's customers.  It has 57 distribution
centers in 41 states.

Scooter Store Holdings Inc., and 71 affiliates filed for Chapter
11 bankruptcy (Bankr. D. Del. Lead Case No. 13-10904) in
Wilmington.  The closely held company listed assets of less than
$10 million and debt of more than $50 million.

Affiliates of private equity firm Sun Capital Partners, based in
Boca Raton, Florida, purchased a majority voting interest in the
debtors in 2011.

The company is 66.8 percent owned by Sun Capital Partners Inc.,
owed $40 million on a third lien.  In addition to Sun's debt and
$25 million on a second lien owing to Crystal Financial LLC, there
is a $25 million first-lien revolving credit owing to CIT
Healthcare LLC as agent.  Crystal is providing $10 million in
financing for bankruptcy.


SCOOTER STORE: Young Conaway Approved as Bankruptcy Counsel
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
The Scooter Store Holdings, Inc., et al., to employ Young Conaway
Stargatt & Taylor, LLP, as bankruptcy counsel.

The Scooter Store is a supplier of power mobility solutions,
including power wheelchairs, scooters, lifts, ramps, and
accessories.  The Scooter Store's products and services provide
today's seniors and disabled persons potential alternatives to
living in nursing homes or other care facilities.  Headquartered
in New Braunfels, Texas, the Scooter Store has a nationwide
network of distribution centers that service products owned or
leased by the Company's customers.  It has 57 distribution
centers in 41 states.

Scooter Store Holdings Inc., and 71 affiliates filed for Chapter
11 bankruptcy (Bankr. D. Del. Lead Case No. 13-10904) in
Wilmington.  The closely held company listed assets of less than
$10 million and debt of more than $50 million.

Affiliates of private equity firm Sun Capital Partners, based in
Boca Raton, Florida, purchased a majority voting interest in the
debtors in 2011.

The company is 66.8 percent owned by Sun Capital Partners Inc.,
owed $40 million on a third lien.  In addition to Sun's debt and
$25 million on a second lien owing to Crystal Financial LLC, there
is a $25 million first-lien revolving credit owing to CIT
Healthcare LLC as agent.  Crystal is providing $10 million in
financing for bankruptcy.


SIERRA NEGRA: Taps Munger Chadwick as Special Utilities Counsel
---------------------------------------------------------------
Sierra Negra Ranch LLC last month filed documents seeking approval
to employ Munger Chadwick, PLC as special utilities counsel.

Munger Chadwick, as special utilities counsel, will undertake the
legal services required to represent Debtor's with respect to the
SNR Intervention -- an application for leave to intervene and all
other pertinent proceedings that are now pending or may arise
before the ACC.

Robert J. Metli, Esq. will be the individual primarily responsible
for performing or supervising the performance of the services
required by Debtor and his rate will be $300 per hour.

To the best of the Debtor's knowledge, Munger Chadwick does not
hold or represent any interest that would impair Munger Chadwick's
ability to objectively perform the services.

                   About Sierra Negra Ranch

Las Vegas, Nevada-based Sierra Negra Ranch, LLC, is a limited
liability company organized in November 2004 to purchase an
aggregate of approximately 2,757.5 acres of undeveloped land in
the Tonopah area of incorporated Maricopa County, west of Phoenix,
Arizona.  It filed a bare-bones Chapter 11 petition (Bankr. D.
Nev. Case No. 12-19649) in Las Vegas on Aug. 21, 2012.  Candace C.
Clark, Esq., and Gerald M. Gordon, Esq., at Gordon Silver, in Las
Vegas, Nev., represent the Debtor as counsel.

In its amended schedules, the Debtor disclosed $26,197,986 in
total assets and $4,801,931 in total liabilities.  The Debtor is
"Single Asset Real Estate" as defined in 11 U.S.C. Sec 101(51B)
and its asset is located in Maricopa County, Arizona.


SIMON WORLDWIDE: Delays Form 10-Q for First Quarter
---------------------------------------------------
Simon Worldwide, Inc., notified the U.S. Securities and Exchange
Commission regarding the delay in the filing of its quarterly
report on Form 10-Q for the period ended March 31, 2013.

Simon Worldwide, together with Richard Beckman, Joel Katz and OA3,
LLC, had entered into the limited liability company agreement Of
Three Lions Entertainment, LLC.  Pursuant to the Operating
Agreement, the Company made an initial capital contribution of
$3,150,000 with respect to membership units representing 60
percent of the interest in the economic returns of Three Lions,
including certain preferences with respect to common holders on
operating returns and on a liquidation or sale of Three Lions.
The Company said it needs additional time to analyze the
appropriate financial statement presentation related to acquiring
the membership units in Three Lions and to complete its financial
statements.

                        About Simon Worldwide

Based in Los Angeles, Simon Worldwide, Inc. (OTC: SWWI) no longer
has any operating business.  Prior to August 2001, the Company
operated as a multi-national full-service promotional marketing
company, specializing in the design and development of high-impact
promotional products and sales promotions.  At Dec. 31, 2009,
the Company held an investment in Yucaipa AEC Associates, LLC, a
limited liability company that is controlled by the Yucaipa
Companies, a Los Angeles, California based investment firm.
Yucaipa AEC in turn principally held an investment in the common
stock of Source Interlink Companies, a direct-to-retail magazine
distribution and fulfillment company in North America, and a
provider of magazine information and front-end management services
for retailers and a publisher of approximately 75 magazine titles.
Yucaipa AEC held this investment in Source until April 28, 2009,
when Source filed a pre-packaged plan of reorganization under
Chapter 11 of the U.S. Bankruptcy Code.

Simon Worldwide disclosed a net loss of $1.52 million on $0
revenue for the year ended Dec. 31, 2012, as compared with a net
loss of $1.97 million on $0 revenue in 2011.  The Company's
balance sheet at Dec. 31, 2012, showed $7.70 million in total
assets, $107,000 in total liabilities and $7.59 million in total
stockholders' equity.


SOMERSET PROPERTIES: Wins Confirmation of 2nd Amended Plan
----------------------------------------------------------
Somerset Properties SPE, LLC, obtained confirmation of its Second
Amended Plan of Reorganization which incorporated changes to the
First Amended Plan, as supplemented on July 2, 2012, that were
agreed to by the Debtor and its lenders, CSFB 2001-CP4 Bland Road,
LLC and CSFB 2001-CP4 Falls of Neuse, LLC.

The Debtor will fund the Plan by continuing to lease space in its
buildings, operate in the ordinary course of business, and use
cash flow for Plan obligations.  The Debtor will also implement
the Plan by using Accumulated Cash Collateral to fund on the
Effective Date certain payments and reserves with the Lenders as
provided herein.

A copy of the Second Amended Plan if available for free at
http://bankrupt.com/misc/SOMERSETPROPERTIES_plan_order.pdf

                     About Somerset Properties

Raleigh, North Carolina-based Somerset Properties SPE, LLC, owns
six office buildings in Raleigh, North Carolina.  The Company
filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.C.
Case No. 10-09210) on Nov. 8, 2010.  William P. Janvier, Esq., at
Janvier Law Firm, PLLC, in Raleigh, N.C., represents the Debtor as
bankruptcy counsel.  The law firm of Blanchard, Miller, Lewis &
Isley, P.A., in Raleigh, N.C., is the Debtor's special counsel.
The Company disclosed $36.50 million in assets and $28.83 million
in liabilities as of the Chapter 11 filing.


SOUTH LAKES: Pietersma & Company OK'd to Conduct Calves Sale
------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of California
authorized South Lakes Dairy Farm to employ Pietersma & Company
Dairy and Real Estate Brokers to conduct the sale.

As reported in the Troubled Company Reporter on April 19, 2013,
the Debtor sought court permission to sell about 550 heifer calves
(Liquidation Calves) ages 12 to 17 months old and to employ
Pietersma & Company Dairy and Real Estate Brokers to conduct the
sale.  The Debtor also sought authorization to purchase about 525
calves (Replacement Calves), between the ages of 6 to 9 months.

The Debtor owns about 4,500 heifer calves of various ages.  It has
about 1,900 heifers ages 12 to 17 months -- the Pregnant Heifers.
This is about 550 head more than are needed in this age range to
maintain milking herd.  Further, the Debtor has about 166 heifers
ages 6 to 9 months.  This is about 525 fewer than are needed in
this age range to maintain the milking herd.  The Heifers are
subject to a security interest held by Wells Fargo Bank in the
amount of about $16.47 million.

The Debtor wants to sell 550 of the Pregnant Heifers for not less
than $385,000 or $700 per head.  The Debtor anticipates it may
receive as much as $577,500 or $1,050 per head for the Liquidation
Calves.  The Debtor anticipates that the Replacement Calves will
cost between $236,000 or $450 per head and $341,250 or $650 per
head.  The Debtor will use the proceeds from the sale of the
Liquidation Calves to buy the Replacement Calves.

The sale will enable the Debtor to eliminate imbalances in the age
groups of the Heifers that the Debtor owns.  The current imbalance
causes the Debtor to incur unnecessary expenses and causes
volatility in the Debtor's replacement heifers, which if not
corrected, will result in volatility in milk herd size and
revenue.

Wells Fargo has informed the Debtor that it does not object to the
Debtor's desire and proposed process to balance the age groups
among the Heifers.

The Debtor highlighted the need for the sale and purchase to occur
within 45 days of each other so that the transaction qualifies as
an exchange under Section 1031 of 26 U.S.C. to avoid adverse tax
consequences.  Thus, the Debtor wants a licensed broker to help it
with a private sale rather than go through a public auction.  The
Debtor also believes that the sale of the Liquidation Calves will
result in funds sufficient to pay the broker's fees and other
costs of sale, and the purchase of the Replacement Calves.  The
Debtor intends to pay any remaining proceeds to Wells Fargo.

The fees for professional services rendered by Pietersma are:

   a. Commission: Pietersma is to receive a 5% commission for the
      sale of the Liquidation Calves, exchange of the calves, or
      for acquiring the Replacement Calves; and

   b. Costs: Escrow fees are estimated at approximately $3,000 and
      brand inspection fees are estimated to be approximately
      $2,000.

Pietersma's responsibilities regarding the transaction include:

   a. Brand Inspection: Pietersma will arrange for brand
      inspection of the Liquidation Calves and the Replacement
      Calves; and

   b. Ordinary Expenses: Pietersma will bear the cost of all
      ordinary expenses incidental to a purchase and sale,
      including, but not limited to, advertising, hauling, if any,
      and other costs of sale.

The Debtor believes the firm is "disinterested" within the meaning
of Section 101(14) of the Bankruptcy Code.

                      About South Lakes Dairy

South Lakes Dairy Farm is a California partnership engaged in the
dairy cattle4 and milking business.  The partnership filed a bare-
bones Chapter 11 petition (Bankr. E.D. Calif. Case No. 12-17458)
in Fresno, California on Aug. 30, 2012, disclosing $19.5 million
in assets and $25.4 million in liabilities in its schedules.  The
Debtor said it has $1.97 million in accounts receivable charged to
Dairy Farmers of America on account of milk proceeds, and that it
has cattle worth $12.06 million.  The farm owes $12.7 million to
Wells Fargo Bank on a secured note.

Bankruptcy Judge W. Richard Lee presides over the case.  Jacob L.
Eaton, Esq., at Klein, DeNatale, Goldner, Cooper, Rosenlieb
& Kimball, LLP, in Bakersfield, Calif., represents the Debtor as
counsel.  The Debtor tapped A&M Livestock Auction, Inc., to
auction livestock.

August B. Landis, the Acting U.S. Trustee for Region 17, appointed
seven creditors to serve in the Official Committee of Unsecured
Creditors.  The Official Committee of Unsecured Creditors tapped
Blakeley & Blakeley LLP as its counsel.


SOUTHERN OAKS: Has Access to Cash Collateral Until October 2013
---------------------------------------------------------------
The Hon. Niles Jackson of the U.S. Bankruptcy Court for the
Western District of Oklahoma authorized Southern Oaks of Oklahoma,
LLC's cash collateral use until October 2013.

Pursuant to the agreement, if the Debtor's actual expenditures
exceed the projected expenditures set forth in the budget by more
than five percent, then the secured creditor whose cash collateral
use has been exceeded may terminate its consent to use cash
collateral upon 48 hours written notice to the Debtor's counsel.

The Debtor is also authorized to endorse insurance proceeds checks
on behalf of Suntrust Mortgage, Federal National Mortgage
Association and OneWest Bank FSB (formerly IndyMac Mortgage
Services) for deposit into the Debtor's DIP account, which the
Debtor may use in accordance with the terms and conditions of the
order.

A copy of the cash collateral budget is available for free at
http://bankrupt.com/misc/SOUTHERNOAKS_cashcoll_order.pdf

                        About Southern Oaks

Southern Oaks of Oklahoma, LLC, owns a 126 unit apartment complex
in south Oklahoma City, 115 single family residences, 10
residential duplexes and 4 commercial properties in the Oklahoma
City Metro area and a 100 unit apartment complex in Pryor,
Oklahoma.  The Company operates the non-apartment properties by
and through an affiliate property management company, Houses For
Rent of OKC, LLC, who advertises, leases, collects rents, pays
expenses, provides equipment, labor and materials for maintenance,
repairs and makeready services.

The Company filed for Chapter 11 bankruptcy (Bankr. W.D. Okla.
Case No. 12-10356) on Jan. 31, 2012.  Judge Niles L. Jackson
presides over the case.  Ruston C. Welch, Esq., at Welch Law Firm
P.C., serves as the Debtor's counsel.  It scheduled $14,788,414 in
assets and $15,352,022 in liabilities.  The petition was signed by
Stacy Murry, manager of MBR.

