TCR_Public/130713.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Saturday, July 13, 2013, Vol. 17, No. 192

                            Headlines

AFA INVESTMENT: Records $1.34 Million Net Loss for May
AMBAC FINANCIAL: Ends March With $30.61 Million
AMBAC FINANCIAL: Slight Drop in Cash at April 30 to $27.7 Million
ATP OIL: April Net Loss Revised to $14.58 Million
ATP OIL: Net Loss in May Increases to $25.71 Million

HOSTESS BRANDS: Records $406,000 Net Income at June 1
IRWIN MORTGAGE: Ends May with $4.77 Million Cash
JOURNAL REGISTER: Has $59.96MM Stockholders Deficit at June 2
MONITOR COMPANY: Lists $1.14 Million Net Loss at March 31
MONITOR COMPANY: Net Loss Drops to $349,885 at April 30

MONITOR COMPANY: Net Loss Increases to $575,818 at May 31
MORGAN INDUSTRIES: Reports $12MM Stockholders Deficit for January
MORGAN INDUSTRIES: Posts $12MM Stockholders' Deficit for February
MORGAN INDUSTRIES: Lists $12.08MM Stockholders Deficit at March 31
NORTHSTAR AEROSPACE: Has $604,000 Cash Balance for May

PENSON WORLDWIDE: Narrows Net Loss to $92,248 in May
PROMMIS SOLUTIONS: Has $56.96 MM Stockholders Deficit in May
READER'S DIGEST: Records $5.1 Million Net Loss for May
ROTECH HEALTHCARE: Posts $8.85 Million Net Loss in April
SAND SPRING: Posts $17,746 Net Loss for April

SCOOTER STORE: Ends May With $4.15 Million Cash
THORNBURG MORTGAGE: Posts $2.16 Million Net Income for May


                            *********

AFA INVESTMENT: Records $1.34 Million Net Loss for May
------------------------------------------------------
AFA Investment Inc., et. al., on June 28, 2013, filed its monthly
operating report for the period from April 29, 2013 to May 26,
2013.

The Debtor reported a net loss of $1.34 million for the period
ended May 26, 2013.

As of May 26, 2013, the Debtor had total assets of $18.88 million,
total liabilities of $153.02 million, and total stockholders'
deficit of $134.14 million.

At the end of April, the Debtor had $14.92 million in cash.  AFA
Investment had total cash receipts of $28,917 and total cash
disbursements of $472,763.  As a result, at the end of May, the
Debtor had total cash of $14.48 million.

A full-text copy of the monthly operating report is available at:

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

                         About AFA Foods

King of Prussia, Pennsylvania-based AFA Foods Inc. was one of the
largest processors of ground beef products in the United States.
AFA had seven facilities capable of producing 800 million pound of
ground beef annually.  Revenue in 2011 was $958 million.

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

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

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

As of Feb. 29, 2012, on a consolidated basis, the Debtors' books
and records reflected approximately $219 million in assets and
$197 million in liabilities.  AFA Foods, Inc., disclosed
$615,859,574 in assets and $544,499,689 in liabilities as of the
Petition Date.

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

AFA, in its Chapter 11 case, sold plants and paid off the first-
lien lenders and the loan financing the Chapter 11 effort.
Remaining assets are $14 million cash and the right to file
lawsuits.

General Electric Capital Corp. and Bank of America Corp. provided
about $60 million in DIP financing.  The loan was paid off in
July.

In October 2012, the Bankruptcy Court denied a settlement that
would have released Yucaipa Cos., the owner and junior lender to
AFA Foods, from claims and lawsuits the creditors might otherwise
bring, in exchange for cash to pay unsecured creditors' claims
under a liquidating Chapter 11 plan.  Under the deal, Yucaipa
would receive $11.2 million from the $14 million, with the
remainder earmarked for unsecured creditors.  Asset recoveries
above $14 million would be split with Yucaipa receiving 90% and
creditors 10%.  Proceeds from lawsuits would be divided roughly
50-50.