Affiliates that filed separate Chapter 11 petitions are
Charlemagne of Oklahoma, LLC (Bankr. W.D. Okla. Case No. 10-13382)
on July 2, 2010; and Brookshire Place, LLC (Bankr. W.D. Okla. Case
No. 11-10717) on Feb. 23, 2011.

Southern Oaks owns a 126-unit apartment complex in south Oklahoma
City, 115 single family residences, 10 residential duplexes and 4
commercial properties in the Oklahoma City Metro area and a 100
unit apartment complex in Pryor, Oklahoma.  Southern Oaks operates
the non-apartment Properties by and through an affiliate property
management company, Houses For Rent of OKC LLC, who advertises,
leases, collects rents, pays expenses, provides equipment, labor
and materials for maintenance, repairs and make ready services.

On Jan. 12 and 27, 2012, the Debtor's ownership and operation of
the Properties was consolidated by the merger of various affiliate
entities with the Debtor being the surviving entity.  Those
entities are Southern Oaks Of Oklahoma, LLC; Quail 12, LLC; Quail
13, LLC; 1609 N.W. 47th, LLC; 2233 S.W. 29th, LLC; 400 S.W. 28th,
LLC; South Robinson, LLC; 9 on S.E. 27th, LLC; Southside 10, LLC;
QCB 08, LLC; and Prairie Village of Oklahoma, LLC.


SOUTHERN OAKS: Opposes SunTrust Mortgage Stay Relief Bid
--------------------------------------------------------
Southern Oaks of Oklahoma, LLC, asked the U.S. Bankruptcy Court
for the Western District of Oklahoma to deny SunTrust Mortgage,
Inc.'s motion for relief from automatic stay on these properties:

   1. a single family residence located at 12713 Meadows Drive,
Oklahoma City, Oklahoma; and

   2. a single family residence located at 2501 Kathy Court,
Oklahoma City, Oklahoma.

According to the Debtor, no cause is even alleged for relief, no
grounds can be shown for relief from stay.  The Debtor also said
that the property is necessary for an effective reorganization,
and it has equity in the property which provides the movant with
an equity cushion.  The assessed value of the property is
approximately $101,000.

SunTrust Mortgage, in its motion, requested that the Court enter
an order vacating or modifying the automatic stay and directing
the trustee to abandon the mortgaged property so as to permit
SunTrust Mortgage and other interested parties to enforce their
liens against the subject properties.

                        About Southern Oaks

Southern Oaks of Oklahoma, LLC, owns a 126 unit apartment complex
in south Oklahoma City, 115 single family residences, 10
residential duplexes and 4 commercial properties in the Oklahoma
City Metro area and a 100 unit apartment complex in Pryor,
Oklahoma.  The Company operates the non-apartment properties by
and through an affiliate property management company, Houses For
Rent of OKC, LLC, who advertises, leases, collects rents, pays
expenses, provides equipment, labor and materials for maintenance,
repairs and makeready services.

The Company filed for Chapter 11 bankruptcy (Bankr. W.D. Okla.
Case No. 12-10356) on Jan. 31, 2012.  Judge Niles L. Jackson
presides over the case.  Ruston C. Welch, Esq., at Welch Law Firm
P.C., serves as the Debtor's counsel.  It scheduled $14,788,414 in
assets and $15,352,022 in liabilities.  The petition was signed by
Stacy Murry, manager of MBR.

Affiliates that filed separate Chapter 11 petitions are
Charlemagne of Oklahoma, LLC (Bankr. W.D. Okla. Case No. 10-13382)
on July 2, 2010; and Brookshire Place, LLC (Bankr. W.D. Okla. Case
No. 11-10717) on Feb. 23, 2011.

Southern Oaks owns a 126-unit apartment complex in south Oklahoma
City, 115 single family residences, 10 residential duplexes and 4
commercial properties in the Oklahoma City Metro area and a 100
unit apartment complex in Pryor, Oklahoma.  Southern Oaks operates
the non-apartment Properties by and through an affiliate property
management company, Houses For Rent of OKC LLC, who advertises,
leases, collects rents, pays expenses, provides equipment, labor
and materials for maintenance, repairs and make ready services.

On Jan. 12 and 27, 2012, the Debtor's ownership and operation of
the Properties was consolidated by the merger of various affiliate
entities with the Debtor being the surviving entity.  Those
entities are Southern Oaks Of Oklahoma, LLC; Quail 12, LLC; Quail
13, LLC; 1609 N.W. 47th, LLC; 2233 S.W. 29th, LLC; 400 S.W. 28th,
LLC; South Robinson, LLC; 9 on S.E. 27th, LLC; Southside 10, LLC;
QCB 08, LLC; and Prairie Village of Oklahoma, LLC.


SUNTECH POWER: Has Forbearance with Noteholders Until June 28
-------------------------------------------------------------
Suntech Power Holdings Co., Ltd., has agreed on a new forbearance
agreement with the majority of the holders of the Company's
3 percent Convertible Notes, for which a principal payment of
US$541 million was due on March 15, 2013.  Under the new
forbearance agreement, the signing bondholders agree not to
exercise their rights under the Notes and the related indenture
until June 28, 2013, subject to certain market-standard early
termination events.

David King, Suntech's CEO, said, "This new forbearance agreement
demonstrates bondholders' continued support for Suntech.  The
agreement will enable Suntech to continue to work with bondholders
towards achieving a consensual restructuring."

                           About Suntech

Wuxi, China-based Suntech Power Holdings Co., Ltd. (NYSE: STP)
produces solar products for residential, commercial, industrial,
and utility applications.  With regional headquarters in China,
Switzerland, and the United States, and gigawatt-scale
manufacturing worldwide, Suntech has delivered more than
25,000,000 photovoltaic panels to over a thousand customers in
more than 80 countries.

As reported by the TCR on March 20, 2013, Suntech Power Holdings
Co., Ltd., has received from the trustee of its 3% Convertible
Notes a notice of default and acceleration relating to Suntech's
non-payment of the principal amount of US$541 million that was due
to holders of the Notes on March 15, 2013.  That event of default
has also triggered cross-defaults under Suntech's other
outstanding debt, including its loans from International Finance
Corporation and Chinese domestic lenders.


T-L BRYWOOD: Ill. Court Transfers Venue of Case to N.D. Ind.
------------------------------------------------------------
T-L Brywood LLC sought and obtained approval from the U.S.
Bankruptcy Court to transfer the venue of its bankruptcy case to
U.S. Bankruptcy Court for the Northern District of Indiana,
Hammond Division.

T-L Brywood LLC filed for Chapter 11 bankruptcy (Bankr. N.D. Ill.
Case No.12-09582) on March 12, 2012.  T-L Brywood owns and
operates a commercial shopping center known as the "Brywood
Centre" -- http://www.brywoodcentre.com/-- in Kansas City,
Missouri.  The Property encompasses roughly 25.6 acres and
comprises 183,159 square feet of retail space that is occupied by
12 operating tenants. The occupancy rate for the Property is
approximately 80%.

The Debtor and lender The PrivateBank and Trust Company reached an
impasse over the terms and conditions of another extension of a
mortgage loan on the Property.  As a result, the Debtor filed the
Chapter 11 case to protect the Property from foreclosure while the
Debtor formulates an exit strategy from the reorganization case.
As of the Petition Date, no foreclosure relating to the Property
had been filed by the Lender.

Judge Donald R. Cassling oversees the case.  The Debtor is
represented by David K. Welch, Esq., Arthur G. Simon, Esq., and
Jeffrey C. Dan. Esq., at Crane, Heyman, Simon, Welch & Clar, in
Chicago.

The Debtor disclosed total assets of $16,666,257 and total
liabilities of $13,970,622 in its schedules.  The petition was
signed by Richard Dube, president of Tri-Land Properties, Inc.,
manager.

PrivateBank is represented by William J. Connelly, Esq., at
Hinshaw & Culbertson LLP.


THERAPEUTICSMD INC: Named Former Johnson & Johnson Exec. to Board
-----------------------------------------------------------------
TherapeuticsMD, Inc., elected Jules A. Musing, a former senior
executive at Johnson & Johnson, to its Board of Directors,
effective immediately.

Mr. Musing has more than 36-years' experience in the
pharmaceutical and biotechnology industry and has been President
and Managing Director of Johnson & Johnson subsidiary companies in
the United States and Europe; President of Ares Serono, Inc., in
the United States; and Executive Vice President of Ares Serono in
North and Latin America.

In the course of his career at Johnson & Johnson, Mr. Musing was
responsible for worldwide licensing and acquisition of
pharmaceutical and biotechnology products and technologies, as
well as the establishment of strategic alliances.  This included
the establishment of new scientific, technology and product
collaborations in various therapeutic areas; the negotiation of
licensing and alliance agreements with biotechnology and
pharmaceutical companies worldwide; and the partnering, spin-out
and out-licensing of company pharmaceutical and biotechnology
assets.  In this position he negotiated and signed several multi-
million dollar deals with small, medium and large pharmaceutical
and biotechnology companies on a global basis.

He also has been on the Board of Directors of Johnson & Johnson
companies in Germany, France, Italy and the UK and has been a
member of the Management Board of Ortho Biotech (a Johnson &
Johnson biotechnology company) in the United States and Europe.

Early on in his career, Mr. Musing was responsible for the
business development activities of Janssen Pharmaceutica in S.E.
Asia, where he was instrumental in the establishment of Johnson &
Johnson pharmaceutical subsidiaries in Japan, Australia, South
Africa, Thailand, and other S.E. Asian countries.  He also was
Vice President, Marketing International for the Janssen Group of
Companies Worldwide.

"We are pleased to welcome Mr. Musing to the Board," said the
Honorable Tommy G. Thompson, Chairman of the Board,
TherapeuticsMD.  "During Mr. Musing?s extensive and distinguished
career at Johnson & Johnson, he established numerous strategic and
global partnerships on many different fronts.  The knowledge
gained from those accomplishments is sure to offer valuable
insight and direction to the company going forward."

"Mr. Musing's hands-on industry experience, in addition to having
had direct responsibility for establishing various new product
collaborations, will prove invaluable as we prepare to commence
Phase III clinical trials on three of our hormone therapy
development candidates," said Robert G. Finizio, chief executive
officer.

"I am excited to join the TherapeuticsMD Board at this pivotal
time in the company's development," said Mr. Musing.  "I look
forward to working closely with this experienced and dedicated
senior management team."

Mr. Musing presently serves on the Board of Directors of Delphi
Digital, Inc. and is Chairman of the Scientific Advisory Board of
Noble Capital Financial Markets.  In addition, he has been a
member of the Board of Directors of iBio, Inc.

Mr. Musing received his Master's Degree in Biological Sciences
from the University of Brussels, and his Graduate Degree in
Economics and Financial Sciences from the University of Antwerp,
in Belgium.

                        About TherapeuticsMD

Boca Raton, Florida-based TherapeuticsMD, Inc. (OTC QB: TXMD) is a
women's healthcare product company focused on creating and
commercializing products targeted exclusively for women.  The
Company currently manufactures and distributes branded and generic
prescription prenatal vitamins as well as over-the-counter
vitamins and cosmetics.  The Company is currently focused on
conducting the clinical trials necessary for regulatory approval
and commercialization of advanced hormone therapy pharmaceutical
products designed to alleviate the symptoms of and reduce the
health risks resulting from menopause-related hormone
deficiencies.

In the auditors' report accompanying the consolidated financial
statements for the year ended Dec. 31, 2012, Rosenberg Rich Baker
Berman & Company, in Somerset, New Jersey, expressed substantial
doubt about TherapeuticsMD's ability to continue as a going
concern, citing the Company's loss from operations of
approximately $16 million and negative cash flow from operations
of approximately $13 million.

The Company reported a net loss of $35.1 million on $3.8 million
of revenues in 2012, compared with a net loss of $12.9 million on
$2.1 million of revenues in 2011.  The Company's balance sheet at
March 31, 2013, showed $44.19 million in total assets, $4.24
million in total liabilities and $39.94 million in total
stockholders' equity.


TLO LLC: Owners to Spar on DIP Financing at June 11 Hearing
-----------------------------------------------------------
TLO LLC will ask the bankruptcy judge at a hearing on June 11,
2013 at 9:30 a.m. in West Palm Beach, Florida, for final approval
of its request to obtain bankruptcy financing from the Debtor's
current co-CEOs, Eliza Desiree Asher and Caroline Asher Yoost, the
daughters of the deceased founder of the Debtor, Hank Asher.

At a hearing on May 14, Chief Bankruptcy Judge Paul Gy. Hyman
granted TLO interim approval of the DIP financing and signed a
separate order authorizing the Debtor to use cash collateral of
its prepetition lenders.

The Debtor's principals have each agreed to loan $1 million to the
Debtor immediately.  Payable interest will be 9% per annum.  The
loans will be secured by life insurance proceeds of Mr. Asher
payable to the Debtor, along with all other assets of the Debtor.

Technology Investors, Inc., the Debtor's secured lender, has
agreed to subordinate its liens to the liens granted the
DIP lenders.  TII has also agreed to allow the Debtor to use cash
collateral.  TII is owned by the estate of the Debtor's founder
and is owed $81.7 million in principal and $7.3 million in
interest for funding provided prepetition.

TII will receive replacement liens and claims under 11 U.S.C. 507
as adequate protection.  The interim cash collateral order
provides that the Debtor will continue to be required to maintain
a minimum balance of $400,000 in an account with Wells Fargo.