AMBAC FINANCIAL: Ends March With $30.61 Million
-----------------------------------------------

                     Ambac Financial Group, Inc.
                            Balance Sheet
                        As of March 31, 2013

ASSETS:

Current Assets:
Unrestricted Cash and Equivalents                   $30,613,754
Restricted Cash and Cash Equivalents                          -
Accounts Receivable                                           -
Notes Receivable                                      1,293,168
Inventories                                                   -
Prepaid Expenses                                        229,696
Professional Retainers                                   88,243
Other Current Assets                                     15,989
                                              -----------------
Total Current Assets                                 32,240,850

Property & Equipment:
Real Property and Improvements                                -
Machinery & Equipment                                         -
Furniture, Fixtures, and Office Equipment                     -
Leasehold Improvements                                        -
Vehicles                                                      -
Less: Accumulated Depreciation                                -
                                              -----------------
Total Property & Equipment                                    -

Other Assets:
Amounts Due From Insiders                               937,222
Other Assets                                     (1,841,099,974)
                                              -----------------
Total Other Assets                               (1,849,162,752)
                                              -----------------
Total Assets                                    ($1,807,921,902)
                                              =================

LIABILITIES AND OWNERS' EQUITY:

Liabilities Not Subject to Compromise (Postpetition)
Accounts Payable                                              -
Taxes Payable                                        $1,926,900
Wages Payable                                                 -
Notes Payable                                                 -
Rent/Leases - Building/Equipment                              -
Secured Debt/Adequate Protection Payments                     -
Professional Fees                                    16,053,169
Amounts Due to Insiders                                       -
Other Postpetition Liabilities                                -
                                              -----------------
Total Postpetition Liabilities                       17,980,069

Liabilities Subject to Compromise (Prepetition):
Secured Debt                                                  -
Priority Debt                                                 -
Unsecured Debt                                    1,704,640,530
                                              -----------------
Total Prepetition Liabilities                     1,704,640,530

Total Liabilities                                 1,722,620,599

Owners' Equity:
Capital Stock                                         3,080,168
Additional Paid-in Capital                        2,172,026,548
Partners' Capital Account                                     -
Owners' Equity Account                                        -
Retained earnings - prepetition                  (3,896,143,825)
Retained earnings - postpetition                 (2,118,881,464)
Adjustments to Owner Equity                         309,376,072
Postpetition Contributions                                    -
                                              -----------------
Net Owners' Equity                               (3,530,542,501)
                                              -----------------
Total Liabilities & Owners' Equity              ($1,807,921,902)
                                              =================

                    Ambac Financial Group, Inc.
                      Statement of Operations
                 For the month ended March 31, 2013

Gross Revenues                                                -
Less: Returns & Allowances                                    -
                                              -----------------
Net Revenue                                                   -

Cost of Goods Sold:
Beginning Inventory                                           -
Add: Purchases                                                -
     Cost of labor                                            -
     Other costs                                              -
Less: Ending Inventory                                        -
                                              -----------------
Cost of Goods Sold                                            -

Gross Profit                                                  -

Operating Expenses:
Advertising                                                   -
Auto and Truck Expense                                        -
Bad Debts                                                     -
Contributions                                                 -
Employee Benefits Programs                                    -
Officer/Insider Compensation                           $149,176
Insurance                                                57,423
Management Fees/Bonuses                                       -
Office Expense                                                -
Pension & profit sharing plans                                -
Repairs & Maintenance                                         -
Rent and Lease Expense                                        -
Salaries/Commissions/Fees                                     -
Supplies                                                      -
Taxes - Payroll                                               -
Taxes - Real Estate                                           -
Taxes - Other                                            50,000
Travel & Entertainment                                        -
Utilities                                                     -
Other                                                  (914,729)
                                              -----------------
Total Operating Expenses Before                        (658,130)
   Depreciation

Depreciation/Depletion/Amortization                           -
                                              -----------------
Net profit(loss) Before Other Income &
   Expenses                                             658,130