The budget shows a beginning cash balance of $830,500, projected
revenues of $2.24 million, $2.33 million and $2.42 million from
May to July, and operating expenses of $2.09 million, $1.74
million and $1.89 million during the period.  A copy of the budget
attached to the interim DIP order is available for free at:
http://bankrupt.com/misc/TLO_Interim_DIP_Order_Budget.pdf

The Debtor's proposed orders were submitted by Alvin S. Goldstein,
Esq., at Furr and Cohen, P.A.

                    $2-Mil. Each in Add'l Loans

According to the proposed DIP financing documents, the principals
will have the option of loaning up to an additional $2,000,000
each to the Debtor.  These loans can be, at the discretion of the
Principals, either (i) interest only at 9% per annum or (ii)
convertible into equity in the reorganized Debtor or an entity
acquiring the assets of the Debtor as preferred shares and equity
at 5 percentage points per million. These loans will likewise be
secured by the aforementioned life insurance proceeds and all
other assets of the Debtor.  These liens will be senior to TII's
lien.

The Debtor said it has an immediate need to obtain financing to
permit, among other things, the orderly continuation of the
operation of its business, to maintain business relationships with
vendors, suppliers and customers, to make payroll, to make capital
expenditures and to satisfy other working capital and operational
needs.

                 Objections by Minority Shareholders

Not everyone is on board with the bankruptcy financing from the
Debtor's principals.  William H. Price and Green Cook Management
LLC raised objections, noting that Section 364 of the Bankruptcy
Code does not provide for the granting of an equity interest in
the Debtor in return for post-petition financing and, in this
instance, it would result in a windfall for the DIP lenders.

Mr. Price, Green Cook, and their affiliates collectively own at
least 17% of the Debtor and are creditors of Debtor.  Mr. Price is
also a member of the Board of Directors of Debtor, and, from the
end of November 2012 through the end of February 2013, was a
co-manager of the Debtor.

According to the list of equity holders, entities related to Asher
own at least 38% of the Debtor.

Mr. Price points out that various appraisals in 2012 valued the
Debtor at between $30,000,000 and $300,000,000, and, in November,
2012, Price, Green Cook, and their affiliates, purchased 19% of
Debtor for $30 million which would be equivalent to a purchase
price for Debtor of $157.9 million.  The post-petition financing
could result in the DIP lenders obtaining 30% of the Debtor for
$6 million which is equivalent to a purchase price of Debtor of
only $20 million, Mr. Price tells the Court.

Mr. Price says the Debtor has rapidly grown and continues to grow.
The Debtor's revenues have increased from $2.57 million in 2011 to
$11.5 million in 2012 to $7.85 million for the first four months
of 2013, which puts it on track to have $23.5 million in revenue
for 2013.

Mr. Price was removed as co-manager at the end of February 2013.
He offered to lend the Debtor money to avoid bankruptcy but the
offer was rejected by the Debtor's principals.  He says that the
principals are using bankruptcy to enrich themselves.

Mr. Price is represented by:

         Barry S. Balmuth, B.C.S.
         BARRY S. BALMUTH, P.A.
         1601 Forum Place, Suite 1101
         West Palm Beach, FL 33401
         Tel: (561) 242-9400
         Fax: (561) 478-2433
         E-mail: balmuthlaw@alum.emory.edu

                        Stay Relief Motion

There's also a stay relief motion filed by Mr. Price with respect
to an ongoing state court litigation between the Debtor and Mr.
Price.

The Debtor has sued Mr. Price and Green Cook in the Fifteenth
Judicial Circuit Court, Palm Beach County, Florida in the case
styled TLO, LLC v. William H. Price et al., case no.:
502013CA006006XXXXMB (AD), bringing a number of causes of action,
principally alleging that Mr. Price: (i) made misrepresentations
and submitted fraudulent financial statements relating to certain
companies Mr. Price contributed to Debtor as part of the purchase
price of Mr. Price and Green Cook's membership interest in TLO;
(ii) failed to, in good-faith, resolve a dispute between the
Debtor and a vendor of the Debtor because it would result in him
being able to continue to hold back $7,500,000 of the price of the
purchase of his membership interest in the Debtor, (iii)
improperly took $100,000 of the Debtor's money for his own
purposes; and (iv) intentionally took actions that were contrary
to the Debtor's interest and otherwise poorly performing as a co-
manager.

Mr. Price and Green Cook's affirmative defenses include: (i) prior
material breach of the contracts; (ii) fraud in the inducement to
execute the contracts; (iii) hindering and making impossible Mr.
Price's performance of the contracts; (iv) contributory negligence
by virtue of Debtor's failure to properly review the information
provided by Mr. Price and Green Cook at the time of sale; (v)
waiver and unclean hands which specifically refer to the
allegations of the counterclaim; and (vi) that actions Mr. Price
is being sued for were based on his business judgment.

In their counterclaim in the State Court Action, Mr. Price and
Green Cook made the same assertions as in their Affirmative
Defenses but expanded upon them by further alleging that the
Debtor: (i) fraudulently induced Mr. Price and Green Cook to enter
into contracts with it; (ii) ousted him as co-manager after he
took actions to report and stop illegal activity in violation of
Florida's Whistleblower law; (iii) breached the employment
agreement by terminating him as co-manager; and (iv) breached the
applicable Operating Agreement.

Mr. Price and Green Cook ask the Bankruptcy Court to lift the
automatic stay to allow them to prosecute their compulsory
counterclaims in the state court action.  Mr. Price and Green Cook
believe the Debtor's claims have no merit or that their
counterclaims otherwise far exceed the Debtor's claims.  They seek
stay relief to obtain an affirmative judgment but not to take any
measures to collect the judgment.

Mr. Price and Green Cook point out that if no stay relief is
granted, to seek affirmative relief they would then have to file a
claim in this bankruptcy proceeding where the inevitable objection
would be litigated.  Thus, there would be two proceedings, one
litigating the counterclaim defensively, and one litigating the
counterclaim affirmatively.

A hearing on the matter is also slated for June 11.

                           About TLO LLC

TLO LLC, a provider of risk-mitigation services, filed a petition
for Chapter 11 reorganization (Bankr. S.D. Fla. Case No.
13-bk20853) on May 9, 2013, in West Palm Beach, Florida, near the
company's headquarters in Boca Raton.  The petition was signed by
E. Desiree Asher as CEO.  Judge Paul G. Hyman, Jr., presides over
the case.  Furr & Cohen serves as the Debtor's counsel.

The Debtor disclosed assets of $46.6 million and liabilities of
$109.9 million, including $93.4 million in secured claims.  The
principal lender is Technology Investors Inc., owed $89 million.
TII is owned by the estate of Hank Asher, the company's primary
owner who died this year.  There is $4.6 million secured by
computer equipment.  A copy of the schedules filed together with
the petition is available for free at:
http://bankrupt.com/misc/flsb9-13-bk-20853.pdf

Governmental entities have until Nov. 5, 2013 to file proofs of
claim.


TLO LLC: Furr and Cohen Hiring Has Interim Approval
---------------------------------------------------
TLO LLC sought and obtained interim approval from the Bankruptcy
Court to employ Robert C. Furr, Esq., and the law firm of Furr and
Cohen, P.A. as general counsel.  A final hearing is slated for
June 11.

The firm will, among other things, give advice to the Debtor with
respect to its powers and duties as debtor-in-possession and will
represent the Debtor in negotiations with creditors in the
preparation of a plan.

Neither the firm nor its attorneys represent any interest adverse
to the Debtor.

The firm will apply for compensation and reimbursement of costs at
its ordinary rates and charges.  There are no prepetition fees
owed to the firm.

                           About TLO LLC

TLO LLC, a provider of risk-mitigation services, filed a petition
for Chapter 11 reorganization (Bankr. S.D. Fla. Case No.
13-bk20853) on May 9, 2013, in West Palm Beach, Florida, near the
company's headquarters in Boca Raton.  The petition was signed by
E. Desiree Asher as CEO.  Judge Paul G. Hyman, Jr., presides over
the case.  Furr & Cohen serves as the Debtor's counsel.

The Debtor disclosed assets of $46.6 million and liabilities of
$109.9 million, including $93.4 million in secured claims.  The
principal lender is Technology Investors Inc., owed $89 million.
TII is owned by the estate of Hank Asher, the company's primary
owner who died this year.  There is $4.6 million secured by
computer equipment.


TLO LLC: Taps Marcum LLP as Accountants
---------------------------------------
TLO LLC sought and obtained interim approval from the Bankruptcy
Court to employ Alan R. Barbee, CPA ABV and Marcum LLP as
accountants nunc pro tunc to the Petition Date.  A final hearing
is slated for June 11.

The firm will, among other things, assist the Debtor with the
preparation of Federal Tax Returns and in maintaining books and
records.  The firm will apply for compensation and reimbursement
of costs at its ordinary rates and charges.

Mr. Barbee and the firm have agreed to accept compensation at
these hourly rates:

         Category                   Hourly Rate
         --------                   -----------
         Partners                  $350 to $475
         Senior Managers           $275 to $360
         Managers                  $230 to $270
         Supervisors               $180 to $240
         Seniors                   $160 to $190
         Staff                     $145 to $160
         Paraprofessionals          $75 to $130

The firm may be reached at:

         Alan R. Barbee, CPA. ABV
         MARCUM LLP
         525 Okeechobee Boulevard, Suite 750
         West Palm Beach, FL 33401
         Tel: (561) 653-7350

                           About TLO LLC

TLO LLC, a provider of risk-mitigation services, filed a petition
for Chapter 11 reorganization (Bankr. S.D. Fla. Case No.
13-bk20853) on May 9, 2013, in West Palm Beach, Florida, near the
company's headquarters in Boca Raton.  The petition was signed by
E. Desiree Asher as CEO.  Judge Paul G. Hyman, Jr., presides over
the case.  Furr & Cohen serves as the Debtor's counsel.

The Debtor disclosed assets of $46.6 million and liabilities of
$109.9 million, including $93.4 million in secured claims.  The
principal lender is Technology Investors Inc., owed $89 million.
TII is owned by the estate of Hank Asher, the company's primary
owner who died this year.  There is $4.6 million secured by
computer equipment.


TLO LLC: Rejecting Equifax Data License Deals & Goldberg Lease
--------------------------------------------------------------
TLO LLC filed motions to reject data license agreements with
Equifax Information Services LLC and an apartment lease with
Jeffrey Goldberg.

The Equifax agreements signed Feb. 1, 2012, March 23, 2012, and
June 29, 2010, grants the Debtor the non-exclusive license to use
certain furnished data by Equifax. The three Equifax agreements
are either not essential to the continued operation of the
Debtor's business or can be obtained from other sources at lesser
amounts.  In addition, there are specific issues with regard to
the utilities contract.

The lease with Goldberg pertains to the property known as 114 S.E.
7th Avenue, Unit No. 3, Delray Beach, Florida 33483 for a one year
term ending December 31, 2013.  The Debtor does not utilize the
leased premises and has no need for the premises either in its on-
going business operations or in connection with its reorganization
efforts.

                           About TLO LLC

TLO LLC, a provider of risk-mitigation services, filed a petition
for Chapter 11 reorganization (Bankr. S.D. Fla. Case No.
13-bk20853) on May 9, 2013, in West Palm Beach, Florida, near the
company's headquarters in Boca Raton.  The petition was signed by
E. Desiree Asher as CEO.  Judge Paul G. Hyman, Jr., presides over
the case.  Furr & Cohen serves as the Debtor's counsel.

The Debtor disclosed assets of $46.6 million and liabilities of
$109.9 million, including $93.4 million in secured claims.  The
principal lender is Technology Investors Inc., owed $89 million.
TII is owned by the estate of Hank Asher, the company's primary
owner who died this year.  There is $4.6 million secured by
computer equipment.


TOBACCO SQUARE: Judge Makes Further Clarifications in PCB Suit
--------------------------------------------------------------
In the complaint TOBACCO SQUARE LLC, Plaintiff, v. PUTNAM COUNTY
BANK, Defendant, Adv. Proc. No. 12-06046 (Bankr. M.D.N.C.),
Bankruptcy Judge Thomas W. Waldrep, Jr., denied in part, and
granted in part, Tobacco Square's motion seeking amendments and
clarification of the Bankruptcy Court's March 26, 2013 Memorandum
Opinion.

The March 26 Memorandum Opinion granted summary judgment in favor
of PCB and denied the Debtor's summary judgment motion regarding
the validity of PCB's $5 million lien against the Debtor's real
property.

The Debtor executed a deed of trust granting PCB a security
interest in its real property in exchange for $5 million
construction loan in May 2007.  Another $5 million loan was
extended in July 2008, and deeds of trust were executed to grant
PCB security interests in the Debtor's personal property as well.

In a May 15, 2013 Memorandum Opinion available at
http://is.gd/8oOjEbfrom Leagle.com, Judge Waldrep denied the
Debtor's request to (1) make amendments in the March 26 Opinion as
to the description of indebtedness contained in the Construction
Loan Agreement, and (2) make additional findings of fact on three
notes outstanding on May 11, 2007.

Judge Waldrep, however, grants the Debtor's request to (1) amend
findings to reflect that the Construction Deed of Trust references
the variable rate of interest and the $5 million obligation, and
(2) make an additional finding of fact that the Construction Loan
Agreement is a "related document" in light of the language on the
Construction Deed of Trust.

Based in Winston-Salem, North Carolina, Tobacco Square LLC filed a
Chapter 11 bankruptcy petition (Bankr. M.D.N.C. Case No. 12-50856)
on June 13, 2012, estimating under $10 million in both assets and
debts.  Tobacco Square owns residential apartment units in a
building located in Winston-Salem, North Carolina.  It also owns
certain items of personal property associated with the apartments.

Katherine J. Clayton, Esq., at Brooks, Pierce, Mclendon, Humphrey
& Leonard, serves as the Debtor's counsel.  The petition was
signed by A. J. Rivenbark, manager.


TRAFFIC CONTROL: Court Releases Epiq as Claims & Noticing Agent
---------------------------------------------------------------
The U.S. Bankruptcy Court has approved TCSC Liquidating Trustee's
motion to release Epiq Bankruptcy Solutions LLC as claims and
noticing agent.

The Official Committee of Unsecured Creditors appointed in the
case notified the Bankruptcy Court that the effective date of its
Plan of Liquidation for the Debtor occurred Nov. 30, 2012.  The
Committee won confirmation of the Plan on Nov. 8, 2012.  Under the
Plan, GlassRatner Advisory and Capital Group LLC will be the
liquidating trustee.

Traffic Control and Safety Corporation and six subsidiaries filed
Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-11287) on
April 20, 2012.  TCSC is the largest independent provider of
safety services and products in California and Hawaii.  Formed by
Marwit Capital Partners II, L.P., in June 2007, TCSC has 430 full-
time employees and serves state and local agencies, public works
organizations, general contractors, the motion picture industry,
and provide services at special events.

TCSC estimated assets of up to $50 million and debts of up to
$100 million as of the Chapter 11 filing.  Toomey Industries, Inc.
disclosed $10,322,077 in assets and $67,844,144 in liabilities as
of the Chapter 11 filing.

Judge Kevin J. Carey presides over the case.  Latham & Watkins LLP
serves as the Debtors' bankruptcy counsel and Young Conaway
Stargatt & Taylor LLP as Delaware counsel.  Broadway Advisors, LLC
serves as financial advisors, and Epiq Bankruptcy Solutions LLC as
the claims and notice agent.

The Debtors won authority to (i) use cash collateral in which the
First Lien Lender has an interest, and (ii) obtain postpetition
financing from Fifth Street Finance Corp. and other entities in
the maximum amount of $12,775,000.

In July 2012, the Bankruptcy Court approved the sale of the
Debtor's assets to a company controlled by Fifth Street Finance
Corp.  The auction that month was cancelled after no other party
submitted a bid that would rival the stalking horse offer by the
company's lenders.

Second-lien creditors signed a deal to buy the company in exchange
for $20 million of the junior secured debt. In addition, they
would assume the first-lien obligations of about $18.5 million,
pay expenses of the Chapter 11 case, and provide $500,000 toward
expenses not paid with financing for the reorganization.  When the
sale completed, the second-lien lenders waived the remainder of
their claim.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
five unsecured creditors to the Official Committee of Unsecured
Creditors.  The Committee tapped Potter Anderson & Corroon LLP as
its counsel and GlassRatner Advisory & Capital Group LLP as its
financial advisor.


TRAINOR GLASS: Miriam R. Stein Authorized to Withdraw as Counsel
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
authorized Miriam R. Stein to withdraw her appearance as attorney
for Trainor Glass Company.

As reported in the Troubled Company Reporter on April 15, 2013,
Ms. Stein has left the law firm of Arnstein & Lehr LLP.  The
Debtor is still being represented by Ms. Stein's former colleagues
at Arnstein & Lehr LLP.  The Debtor has been notified of Ms.
Stein's request to withdraw and, upon information and belief, has
asserted no objection.

                        About Trainor Glass

Trainor Glass Company, doing business as Trainor Modular Walls,
Trainor Solar, and Trainor Florida, filed for Chapter 11
bankruptcy (Bankr. N.D. Ill. Case No. 12-09458) on March 9, 2012.
Trainor was founded in 1953 by Robert J. Trainor Sr. to pursue a
residential glass business in Chicago, Illinois.  Trainor's
business model was focused on quality fabrication, design,
engineering, and installation of glass products and framing
systems in virtually every architectural application, including
(a) new construction, (b) green-building solutions, (c) building
rehabilitation, (d) storefronts and entrances, (e) tenant
interiors, and (f) custom-specialty work.

The Hon. Carol A. Doyle oversees the Chapter 11 case.  David A.
Golin, Esq., Michael L. Gesas, Esq., and Kevin H. Morse, Esq., at
Arnstein & Lehr LLP, serve as the Debtor's counsel.  High Ridge
Partners, Inc., serves as its financial consultant.  The Debtor
has tapped Cole, Martin & Co., Ltd., to render certain auditing
services related to the Debtor's 401(k) and profit sharing plan.

The Debtor scheduled $14,276,745 in assets and $64,840,672 in
liabilities.

A three-member official committee of unsecured creditors has been
appointed in the case.  The committee retained Sugar Felsenthal
Grais & Hammer LLP as counsel.


TRI-STATE FINANCIAL: Trustee's Fees & Expenses Allowed
------------------------------------------------------
In the lawsuit, THOMAS D. STALNAKER, Trustee, Plaintiff(s), v.
GEORGE ALLISON, et al., Defendant(s), Case No. A10-8052-TJM
(Bankr. D. Neb.), Bankruptcy Judge Timothy J. Mahoney allowed the
trustee's fees and expenses and held that funds received from the
South Dakota litigation may be surcharged for all of it.

Mr. Stalnaker, the trustee of Tri-State Financial LLC, litigated
in the South Dakota bankruptcy case of Tri-State Ethanol L.L.C. to
obtain funds for the estate of TSF.  A part of that litigation was
based on a proof of claim filed in the TSE case by TSF prior to
TSF's bankruptcy filing in Nebraska.  The trustee in the Nebraska
case met with James G. Jandrain, a representative of TSF, and with
counsel for Centris Federal Credit Union which claimed a lien on
the funds represented by the proof of claim.

At no time during the South Dakota litigation and negotiations did
Mr. Jandrain or any member of TSF suggest to the trustee, his
counsel, or counsel for Centris that they, individually, actually
owned the claim in the South Dakota bankruptcy case. Instead,
they, mainly through Mr. Jandrain, supported the trustee's
position that TSF had a right to the funds.

Eventually, the TSF trustee settled with the South Dakota trustee
and dismissed other pending litigation in the South Dakota case so
that the TSF estate could obtain possession of $1,190,000 related
to its proof of claim.

After the TSF trustee received the $1,190,000, Mr. Jandrain and
the other defendants in the TSF Trustee's adversary proceeding,
other than Centris, informed the trustee that the money belonged
to them -- referred to in court documents as the Omaha Group.

The TSF trustee commenced the adversary proceeding naming the
members of the Omaha Group and Centris as defendants. Centris
filed a cross-claim asserting that its rights took priority over
the Omaha Group and asserting that the trustee should recognize
its lien rights to the fund, since it was owed significantly more
than the TSF trustee had recovered.

Trial was held and an order was entered finding that the money
from the South Dakota bankruptcy estate was not the property of
the TSF estate, but did represent repayment to the Omaha Group for
funds the Omaha Group had provided TSE to keep it operational
during its Chapter 11 case.  The order additionally provided that
the trustee should be compensated for the services provided and
expenses incurred in obtaining the funds from the South Dakota
bankruptcy estate and for litigating the ownership issue with the
Omaha Group.

The TSF trustee has provided a statement of fees and expenses,
including $35,944 for the South Dakota litigation and $61,886 for
the litigation over the ownership of the funds. He has requested
that the funds be surcharged for the fees and expenses so that
creditors of TSF will receive some distribution.

American National Bank, an assignee of Mr. Jandrain's interest,
filed a limited objection which was joined by the other
defendants, except Centris.

The objectors agree that the services rendered and fees requested
by the trustee are reasonable and that the $35,944 charged for
litigating to obtain the funds should be a surcharge to the funds.
However, they believe fees and expenses charged for litigating
with them over ownership of the funds should simply be paid from
property of the estate and not from the funds which were found to
be theirs and not property of the TSF estate.

The TSF trustee and Centris take the position that they were
misled by the Omaha Group when dealing with the litigation in the
South Dakota case.  Had they been informed prior to dismissing the
South Dakota litigation and settling with the South Dakota trustee
that the Omaha Group claimed ownership of the money, and that the
TSF estate should not benefit from settlement of the claim in
South Dakota, the trustee's litigation position may well have been
different, especially since the money was obtained only by
settling the litigation.

Judge Mahoney notes that the trustee's litigation position in his
adversary proceeding was reasonable from the commencement until
completion. He acted on behalf of creditors of the estate. The
books and records of TSF, from its inception until 2005, appeared
to show the Omaha Group made equity investments in TSF, not simply
money transfers to keep TSE viable. The Omaha Group made no
assertion of ownership of the South Dakota claim until after the
trustee settled and obtained the funds. The records of TSF and the
actions or failure to act by the Omaha Group were the causes of
this litigation. The Omaha Group should not now be rewarded for
misleading the trustee at the expense of the creditors of the
bankruptcy estate. Centris is the largest administrative and
unsecured creditor. If the surcharge is denied, it will
effectively be left as the entity financing the litigation caused
by the Omaha Group. It will be such financing entity because most
of the remaining estate funds will be used to pay the trustee's
fees and expenses, thereby depleting or eliminating distribution
to Centris and the other creditors.  According to Judge Mahoney,
the equities in this situation favor the trustee and Centris. The
fund may be surcharged both for the South Dakota litigation and
for the litigation of the ownership of the fund.

A copy of the Court's May 21, 2013 order is available at
http://is.gd/Zuehq6from Leagle.com.

Tri-State Financial LLC, owner of the North Country Ethanol plant
near Rosholt, South Dakota, filed a Chapter 11 petition (Bankr. D.
Neb. Case No. 08-83016) on Nov. 21, 2008, in Omaha, Nebraska.  The
company listed assets of $35 million and debt totaling $27
million.  Centris Federal Credit Union holds a secured claim
aggregating $19.6 million.


TRI-VALLEY VINEYARDS: Can't Appeal Order Denying TRO
----------------------------------------------------
District Judge Yvonne Gonzalez Rogers denied Tri-Valley Vineyards
LLC's emergency motion seeking leave to appeal an order denying a
temporary restraining order.

A bankruptcy judge denied the motion for a TRO for lack of
standing because only the trustee has the capacity to sue on
behalf of the bankruptcy estate.

Tri-Valley Vineyards filed a voluntary Chapter 11 petition on
Oct. 24, 2011 (Bankr. N.D. Cal., Case No. 11-70942) to prevent its
creditor, Mechanics Bank, from proceeding with a non-judicial
foreclosure on real property.  The bankruptcy judge appointed a
trustee for the bankrupt estate on Sept. 1, 2012.  The bankruptcy
court went on to modify the automatic stay on March 28, 2013, to
allow the Trustee to proceed with a non-judicial foreclosure on
the real property.  The Trustee's motion for approval of the real
property sale was granted on May 9, 2013.

In a May 14, 2013 order available at http://is.gd/axr3XPfrom
Leagle.com, Judge Rogers agreed that the bankruptcy judge
correctly concluded that Tri-Valley Vineyards does not have
standing to assert claims on behalf of the bankruptcy estate.

The case is TRI-VALLEY VINEYARDS, LLC, Plaintiff, v. MECHANICS
BANK, Defendant, Case No. 13-MC-80103 YGR (N.D. Cal).


UNITEK GLOBAL: Given Until July 31 to Refinance Debt
----------------------------------------------------
UniTek Global Services, Inc., said that its subsidiary, DirectSat
USA, LLC, has received a letter from DIRECTV, LLC, providing 180-
day notice of the termination of its master services agreement
with DirectSat, effective Nov. 8, 2013.  Shortly following receipt
of the notice, DirectSat entered into an agreement with DIRECTV
providing that the 180-day notice of termination will be
automatically withdrawn upon the Company's refinancing, by
July 31, 2013, of its debt on terms that satisfy certain financial
requirements, the continued work on completion of its financial
statements and the satisfaction of other conditions.

DIRECTV has informed the Company that it intends to continue
working with the Company as UniTek addresses the issues it
currently faces related to the previously disclosed accounting
matters.

Dave Baker, senior vice president of DIRECTV stated, "While we
take our rights seriously, we do value our relationship with
UniTek and have been pleased with their service and performance.
We will continue to work with them over the next several months as
the Company completes its financial statements and public filings,
and resolves other issues they are currently confronting."

Acknowledging DIRECTV's intent to assist the Company, Rocky
Romanella, CEO of UniTek, said that the Company intends to move
forward in working with DIRECTV and its other customers as it
continues its efforts to resolve the previously disclosed issues
and complete its required public filings.

"I believe that we can resolve our outstanding issues in a manner
and on a timeframe that will allay DIRECTV's concerns and enable
us to maintain our strategic partnership with them.  We are making
significant progress toward the completion of the restatements and
filing of our SEC reports, and are engaged in active discussions
with lenders regarding our outstanding debt.  We are appreciative
of DIRECTV's support during this time and their agreement to
automatically withdraw the notice once we meet the required
conditions."

                            About UniTek

UniTek Global Services, Inc., based in Blue Bell, Pennsylvania,
provides fulfillment and infrastructure services to media and
telecommunication companies in the United States and Canada.

As reported by the TCR on April 23, 2013, Moody's Investors
Service lowered all of Unitek Global Services, Inc.'s credit
ratings by two notches including its Corporate Family Rating to
Caa1 from B2.  These actions follow the company's announcement
that as a result of revenue recognition issues at its Pinnacle
Wireless division, Unitek's previously issued consolidated
financial statements dating back to the interim period ended
Oct. 1, 2011, should no longer be relied upon, including with
regards to the effectiveness of internal control over financial
reporting.

In the April 19, 2013, edition of the TCR, Standard & Poor's
Ratings Services lowered its corporate credit rating on Blue Bell,
Pa.-based UniTek Global Services Inc., to 'CCC' from 'B+'.  "The
rating actions follow UniTek's report that certain employees
in its Pinnacle Wireless subsidiary engaged in fraud that resulted
in improper revenue recognition," said Standard & Poor's credit
analyst Michael Weinstein.


UNIVERSAL HEALTH: Wants BankUnited to File Adversary Proceeding
---------------------------------------------------------------
Universal Health Care Group, Inc., asks the U.S. Bankruptcy Court
for the Middle District of Florida to deny a motion of BankUnited,
N.A., for entry of an order granting stay relief to enforce rights
of secured parties over tax refund, dated March 28, 2013, and
require BankUnited, N.A., to commence an adversary proceeding to
determine the relative rights of the parties to the tax sharing
agreement and the extent, validity and priority of the lenders'
lien in the tax refund.

On March 6, 2013, the Debtor and BankUnited, N.A., as
administrative agent for itself and other lenders, entered into an
agreed order granting motion of BankUnited, N.A., to prohibit use
of cash collateral.  Paragraph 3 of the agreed order provides that
the tax refund that is the subject of the stay motion "shall
remain on deposit in the Debtor's debtor-in-possession account
maintaines at BankUnited...without prejudice to, and pending
further order of the Court determining the relative rights and
priorities of the debtor and the lenders as of the Petition Date
with respect to those funds and any related issue."

                   About Universal Health Care

Universal Health Care Group, Inc., owns an insurance company and
three health-maintenance organizations that provide managed care
services for government sponsored health care programs, focusing
on Medicare and Medicaid.

Universal Health was founded in 2002 by Dr. A.K. Desai and grew
its operations of offering Medicare plans to more than 37,000
members to over 20 states.

Universal Health filed a Chapter 11 bankruptcy protection (Bankr.
M.D. Fla. Case No. 13-01520) on Feb. 6, 2013, after Florida
regulators moved to put two of the company's subsidiaries in
receivership.

Universal Health Care estimated assets of up to $100 million and
debt of less than $50 million in court filings in Tampa, Florida.

Harley E. Riedel, Esq., at Stichter Riedel Blain & Prosser, in
Tampa, serves as counsel to the Debtor.


VANDERRA RESOURCES: Amends Plan of Liquidation
----------------------------------------------
Vanderra Resources, LLC, and its Official Committee of Unsecured
Creditors submitted to the Bankruptcy Court a Second Amended Joint
Plan of Liquidation as modified on May 13, 2013.

According to the Disclosure Statement, the Plan provides for this
treatment of claims:

Class 1: Secured Claims of PlainsCapital Bank ($5,500,000) will be
paid out of available cash on the Effective Date.

Class 2: Secured Claims of Stone Arch Capital, either in whole or
in part, will be paid out of the portion of the disputed cash that
is subject to the full satisfaction of any senior security
interests to Stone Arch Capital.

Class 3: Secured Tax Claims will be fully satisfied within 30 days
after the later of (a) the Plan Effective Date or (b) becoming an
Allowed Secured Tax Claim.  Each holder of an Allowed Secured Tax
Claim will retain all Liens securing the same until paid, and this
Plan does not modify or affect the validity, extent or priority of
such Liens.

Class 4: Other Secured Claims will be fully satisfied within 30
days after the later of (a) the Effective Date or (b) becoming an
Allowed Other Secured Claim.  Each holder of an Allowed Other
Secured Claim will retain all Liens securing the same, until paid,
and this Plan does not modify or affect the validity, extent or
priority of such Liens.

Class 5: Priority Non-Tax Claims will be paid in full from
available cash within 30 days after the later of (a) the Effective
Date or (b) becoming an Allowed Priority Non-Tax Claim.

Class 6: General Unsecured Claims will be paid from available cash
Pro Rata by the trustee on any distribution date when such
available cash exists.

Class 7: Subordinated Claims will be paid from available cash pro
rata by the trustee on any distribution date when such available
cash exists.

Class 8: Interests will be deemed canceled on the Effective Date;
provided, however, that holders of Class 8 Interests as of the
Effective Date, or their successors or assigns, will be paid from
available cash pro rata by the trustee on any distribution date
when such available cash exists.

Copies of the Disclosure Statements are available for free at:

     http://bankrupt.com/misc/VANDERRA_RESOURCES_modifiedplan.pdf
     http://bankrupt.com/misc/VANDERRA_RESOURCES_plan.pdf
     http://bankrupt.com/misc/VANDERRA_RESOURCES_planb.pdf

Kevin M. Lippman, Esq., and Davor Rukavina, Esq., at Munsch Hardt
Kopf & Harr, P.C. represent the Debtor.  Andrew E. Jillson, Esq.,
Cameron W. Kinvig, Esq., and Jesse T. Moore, Esq., at Hunton &
Williams LLP represent the Committee.

                     About Vanderra Resources

Vanderra Resources LLC is an innovator and leader in the oil-field
services industry, providing one stop solutions for the setup of
drilling sites, including the construction of well site locations
and roads, compressor pads, pipelines, and frac ponds.

Vanderra Resources filed a Chapter 11 petition (Bankr. N.D. Tex.
Case No. 12-45137) in Fort Worth, Texas, on Sept. 9, 2012. The
Debtor estimated assets and debts of at least $10 million.  The
Debtor filed for bankruptcy to address its legacy debt issues, to
finalize its restructuring into a smaller, more profitable
company, and to preserve and enhance its going concern value for
the benefit of its vendors, customers, creditors, employees, and
all stakeholders.

Bankruptcy Judge D. Michael Lynn oversees the Debtor's case.
Kevin M. Lippman, Esq., and Davor Rukavina, Esq., at Munsch Hardt
Kopf & Harr, P.C., serve as the Debtor's counsel.  The petition
was signed by George Langis, president and chief operating
officer.  The Debtor disclosed $26,319,392 in assets and
$24,066,68 in liabilities as of the Chapter 11 filing.


VANN'S INC: Perkins Coie, Hamstreet to Split $336K Carve-Out
------------------------------------------------------------
Bankruptcy Judge John L. Peterson ruled that Perkins Coie and
Hamstreet & Associates will have to split the $335,782 balance of
the professional fee carve-out as payment for their work in Vann's
Inc.'s failed restructuring.

"I conclude that it is only equitable and fair that Perkins and
Hamstreet split that sum, with an award of $167,891.39 to each as
a reasonable final fee and cost award, particularly in light of
the pre-petition bankruptcy services paid of over $400,000," Judge
Peterson said.

The judge also ruled that all other pending objections filed by
the Chapter 7 Trustee and First Interstate Bank to both firms' fee
applications are denied.

In their fee applications, Perkins Coie sought payment of $318,332
while Hamstreet billed $501,047.

As of the chapter 11 petition date, Hamstreet had an outstanding
bill of $4,648 and Perkins had a pre-petition fee and expense
amount owed of $31,374.  Hamstreet's fee request includes $5,535
for preparing its fee application after the appointment of a
Chapter 11 Trustee, and likewise Perkins claims $6,631 in fees and
expenses after the appointment of the Chapter 11 Trustee.

As to Perkins, it waived any claims for pre-petition fees as an
administrative expense in its employment application.

The Court also rejected the Chapter 7 Trustee's contention that
Hamstreet used independent contractors in the performance of its
obligation to the estate as those services were paid by Hamstreet
from its fee request pursuant to a stipulation with the U.S.
Trustee that a sharing arrangement conflicts with 11 U.S.C. Sec.
504.  The U.S. Trustee and Hamstreet entered into two stipulations
that resolved this issue which were approved by the Court.

A copy of the Court's May 21, 2013 Memorandum of Decision is
available at http://is.gd/meavowfrom Leagle.com.

                        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.  Founded in 1961, Vann's also
owned outdoor clothing and sports products at
http://www.bigskycountry.com/ Vann's was owned by an employee
stock ownership plan trust.

By the Chapter 11 bankruptcy petition date, Vann's employed 160
persons in 5 retail stores, and Apple designed mobile store in
Missoula (OnStore), a warehouse in Lolo and a call center in
Missoula.  Vann's sold appliances, consumer goods and related
products together with outdoor equipment, and clothing, footwear
for outdoor activities. E-Commerce sales represented one half of
total company sales. In 2011, Vann's generated a total of $100.8
million in sales, but suffered a net loss of $1.3 million.
Substantial losses began in 2008.

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.

Prepetition lender 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 formed a seven-member creditors committee.  The
Committee is represented by Halperin Battagia Raicht, LLP, and
Ross Richardson.

The Court appointed Montana lawyer Richard J. Samson as trustee
for Vann's on Oct. 3, 2012.  On Oct. 26, the Court approved the
stipulation between the Chapter 11 Trustee, First Interstate Bank,
GE, the Creditors' Committee and U.S. Trustee to convert the case
to Chapter 7.

In November, the Court approved the sale of five Vann's retail
stores to Texas-based McMagic Partners LP.  Pursuant to the
$4.5 million deal, McMagic acquired the retail electronic and
appliance stores in Missoula, Hamilton, the Flathead Valley,
Billings and Bozeman.  McMagic is owned by a Florida-based company
that runs a chain of electronics stores in the Southwest.


VERTICAL COMPUTER: Delays Q1 Form 10-Q for Refinancing Issues
-------------------------------------------------------------
Vertical Computer Systems, Inc., has experienced unexpected delays
in coordinating and finalizing its 10-Q report due to issues
arising from refinancing of its secured debt.  Accordingly, the
Company is unable to file its Form 10-Q on or before the
prescribed filing date.  The Company expects to file the Form 10-Q
within five days after the prescribed filing date.

Net loss applicable to common shareholders for the three months
ended March 31, 2013, as compared to March 31, 2012, has increased
approximately $95,000 primarily due to a decrease in software
maintenance revenue as a result of non-renewal of software
maintenance contracts by two customers and an increase in selling,
general and administrative expenses related to increased legal
fees to prosecute patent infringement on the Company's
intellectual property.

                       About Vertical Computer

Richardson, Tex.-based Vertical Computer Systems, Inc., is a
multinational provider of Internet core technologies, application
software, and software services through its distribution network
with operations or sales in the United States, Canada and Brazil.

In the auditors' report accompanying the consolidated financial
statements for the year ended Dec. 31, 2011, MaloneBailey, LLP, in
Houston, Texas, noted that the Company suffered net losses and has
a working capital deficiency, which raises substantial doubt about
its ability to continue as a going concern.

Vertical Computer disclosed a net loss of $1.31 million on $5.47
million of total revenues for the year ended Dec. 31, 2012, as
compared with a net loss of $167,588 on $6.27 million of total
revenues for the year ended Dec. 31, 2011.  The Company's balance
sheet at Dec. 31, 2012, showed $1.58 million in total assets,
$14.55 million in total liabilities and $9.90 million in
convertible cumulative preferred stock, and a $22.87 million total
stockholders' deficit.

MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012, citing net losses and a working capital
deficiency, which raises substantial doubt about the Company's
ability to continue as a going concern.


VIGGLE INC: Had $3.3 Million in Revenue in F3Q 2013
---------------------------------------------------
Viggle, Inc., generated $3.395 million in revenue in F3Q 2013, a
510 percent increase compared to $0.556 million in F3Q 2012,
during which Viggle launched its application on Jan. 25, 2012.  In
the traditionally slowest quarter of the year for TV and brand
advertising, Viggle's revenue dropped by 12 percent compared to
F2Q 2013, when revenues were $3.875 million.  This is in line with
some other companies with similar revenue markets, some of which
saw declines of up to 20 percent.

The growth over last year is due to the continued acceptance of
Viggle among advertisers and networks.  During the quarter,
nineteen brand advertisers and nine TV networks partnered with
Viggle to run second screen integrated ad campaigns.  Brand
activations are driving key performance indicators for partners
such as brand awareness and intent to purchase.  For network
partners, Viggle is driving the discovery of new shows, reminders
to tune in and show engagement.

Registered users increased by 515 percent in the past year and 35
percent during the quarter.  Viggle totaled 2.183 million as of
the end of F3Q 2013, compared to 0.355 million as of the end of
F3Q 2012, and compared to 1.623 million at the end of F2Q 2013.
That trend continued in April 2013, with another 12 percent
increase, giving Viggle 2.445 million registered users through the
end of April.

Viggle is also seeing continued growth among monthly active users,
which increased by 54 percent, quarter-to-quarter.  For F3Q 2013,
Viggle saw an average of 599,317 monthly active users, as opposed
to an average of 389,735 in F2Q 2013.  Viggle saw continued growth
in April with monthly active users of 667,907.  Monthly active
users are computed by determining those users that have logged
into the Viggle app at any time during the month.

"We are seeing a steady and sizeable growth in registered and
active users, making it clear to us that Viggle is becoming more
widely accepted by the viewing public," said Greg Consiglio,
Viggle President and COO.  "The outstanding growth in our first
actual quarter-to-quarter comparison is further confirmation that
the type of promotions we are running are resonating with the
advertising community and our network partners.  We are excited
about our ability to build on this momentum."

Consiglio noted that a core focus of Q3 was developing Viggle's
nationwide television campaign and securing partnerships with
networks, brands and agencies.  Viggle unveiled a "Watch and Win"
promotion with The Ellen DeGeneres Show and teamed with the NBA
for the league's 2013 playoffs.  Viggle also commissioned TV
research giant Nielsen to conduct research that will guide product
development with deeper understanding of the user base and their
habits.

For F3Q 2013, Viggle had an Adjusted EBITDA loss of $8.803 million
as compared to an adjusted EBITDA loss of $6.451 million in F2Q
2013, as compared to an Adjusted EBITDA loss of $8.484 million in
F1Q 2013.  Revenue exceeded the cash cost of rewards each month in
the quarter.  The sequential increase in EBITDA losses is directly
attributable to an increase in marketing spending to grow Viggle's
user base, $594,000 legal fees plus the $500,000 break-up fee for
ending a proposed merger with GetGlue, and a decline in revenues,
partially offset by a slight decrease in the cash cost of rewards.

                            About Viggle

New York City-based Viggle Inc. is a loyalty marketing company.
The Company has developed a loyalty program for television that
gives people real rewards for checking into the television shows
they are watching on most mobile operating system.  Viggle users
can redeem their points in the app's rewards catalog for items
such as movie tickets, music, or gift cards.

As reported in the TCR on Oct. 22, 2012, BDO USA, LLP, in New York
City, expressed substantial doubt about Viggle's ability to
continue as a going concern.  The independent auditors noted that
the Company has suffered recurring losses from operations and at
June 30, 2012, has deficiencies in working capital and equity.


VYSTAR CORP: Delays Filing of Annual and Periodic Reports
---------------------------------------------------------
Vystar Corporation was not able to file its quarterly report on
Form 10-Q in a timely manner because of previous delays in
beginning the on-site audit process by the Company's auditors as a
result of overdue accounts payable due the auditors.  As a result,
the Company's annual report on Form 10-K for the year ended
Dec. 31, 2012, has not been completed or filed.  It is anticipated
that the Annual Report on Form 10-K will be filed on or about
May 31, 2013, and that the Quarterly Report on Form 10-Q will be
filed as soon as possible thereafter.

                         About Vystar Corp

Duluth, Ga.-based Vystar Corporation is the creator and exclusive
owner of the innovative technology to produce Vytex(R) Natural
Rubber Latex.  This technology reduces antigenic protein in
natural rubber latex products to virtually undetectable levels in
both liquid NRL and finished latex products.

                        Bankruptcy Warning

According to the Company's quarterly report on Form 10-Q for the
period ended June 30, 2012, there can be no assurances
that the Company will be able to achieve its projected level of
revenues in 2012 and beyond.  "If the Company is unable to achieve
its projected revenues and is not able to obtain alternate
additional financing of equity or debt, the Company would need to
significantly curtail or reorient its operations during 2012,
which could have a material adverse effect on the Company's
ability to achieve its business objectives and as a result may
require the Company to file for bankruptcy or cease operations."

Habif, Arogeti & Wynne, LLP, in Atlanta, Georgia, expressed
substantial doubt about Vystar's ability to continue as a going
concern, following its results for the fiscal year ended Dec. 31,
2011.  The independent auditors noted that the Company has
recurring losses from operations, a capital deficit, and limited
capital resources.

The Company's balance sheet at Sept. 30, 2012, showed $1.31
million in total assets, $2.57 million in total liabilities and a
$1.25 million total stockholders' deficit.


W. O. WHITE: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: W. O. White, LLC
        5905 Neuse Road
        Grantsboro, NC 28529

Bankruptcy Case No.: 13-03316

Chapter 11 Petition Date: May 22, 2013

Court: United States Bankruptcy Court
       Eastern District of North Carolina (Wilson)

Judge: Stephani W. Humrickhouse

Debtor's Counsel: Trawick H Stubbs, Jr., Esq.
                  STUBBS & PERDUE, P.A.
                  P.O. Drawer 1654
                  New Bern, NC 28563
                  Tel: (252) 633-2700
                  Fax: (252) 633-9600
                  E-mail: efile@stubbsperdue.com

Scheduled Assets: $1,780,707

Scheduled Liabilities: $3,138,523

A list of the Company's 20 largest unsecured creditors, filed
together with the petition, is available for free at
http://bankrupt.com/misc/nceb13-3316.pdf

The petition was signed by William O'Neal White, member-manager.


WAVE SYSTEMS: Posts Financial Statements of Safend
--------------------------------------------------
Wave Systems Corp. delivered to the U.S. Securities and Exchange
Commission the audited consolidated financial statements of Safend
Ltd. and its subsidiaries for the period commenced Jan. 1, 2011,
and ended Sept. 22, 2011.

Safend Ltd., an Israeli Company, was incorporated and commenced
operations on March 4, 2003. The Company is engaged in research,
development, manufacturing and selling of computer security
products.

On Sept. 22, 2011, Wave Systems acquired all of the issued and
outstanding share capital of Safend.

Safend incurred a net loss of $2.27 million on $4.75 million of
revenues for the period from Jan. 1, 2011, through Sept. 22, 2011.
Safend's balance sheet as of Sept. 22, 2011, showed $2.59 million
in total assets, $5.74 million in total liabilities and a $3.15
million total shareholders' deficit.

Somekh Chaikin, issued a "going concern" qualification on the
consolidated financial statements of Safend for the period ended
Sept. 22, 2012.  The independent auditors noted that the Company
has suffered recurring losses from operations and has an
accumulated deficit that raise substantial doubt about its ability
to continue as a going concern.

A copy of the Report is available for free at:

                        http://is.gd/QRv4JT

                        About Wave Systems

Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) --
http://www.wave.com/-- develops, produces and markets products
for hardware-based digital security, including security
applications and services that are complementary to and work with
the specifications of the Trusted Computing Group, an industry
standards organization comprised of computer and device
manufacturers, software vendors and other computing products
manufacturers.

KPMG LLP, in Boston Massachusetts, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012.  The independent auditors noted that
Wave Systems Corp. has suffered recurring losses from operations
and has an accumulated deficit that raise substantial doubt about
its ability to continue as a going concern.

For the 12 months ended Dec. 31, 2012, the Company incurred a net
loss of $33.96 million, as compared with a net loss of $10.79
million in 2011.  The Company's balance sheet at March 31, 2013,
showed $10.77 million in total assets, $22.19 million in total
liabilities and a $11.42 million total stockholders' deficit.


WINDSORMEADE OF WILLIAMSBURG: Court Confirms Amended Ch.11 Plan
---------------------------------------------------------------
Virginia United Methodist Homes of Williamsburg, Inc., has won
confirmation of its Amended/Modified Plan of Reorganization which
provides for cash considerations to make payments or distributions
pursuant to the Plan will be obtained from (1) existing cash
balances in the Reorganized Debtors' unrestricted accounts, (2)
net cash proceeds from the issuance of the Series 2013C Senior
Bonds, (3) the capital contribution of the Debtor's owner Virginia
United Methodist Homes, Inc., and (4) borrowings under the
revolving loan facility that VUMH will provide to the Debtor to
supplement its liquidity after it emerges from bankruptcy.

As reported by the Troubled Company Reporter on April 17, 2013,
the Amended Disclosure Statement provided for, among others, the
following modifications:

   -- The amount of the Class 2 - Series 2007 A/B Bond Claims is
      increased from $48,325,000 to $48,750,833.

   -- Class 3 is composed of Series 2007C Bond Claims and L/C
      Claims.

   -- Holders of Allowed Series 2007 A/B Bond Claims and Series
      2007C Bonds Claims and L/C Claims, in full and final
      satisfaction and discharge of and in exchange for the
      Allowed Claims, will receive the Series 2013A Senior Bonds,
      the Series 2013A Subordinate Bonds, and the Series 2013B
      Senior Bonds.

All parties asserting claims as defined in Sections 101(5) and 501
of the Bankruptcy Code are required to file proofs of claim on or
before 5:00 p.m. (EST) on April 30, 2013.  The General Claims Bar
Date will not apply to any current resident as of the General
Claims Bar Date who holds a claim against the Debtor under his/her
residency agreement.

A blacklined version of the modified Disclosure Statement dated
April 10 is available for free at:

       http://bankrupt.com/misc/VIRGINIAUNITEDds0410.pdf

                About WindsorMeade of Williamsburg

Virginia United Methodist Homes of Williamsburg, Inc., doing
business as WindsorMeade of Williamsburg, filed a Chapter 11
petition (Bankr. E.D. Va. Case No. 13-31098) on March 1, 2013.

WindsorMeade of Williamsburg is a continuing care retirement
community located on a 105 acre parcel of real property leased by
sponsor Virginia United Methodist Homes Inc.  The facility
includes 181 independent living units with an 80% occupancy rate,
14 assisted living apartments with 65% occupancy and 12 skilled
nursing beds with 75% occupancy.

DLA Piper LLP (US) and Hirschler Fleischer, P.C. serve as counsel
to the Debtor.  Deloitte Financial Advisory Services LLP serves as
financial advisor.  McGuire Woods LLP is special bond counsel.
BMC Group Inc. is the claims agent.  The prepetition lender, UMB
Bank, NA, is represented by Christian & Barton, LLP.

The Debtor estimated assets and debts of $100 million to
$500 million.


WVSV HOLDINGS: Hearing on Case Dismissal Continued to June 3
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona approved a
stipulation continuing until June 3, 2013, the hearing to consider
secured creditor 10K, L.L.C.'s motion to dismiss the Chapter 11
case of WVSV Holdings, LLC.

10K and the Debtor believe that the judicial economy and the
interests of the estate and creditors would be best served by
continuing the hearing on the motion to dismiss to a later date,
for these reasons:

   1. also pending before the Court are 10K's Creditor's Plan of
Reorganization dated April 5, 2013; 10K's motion for relief from
stay, and 10K's motion to stay; the Debtor's motion for
authorization to sell real property -- all of which are calendared
to come on for hearing on June 3;

   2. the outcome of ruling on the other pending matters may lead
the parties to resolve the motion to dismiss without further
involvement of the Court.

The parties previously entered a stipulation continuing the
hearing to April 29.

10K LLC is represented by:

         Michael McGrath, Esq.
         David J. Hindman, Esq.
         MESCH, CLARK & ROTHSCHILD, P.C.
         259 North Meyer Avenue
         Tucson, AR 85701
         Tel: (520) 624-8886
         Fax: (520) 798-1037
         E-mail: ecfbk@mcrazlaw.com
                 mmcgrath@mcrazlaw.com
                 dhindman@mcrazlaw.com

              - and -

         Daniel Dowd, Esq.
         Daniel Durchslag, Esq.
         COHEN KENNEDY DOWD & QUIGLEY, P.C.
         2425 East Camelback Road, Suite 1100
         Phoenix, AR 85016
         Tel: (602) 252-8400
         Fax: (602) 252-5339
         E-mail: dowd@ckdqlaw.com
                 ddurchslag@ckdqlaw.com

                        About WVSV Holdings

W.V.S.V. Holdings LLC, the owner of about 13,000 acres of vacant
land in Buckeye, Arizona, filed a petition for Chapter 11
protection (Bankr. D. Ariz. Case No. 12-10598) on May 14, 2012, in
Phoenix.  The Debtor claims that the three tracts of land planned
for "future development" are worth $120 million and secure $57.3
million in debt.  The Debtor scheduled $120.04 million in assets
and $57.35 million in liabilities.

West Valley Ventures, LLC, owns 75% of the Debtor, and Breycliffe,
LLC, owns the remaining 25%.

Judge Redfield T. Baum, Sr., presides over the case.  Michael W.
Carmel, Esq., serves as the Debtor's counsel.  The petition was
signed by Lee Allen Johnson, manager of West Valley Ventures,
manager.

The U.S. Trustee has not appointed an official committee of
unsecured creditors in the Debtor's case because an insufficient
number of persons holding unsecured claims against the Debtor have
expressed interest in serving on a committee.  The U.S. Trustee
reserves the right to appoint the committee should interest
develop among the creditors.

Under the Plan filed in the Debtor's case, each holder of general
unsecured claims will receive 100% of its allowed general
unsecured claim.  Payments will be made in four equal semi-annual
payments.


WYLDFIRE ENERGY: Lain Faulkner Approved as Accountant
-----------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
authorized, in an amended order, Wyldfire Energy, Inc. to employ
Lain, Faulkner & Co., P.C., to provide accounting service to
the Debtor.

The Court, in its order, directed that the firm amend its
disclosure and declaration to reflect the amounts that it has
received to date from any source; and submit a budget for
forensic, tax and other services, including avoidance and plan
work, anticipated to be needed and performed on behalf of the
Debtor.

Further, the firm will not perform any forensic accounting work
for the Debtor until Lain Faulkner is authorized to perform
forensic accounting work for the Debtor by further order of the
Court.

As reported in the Troubled Company Reporter on April 22, 2013,
the Debtor sought Court permission to employ Lain Faulkner, and,
in particular, to obtain the services of Steven H. Thomas, CPA and
shareholder of the firm, to perform forensic accounting services,
analyze preferences and their relation to the bankruptcy case, and
provide expert testimony.

The firm is expected to:

   (a) prepare an accounting of the "partnership" affairs between
       the Debtor and the Riggs Group, including a reconciliation
       of the results to the Hanke Report; economic analysis and
       consultation with the Debtor;

   (b) perform forensic accounting analysis and consultation with
       the Debtor;

   (c) assist with the development and evaluation of the Debtor's
       Plan of Reorganization;

   (d) prepare accounting reports as requested or required;

   (e) provide assistance with the Debtor's analysis and
       objections to various claims; and

   (f) provide other services as may be necessary or appropriate.

Mr. Thomas's hourly rate is $390.  The firm's current hourly fee
structure are:

       Clerical and Data Entry               $75 - $95
       General Accountants                  $150 - $215
       Technology Assistance                $225 - $300
       CPA Accountants, Forensic & Audit    $225 - $340
       Shareholders in the Firm             $345 - $450

The Debtor believes that Lain Faulkner is a "disinterested person"
as defined in Section 101(14) of the Bankruptcy Code.

                       About Wyldfire Energy

Palo Pinto, Texas-based Wyldfire Energy, Inc., filed a bare-bones
Chapter 11 petition (Bankr. N.D. Tex. Case No. 12-70239) in
Wichita Falls, Texas, on June 20, 2012.  Tamara Ford, a 100%
stockholder, signed the Chapter 11 petition.  Judge Harlin DeWayne
Hale oversees the case.  The Law Offices of Ronald L. Yandell,
Esq., serves as the Debtor's counsel.

The Debtor's Plan provides that General Unsecured Creditors will
be paid in full in one installment being payable on or within 60
days of the respective Initial Distribution Date.


WYLDFIRE ENERGY: Michael McConnell Selected as Chapter 11 Trustee
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas last
month approved the appointment of

         Michael McConnell
         Kelly Hart & Hallman, LLP
         201 Main Street, Suite 2500
         Fort Worth, TX 76102

as Chapter 11 trustee for Wyldfire Energy, Inc.

William T. Neary, the U.S. Trustee for Region 6, has fixed the
trustee's bond at $10,000 personal recognizance.

The U.S. Trustee has selected Mr. McConnell after consulting with
Ronald L. Yandell, counsel for the Debtor; James Hoffman, counsel
for Carlton Scott "Bubba" Riggs and Riggs Energy; H. Brandon
Jones, counsel for Bobby Riley and Riley Exploration; Ronald
Hornberger, for Ty Griesenbeck; William Greendyke, counsel for
Riley-Huff Energy Group; Aaron Tobin, counsel for Tamara Ford; Jim
Robertson, for himself; and Dan Hanke, for himself.

As reported in the Troubled Company Reporter on Oct. 18, 2012,
Carlton "Bubba" Riggs and Riggs Energy, Inc., asked the Court to
direct the appointment of a trustee.

Prepetition, the Riggs Parties filed a lawsuit in Texas state
court in connection with partnership affairs with the Debtor and
its principals, Tamara Ford and Tim Ford.  The court announced its
finding that the Riggs Parties were entitled to a cash award of
more than $5 million.  A final judgment against the Debtor and the
Fords, jointly and severally, was imminent after the parties
entered into a written Settlement Agreement, after the state court
conducted a three-day hearing on entry of judgment on that
Agreement, after an arbitrator rendered a decision finding that
the Agreement required the Debtor and the Fords to be jointly and
personally liable under the judgment, and after the court
announced its finding that the Riggs Parties were entitled to a
cash award of more than $5 million.

At that point, according to the Riggs Parties, the Fords threw
Wyldfire into bankruptcy as a litigation tactic, hoping to avoid
their joint and personal liability under the Settlement Agreement
and the resulting non-appealable findings by the judge and the
arbitrator.  At this same time, the Fords began transferring
assets out of their name in an effort to protect, hide, and
conceal them from execution of the imminent non-appealable
judgment in favor of the Riggs Parties.

According to the Riggs Parties, appointing a Chapter 11 trustee
for Wyldfire is the only way to ensure that Wyldfire's bankruptcy
will be conducted in the best interest of its creditors, as
opposed to the conflicting best interests of Tim Ford and Tamara
Ford personally.  The Fords are responsible for initiating
Wildfire's bankruptcy, and for exposing Wyldfire to additional
damages as a result of their withdrawal of consent to the written
Settlement Agreement in Frio County litigation, entitling Riggs
not only to the cash award exceeding $5 million, and one-half of
all partnership assets -- in which the Debtor listed its 50%
interest be valued at approximately $33 million, the other 50% of
which ownership interest would be owed to the Riggs Parties -- but
now as a result of the Fords causing Wyldfire to withdraw its
consent to the written Settlement Agreement, Wyldfire's estate is
subject to a 40% award of attorney fees pursuant to Tex. Civ.
Prac. & Rem. Code Sec. 38.001(8).

                       About Wyldfire Energy

Palo Pinto, Texas-based Wyldfire Energy, Inc., filed a bare-bones
Chapter 11 petition (Bankr. N.D. Tex. Case No. 12-70239) in
Wichita Falls, Texas, on June 20, 2012.  Tamara Ford, a 100%
stockholder, signed the Chapter 11 petition.  Judge Harlin DeWayne
Hale oversees the case.  The Law Offices of Ronald L. Yandell,
Esq., serves as the Debtor's counsel.

The Debtor's Plan provides that General Unsecured Creditors will
be paid in full in one installment being payable on or within 60
days of the respective Initial Distribution Date.


* Ex-AIG Chief Greenberg Moves to Toss Spitzer Suit
---------------------------------------------------
David McLaughlin, David Voreacos & Chris Dolmetsch, writing for
Bloomberg News, reported that Maurice "Hank" Greenberg, the former
chief executive officer of American International Group Inc.
(AIG), is set to ask New York's highest court to clear his name
and dismiss what remains of an eight-year-old lawsuit over an AIG
accounting scandal.

According to the report, the argument comes after New York
Attorney General Eric Schneiderman said that while he wants to
hold Greenberg personally liable, he no longer seeks money
damages. He wants to bar Greenberg, 88, from working in the
securities industry or serving as an officer or director of a
public company.

Greenberg has long argued that the lawsuit, originally filed by
then-Attorney General Eliot Spitzer, is groundless, the report
related. Schneiderman contends that Greenberg and former AIG Chief
Financial Officer Howard Smith bear responsibility for a sham
transaction with General Reinsurance Corp. in 2000 and 2001 that
inflated AIG's loss reserves by $500 million.

"We believe it is important to hold these defendants personally
accountable for their frauds," Schneiderman's office wrote on
April 25 to the New York Court of Appeals in Albany, which is
scheduled to hear arguments in the case, the report cited.

Greenberg, who served in World War II and in Korea, has squared
off against three attorneys general in his fight to defeat the
lawsuit, according to the report. Spitzer's pursuit of the case
forced Greenberg to step down from AIG in 2005 after he spent four
decades building AIG into the world's largest insurer.

The case is State of New York v. Greenberg, 401720-2005, New York
state Supreme Court (Manhattan).


* N.Y. Atty. Gen. Lays Out Complaints v. Wells Fargo, BofA
----------------------------------------------------------
Danielle Douglas, writing for The Washington Post, reported that
Bank of America, Wells Fargo and other large banks are dragging
their feet in processing homeowners' requests for lower monthly
payments under the $25 billion national mortgage settlement, said
New York Attorney General Eric Schneiderman in a letter obtained
Friday by The Washington Post.

According to the report, earlier this month, Schneiderman
threatened to sue Wells Fargo and Bank of America for violating
the terms of the agreement, which was brokered last year between
49 attorneys general and the nation's five largest mortgage
servicers over foreclosure abuses.

The Post related that New York's top prosecutor said his office
received 339 complaints that the two banks were not complying with
the timeline requirements of the agreement. Homeowners said the
banks took more than 30 days to respond to their requests to
reduce interest rates or loan balances.

"We have learned that several other states have identified
similar, recurring deficiencies by the participating servicers,"
Schneiderman said in a letter dated May 23 to the monitor of the
settlement, Joseph Smith, the Post further related. The attorney
general told Smith that he intends to sue if the monitoring
committee failed to bring the banks in line.

Schneiderman would not identify the other states or other banks
being accused of violating the servicing standards set in the
settlement, but the accusations echo those of other state
attorneys general, the Post noted.


* Mortgage Jobs Sent to India by U.S. Banks
-------------------------------------------
Joel Schectman, writing for The Wall Street Journal, reported that
as U.S. banks struggle to maintain margins amid growing regulatory
demands, some of them have started to outsource part of the
onerous work involved in servicing mortgages and processing
foreclosures to India's major technology companies.

According to the WSJ report, the move is creating a new revenue
stream for such Indian outsourcing firms as Tata Consultancy
Services Ltd. and Wipro Ltd. at a time when many Western companies
have been pulling back on information-technology outsourcing. This
year, Indian outsourcing firms will bring in $316 million in
mortgage work, double the revenue from such work in 2009,
according to estimates from HfS Research, an outsourcing
consulting firm.

The banks aren't outsourcing all the work, the WSJ report noted.
Citibank, for example, says that most of its mortgage servicing is
still done in the U.S., though an Indian outsourcing company now
supplements some work as needed. But as the government rolls out
tougher rules for home loans, banks have added new financial-
verification hurdles, and many of them outsource vetting rather
than increasing their own staffs.

Indian outsourcing firms argue that using their services is also
beneficial because it increases the layers of scrutiny, WSJ
related. But U.S. regulators have faulted the banks for poor
supervision of third-party vendors. Consumer advocates also worry
that sending parts of the mortgage-servicing work to India will
make it harder to ensure that reviews are done properly. "I think
the lack of oversight so far away may be too much for these banks
to handle, considering how badly they've handled overseeing their
own staff," says Ira Rheingold, executive director of the National
Association of Consumer Advocates.

In the years after the 2008 global financial crisis, the U.S
government criticized every facet of the mortgage business, from
how financial institutions decided who got a loan to how borrowers
in default were treated, WSJ pointed out. Banks were also faulted
for sloppiness, which, the government said, contributed to the
wave of foreclosures that sank the American housing market.


* SEC Refocuses on Accounting Fraud
-----------------------------------
Jean Eaglesham, writing for The Wall Street Journal, reported that
U.S. securities regulators are turning back toward Main Street,
renewing their focus on accounting fraud and other financial-
disclosure failings.

According to the WSJ report, those cases were long a staple of the
Securities and Exchange Commission's enforcement efforts, leading
to more than 25% of civil-enforcement actions filed by the agency
in its 2003 to 2005 financial years. The financial crisis shifted
attention and money elsewhere. In the year ended last September,
accounting fraud and financial-disclosure problems made up just
11% of SEC enforcement actions.

But as the volume of crisis-related cases ebbs, top SEC officials
are expected to announce soon a broad shuffling of resources in
the agency's enforcement division that will include an increased
focus on accounting fraud, according to people close to the
agency, WSJ related.

The decision to hunt for wrongdoing by Main Street, as well as
Wall Street, puts America's corporations in the SEC's cross hairs,
the report said.

The move is led by SEC Chairman Mary Jo White and co-enforcement
chiefs George Canellos and Andrew Ceresney, said the people close
to the agency, according to the WSJ report. It isn't clear how
much money or manpower will be devoted to the effort, though the
SEC already is developing a computer program to sift language in
financial reports for clues that executives might be misstating
results, agency officials say.


* Chambers USA 2013 Ranks Dorsey & Whitney Bankruptcy Lawyers
-------------------------------------------------------------
International law firm Dorsey & Whitney LLP on May 28 disclosed
that 52 of its lawyers and 21 of its practices across nine of its
U.S. offices were ranked by Chambers and Partners in its annual
survey, Chambers USA: America's Leading Lawyers for Business 2013.

In addition to the practices in nine Dorsey offices that were
recognized at the state level, the Firm's Native American Law
practice was recognized on the national level.  The following
Dorsey lawyers were recognized by Chambers in its latest guide:

Anchorage Robert Bundy - Litigation: General Commercial Jahna
Lindemuth - Litigation: General Commercial Michael Mills -
Corporate/M&A Corporate/M&A: Bankruptcy Richard Rosston -
Corporate/M&A Real Estate Spencer Sneed - Corporate/M&A
Corporate/M&A: Bankruptcy; Litigation: General Commercial

Denver Whitney Holmes - Corporate/M&A Lee Osman - Intellectual
Property Lisa Osman - Intellectual Property Gregory Tamkin -
Intellectual Property Tucker Trautman - Litigation: General
Commercial

Des Moines David Tank - Litigation: General Commercial

Fargo Sarah Herman - Labor & Employment; Litigation: General
Commercial

Minneapolis Peter Carter - Litigation: General Commercial Steve
Champlin - Construction Doug Christensen - Labor & Employment Ken
Cutler - Corporate/M&A George Eck - Litigation: General Commercial
Mark Hamel - Real Estate Joe Hammell - Labor & Employment Tim
Hearn - Corporate/M&A Paul Klaas - Litigation: General Commercial
Jocelyn Knoll - Construction Matthew Knopf - Corporate/M&A Jay
Lindgren - Real Estate: Zoning & Land Use Roger Magnuson -
Litigation: General Commercial John Marsalek - Corporate/M&A
Robert Olson - Real Estate Melissa Raphan - Labor & Employment
Robert Rosenbaum - Corporate/M&A Eric Ruzicka - Construction Steve
Wells - Litigation: General Commercial

Missoula Jeremy Brown - Corporate/M&A Jack Manning - Corporate/M&A
Dan Semmens - Corporate/M&A

National Skip Durocher - Native American Law Mary Streitz - Native
American Law

New York Sandra Edelman - Intellectual Property: Trade Mark &
Copyright Bruce Ewing - Intellectual Property: Trade Mark &
Copyright Steven Khadavi - Corporate/M&A

Salt Lake City Alan Bell - Corporate/M&A Bryon Benevento -
Litigation: General Commercial David Day - Corporate/M&A Samuel
Gardiner - Corporate/M&A Steve Marsden - Litigation: General
Commercial David Marx - Corporate M&A William Prince - Energy &
Natural Resources

Seattle Chris Barry - Corporate/Commercial Michael Droke - Labor &
Employment Kimton Eng - Intellectual Property Robert Mahler -
Litigation: White Collar Crime & Government Investigations Lisa
Marchese - Litigation: General Commercial Paul Meiklejohn -
Intellectual Property

In addition to the individual lawyer rankings, the following
Dorsey practice groups were recognized as Band 1, the highest
possible ranking for a practice group awarded by Chambers:

Anchorage Corporate/M&A Litigation: General Commercial Real Estate

Minneapolis Corporate/M&A Labor & Employment Litigation: General
Commercial

Montana Corporate/M&A

North Dakota Labor & Employment

Salt Lake City Corporate/M&A

Chambers surveys and interviews clients and lawyers across the
United States to determine which firms and attorneys are
considered leaders in their field. Rankings assess key qualities
in the legal field, including technical legal ability,
professional conduct, client service, commercial astuteness,
diligence and commitment.

                   About Dorsey & Whitney LLP

Clients have relied on Dorsey since 1912 as a valued business
partner.  With 19 locations in the United States, Canada, Europe
and the Asia-Pacific region, Dorsey provides an integrated,
proactive approach to its clients' legal and business needs.
Dorsey represents a number of the world's most successful
companies from a wide range of industries, including leaders in
the financial services, life sciences, technology, agribusiness
and energy sectors, as well as major non-profit and government
entities.


* Chambers USA Ranks Sidley's Bankruptcy/Restructuring Lawyers
--------------------------------------------------------------
Sidley Austin LLP on May 28 disclosed that Chambers USA: America's
Leading Lawyers for Business has named 199 of its lawyers as
leaders in their field in the 2013 guide.  Overall Sidley received
232 lawyer rankings, as several lawyers enjoy rankings in multiple
categories.  Lawyer rankings included three "Star" rankings, 41
number one rankings and six "Up and Coming" rankings in a broad
range of practice areas.  Additionally, Chambers ranked 84
practice areas in the firm's U.S. offices, with 20 of those
practices receiving a number one ranking.

The 20 Sidley practice areas ranked as number one are as follows:

-- Nationwide (9) - Appellate Law; Capital Markets:
Securitization; Climate Change; Environment; Insurance:
Transactional & Regulatory; International Trade; Investment Funds:
Hedge Funds; Products Liability & Mass Torts; Transportation: Rail
(for Railroads)

-- District of Columbia (1) - Environment

-- Illinois (9) - Banking & Finance; Corporate/M&A & Private
Equity; Environment; Insurance: Dispute Resolution: Reinsurance;
Insurance: Transactional & Regulatory; Intellectual Property;
Litigation: General Commercial; Media & Entertainment: Litigation;
Real Estate

-- New York (1) - Corporate/M&A: Highly Regarded

In addition to the firm's rankings, Sidley was "Recommended for
Client Service" in the following Nationwide practice areas:
Capital Markets: REITs; Capital Markets: Securitization; Climate
Change; Environment; Insurance: Dispute Resolution: Insurer;
Insurance: Transactional & Regulatory; Intellectual Property;
Privacy & Data Security; Tax: Corporate & Finance; Transportation:
Rail (for Railroads); and Wealth Management.

Sidley was also "Recommended for Commercial Awareness" in the
following Nationwide practice areas: Capital Markets: Derivatives
& Structured Products; Capital Markets: REITs; Capital Markets:
Securitization; Climate Change; Environment; ERISA Litigation;
Insurance: Transactional & Regulatory; International Trade;
Investment Funds: Hedge Funds; Investment Funds: Registered Funds;
and Life Sciences.

Carter G. Phillips (nationwide:Appellate Law), Thomas A. Cole
(illinois:Corporate/M&A) and Glenn G. Nash (california:IT &
Outsourcing) are the three Sidley lawyers to have received a
"Star" ranking, Chambers' designation for its highest level of
recognition.

Thirty-seven Sidley lawyers achieved 41 individual number one
rankings for their work in specific practice areas.  Lawyers who
received number one rankings in the Nationwide category include:
Larry J. Nyhan for Bankruptcy/Restructuring; Renwick D. Martin for
Capital Markets: Securitization; Roger R. Martella Jr. for Climate
Change; Eugene R. Elrod for Energy: Oil & Gas (Regulatory &
Litigation); W. Hardy Callcott for Financial Services Regulation:
Broker Dealer (Compliance); Susan A. Merrill and Neal E. Sullivan
for Financial Services Regulation: Broker Dealer (Enforcement);
Susan A. Stone for Insurance: Dispute Resolution: Reinsurance;
Jeff S. Liebmann for Insurance: Transactional & Regulatory;
Richard M. Belanger for International Trade: Customs; Andrew W.
Shoyer for International Trade: Trade Remedies & Trade Policy;
William D. Kerr, David R. Sawyier and Michael J. Schmidtberger for
Investment Funds: Hedge Funds; Thomas C. Green for Litigation:
Trial Lawyers; Alan Charles Raul for Privacy & Data Security;
Sergio A. Pozzerle for Projects: Renewables & Alternative Energy;
Herbert F. Janick III for Securities: Regulation: Enforcement; and
G. Paul Moates for Transportation: Rail (for Railroads).

In Illinois, the following lawyers received number one rankings:
John W. Treece for Antitrust; James E. Clark for Banking &
Finance; James F. Conlan and Larry J. Nyhan for
Bankruptcy/Restructuring; David W. Carpenter for Communications;
Frederick C. Lowinger for Corporate/M&A S. Michael (Sy) Peck for
Corporate/M&A: Private Equity; Richard W. Astle for Energy &
Natural Resources: Transactional; Robert M. Olian for Environment:
Litigation; William M. Sneed and Susan A. Stone for Insurance:
Dispute Resolution: Reinsurance; Michael P. Goldman and Perry J.
Shwachman for Insurance: Transactional & Regulatory; David T.
Pritikin for Intellectual Property; Priscilla E. Ryan for Labor &
Employment: Employee Benefits & Compensation; Scott R. Lassar for
Litigation: White-Collar Crime & Government Investigations; and
Richard O'Brien for Media & Entertainment: Litigation.

In the District of Columbia, the following lawyers all received
number one rankings: David T. Buente Jr. for Environment; Paul E.
Kalb M.D. for Healthcare; and Thomas C. Green for Litigation:
White-Collar Crime & Government Investigations.

Jeff S. Liebmann of the New York office received a number one
ranking in the Insurance: Transactional & Regulatory category in
New York.

Paul R. Walker of the Los Angeles office received a number one
ranking in Real Estate in California.

The five lawyers who received six "Up and Coming" rankings are:
Mark R. Kirsons for Banking & Finance (Illinois); Sharon R.
Flanagan for Capital Markets: Debt & Equity (California) and for
Corporate/M&A (Northern California); Giselle M. Barth for Capital
Markets: Securitization (Nationwide); Kristin Graham Koehler for
Litigation: White-Collar Crime & Government Investigations
(District of Columbia); and Joseph A. Micallef for Intellectual
Property: Litigation (District of Columbia).

Rankings in Chambers USA: America's Leading Lawyers for Business
are based on confidential in-depth interviews with key in-house
counsel and leading private practice lawyers. All editorial
comments about individual lawyers as well as the rankings are
independent and objective.

With more than 1,700 lawyers in 19 offices worldwide, Sidley has
built a reputation as a premier legal advisor for global
businesses and financial institutions.  For the third consecutive
year, Sidley received the most first-tier national rankings of any
U.S. law firm in the 2013 U.S. News - Best Lawyers "Best Law
Firms" survey, making it the only law firm to receive this
recognition since the survey's inception.  Sidley was also named
the U.S. News - Best Lawyers "Law Firm of the Year" in both
Commercial Litigation and Securities/Capital Markets Law in the
2013 survey.  On Law360's list of Global 20 Firms, Sidley was
ranked among the top 10 law firms with the greatest global reach
and expertise.


* Chambers USA Recognizes Thompson Hine's Bankruptcy Lawyers
------------------------------------------------------------
Thompson Hine LLP has been recognized for the 11th year in a row
as a leading law firm in Chambers USA: America's Leading Lawyers
for Business, which ranks lawyers based on interviews with both
clients and peers according to technical legal ability,
professional conduct, customer service, commercial awareness,
diligence and commitment.

In the 2013 edition, Thompson Hine is named a top firm in 11
practice areas, three of which are ranked nationally -
Construction, Transportation: Rail (for Shippers) and
Transportation: Road (Carriage/Commercial) - as follows:

-- Banking & Finance

-- Bankruptcy/Restructuring

-- Construction

-- Corporate/M&A

-- Employee Benefits & Executive Compensation

-- Intellectual Property

-- Litigation: General Commercial

-- Natural Resources & Environment

-- Real Estate

-- Transportation: Rail (for Shippers)

-- Transportation: Road (Carriage/Commercial)

Seven of the practice areas received rankings in the first tier.
In addition, the following 47 Thompson Hine lawyers are recognized
as leading lawyers in their practices:

Banking & Finance Eduardo Kim Leslee W. Miraldi Adam R. Nazette

Bankruptcy/Restructuring Jeremy M. Campana Robert C. Folland John
F. Isbell Alan R. Lepene Louis F. Solimine Curtis L. Tuggle

Construction Jeffrey R. Appelbaum Thomas J. Kirkwood Lawrence M.
Prosen Patrick J. Sweeney Audra J. Zarlenga

Corporate/M&A Thomas A. Aldrich Frank D. Chaiken David J.
Willbrand

Employee Benefits & Executive Compensation Timothy R. Brown Jack
F. Fuchs J. Shane Starkey Karen D. Youngstrom

Franchising Thomas J. Collin

Intellectual Property Louis K. Ebling Mark P. Levy Beverly Lyman

Intellectual Property Litigation John W. Ryan

International Trade: Trade Remedies & Trade Policy David S.
Christy Jr.

Labor & Employment Eric S. Clark Timothy McDonald

Litigation: Antitrust Thomas J. Collin

Litigation: General Commercial Scott A. King James D. Robenalt

Natural Resources & Environment Wray Blattner Terrence M. Fay
Heidi B. Goldstein Michael L. Hardy Andrew L. Kolesar

Real Estate James B. Aronoff Dianne S. Coscarelli Thomas J. Coyne
Robert M. Curry Jared E. Oakes Linda A. Striefsky

Transportation: Aviation: Regulatory Charles A. Hunnicutt

Transportation: Rail (for Shippers) Karyn A. Booth Sandra L. Brown
Nicholas J. DiMichael Jeffrey O. Moreno

                     About Thompson Hine LLP

Established in 1911, Thompson Hine -- http://www.ThompsonHine.com
-- is a business law firm dedicated to providing superior client
service.  The firm has been recognized for more than ten
consecutive years as one of the top law firms in the country for
client service excellence in The BTI Client Service A-Team: Survey
of Law Firm Client Service Performance, and for six years has
ranked as one of the top 30 law firms in the United States for
client service.  With offices in Atlanta, Cincinnati, Cleveland,
Columbus, Dayton, New York and Washington, D.C., Thompson Hine
serves premier businesses worldwide.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------

June 13-16, 2013
   AMERICAN BANKRUPTCY INSTITUTE
      Central States Bankruptcy Workshop
         Grand Traverse Resort, Traverse City, Mich.
            Contact: 1-703-739-0800; http://www.abiworld.org/

July 11-13, 2013
   AMERICAN BANKRUPTCY INSTITUTE
      Northeast Bankruptcy Conference
         Hyatt Regency Newport, Newport, R.I.
            Contact: 1-703-739-0800; http://www.abiworld.org/

July 18-21, 2013
   AMERICAN BANKRUPTCY INSTITUTE
      Southeast Bankruptcy Workshop
         The Ritz-Carlton Amelia Island, Amelia Island, Fla.
            Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 8-10, 2013
   AMERICAN BANKRUPTCY INSTITUTE
      Mid-Atlantic Bankruptcy Workshop
         Hotel Hershey, Hershey, Pa.
            Contact: 1-703-739-0800; http://www.abiworld.org/

Aug. 22-24, 2013
   AMERICAN BANKRUPTCY INSTITUTE
      Southwest Bankruptcy Conference
         Hyatt Regency Lake Tahoe, Incline Village, Nev.
            Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 3-5, 2013
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott Wardman Park, Washington, D.C.
            Contact: http://www.turnaround.org/

Nov. 1, 2013
   AMERICAN BANKRUPTCY INSTITUTE
      NCBJ/ABI Educational Program
         Atlanta Marriott Marquis, Atlanta, Ga.
            Contact: 1-703-739-0800; http://www.abiworld.org/

Dec. 2, 2013
   BEARD GROUP, INC.
      20th Annual Distressed Investing Conference
          The Helmsley Park Lane Hotel, New York, N.Y.
          Contact: 240-629-3300 or http://bankrupt.com/

Dec. 5-7, 2013
   AMERICAN BANKRUPTCY INSTITUTE
      Winter Leadership Conference
         Terranea Resort, Rancho Palos Verdes, Calif.
            Contact: 1-703-739-0800; http://www.abiworld.org/

The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday.  Submissions via
e-mail to conferences@bankrupt.com are encouraged.



                            *********

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., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, 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 2013.  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 $975 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 Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-241-8200.


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