Other Income and Expenses:
Other income                                              9,790
Interest Expense                                              -
Other Expense                                      (107,448,666)
                                              -----------------
Net profit (loss) Before Reorganization Items       108,116,586

Reorganization Items:

Reorganization Items:
Professional Fees                                     1,934,662
U.S. Trustee Quarterly Fees                                   -
Interest on Cash from Chapter 11                              -
Gain from Sale of Equipment                                   -
Other Reorganization Expenses                                 -
                                              -----------------
Total Reorganization Expenses                         1,934,662
                                              -----------------
Income Taxes                                                  -
                                              -----------------
Net Profit (Loss)                                  $106,181,924
                                              =================

                    Ambac Financial Group, Inc.
            Schedule of Cash Receipts and Disbursements
                 For the month ended March 31, 2013

Cash Beginning of Month                             $26,892,225

Receipts:
Cash Sales                                                    -
Accounts Receivable - Prepetition                             -
Accounts Receivable - Postpetition                            -
Loans and Advances                                            -
Sale of Assets                                                -
Other                                                 5,030,830
Transfers                                             8,674,933
                                              -----------------
Total Receipts                                       13,705,763

Disbursements:
Gross Payroll                                                 -
Sales, Use, & Other Taxes                                     -
Inventory Purchases                                           -
Secured/Rental/Leases                                         -
Insurance                                                     -
Administrative                                                -
Selling                                                       -
Other                                                 1,309,301
Owner Draw                                                    -
Transfers (to DIP Accts.)                             8,674,933
Professional Fees                                             -
U.S. Trustee Quarterly Fees                                   -
Court Costs                                                   -
                                              -----------------
Total Disbursements                                   9,984,234
                                              -----------------
Net Cash Flow                                         3,721,529
                                              -----------------
Cash - End of Month                                 $30,613,754
                                              =================

                      About Ambac Financial

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

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.

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

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

The Blackstone Group LP is the Debtor's financial advisor.
Kurtzman Carson Consultants LLC is the claims and notice agent.
KPMG LLP is tax consultant to the Debtor.

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

Bankruptcy Judge Shelley C. Chapman entered an order confirming
the Fifth Amended Plan of Reorganization of Ambac Financial Group,
Inc. on March 14, 2012.  The Plan provides for the full payment of
secured claims and 8.5% to 13.2% recovery for general unsecured
claims.  The second modified version of the confirmed Plan was
declared effective on May 1, 2013, with Ambac obtaining bankruptcy
court approval of a $100+ million claims settlement with the
Internal Revenue Service.

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


AMBAC FINANCIAL: Slight Drop in Cash at April 30 to $27.7 Million
-----------------------------------------------------------------

                     Ambac Financial Group, Inc.
                            Balance Sheet
                        As of April 30, 2013

ASSETS:

Current Assets:
Unrestricted Cash and Equivalents                   $27,729,491
Restricted Cash and Cash Equivalents                          -
Accounts Receivable                                           -
Notes Receivable                                      1,293,168
Inventories                                                   -
Prepaid Expenses                                        172,273
Professional Retainers                                   88,243
Other Current Assets                                     17,278
                                              -----------------
Total Current Assets                                 29,300,453

Property & Equipment:
Real Property and Improvements                                -
Machinery & Equipment                                         -
Furniture, Fixtures, and Office Equipment                     -
Leasehold Improvements                                        -
Vehicles                                                      -
Less: Accumulated Depreciation                                -
                                              -----------------
Total Property & Equipment                                    -

Other Assets:
Amounts Due From Insiders                             1,656,628
Other Assets                                     (1,430,301,190)
                                              -----------------
Total Other Assets                               (1,428,644,562)
                                              -----------------
Total Assets                                    ($1,399,344,109)
                                              =================

LIABILITIES AND OWNERS' EQUITY:

Liabilities Not Subject to Compromise (Postpetition)
Accounts Payable                                              -
Taxes Payable                                           $43,567
Wages Payable                                                 -
Notes Payable                                                 -
Rent/Leases - Building/Equipment                              -
Secured Debt/Adequate Protection Payments                     -
Professional Fees                                    18,083,560
Amounts Due to Insiders                                       -
Other Postpetition Liabilities                       18,127,127
                                              -----------------
Total Postpetition Liabilities                       18,127,127

Liabilities Subject to Compromise (Prepetition):
Secured Debt                                                  -
Priority Debt                                                 -
Unsecured Debt                                    1,704,640,530
                                              -----------------
Total Prepetition Liabilities                     1,704,640,530

Total Liabilities                                 1,722,767,657

Owners' Equity:
Capital Stock                                         3,080,168
Additional Paid-in Capital                        2,172,026,548
Partners' Capital Account                                     -
Owners' Equity Account                                        -
Retained earnings - prepetition                  (3,896,143,825)
Retained earnings - postpetition                 (1,791,211,883)
Adjustments to Owner Equity                         309,137,226
Postpetition Contributions                                    -
                                              -----------------
Net Owners' Equity                               (3,122,111,766)
                                              -----------------
Total Liabilities & Owners' Equity              ($1,399,344,109)
                                              =================

                    Ambac Financial Group, Inc.
                      Statement of Operations
                For the month ended April 30, 2013

Gross Revenues                                                -
Less: Returns & Allowances                                    -
                                              -----------------
Net Revenue                                                   -

Cost of Goods Sold:
Beginning Inventory                                           -
Add: Purchases                                                -
     Cost of labor                                            -
     Other costs                                              -
Less: Ending Inventory                                        -
                                              -----------------
Cost of Goods Sold                                            -

Gross Profit                                                  -

Operating Expenses:
Advertising                                                   -
Auto and Truck Expense                                        -
Bad Debts                                                     -
Contributions                                                 -
Employee Benefits Programs                                    -
Officer/Insider Compensation                            $51,042
Insurance                                                57,423
Management Fees/Bonuses                                       -
Office Expense                                                -
Pension & profit sharing plans                                -
Repairs & Maintenance                                         -
Rent and Lease Expense                                        -
Salaries/Commissions/Fees                                     -
Supplies                                                      -
Taxes - Payroll                                               -
Taxes - Real Estate                                           -
Taxes - Other                                            16,667
Travel & Entertainment                                        -
Utilities                                                     -
Other                                                  (194,029)
                                              -----------------
Total Operating Expenses Before                         (68,897)
   Depreciation

Depreciation/Depletion/Amortization                           -
                                              -----------------
Net profit(loss) Before Other Income &
   Expenses                                              68,897

Other Income and Expenses:
Other income                                              9,589
Interest Expense                                              -
Other Expense                                      (330,037,632)
                                              -----------------
Net profit (loss) Before Reorganization Items       330,116,118

Reorganization Items:

Reorganization Items:
Professional Fees                                     2,433,543
U.S. Trustee Quarterly Fees                              12,994
Interest on Cash from Chapter 11                              -
Gain from Sale of Equipment                                   -
Other Reorganization Expenses                                 -
                                              -----------------
Total Reorganization Expenses                         2,446,537
                                              -----------------
Income Taxes                                                  -
                                              -----------------
Net Profit (Loss)                                  $327,669,581
                                              =================

                    Ambac Financial Group, Inc.
            Schedule of Cash Receipts and Disbursements
                 For the month ended April 30, 2013

Cash Beginning of Month                             $30,613,754

Receipts:
Cash Sales                                                    -
Accounts Receivable - Prepetition                             -
Accounts Receivable - Postpetition                            -
Loans and Advances                                            -
Sale of Assets                                                -
Other                                                     2,102
Transfers                                             3,874,102
                                              -----------------
Total Receipts                                        3,876,204

Disbursements:
Gross Payroll                                                 -
Sales, Use, & Other Taxes                                     -
Inventory Purchases                                           -
Secured/Rental/Leases                                         -
Insurance                                                     -
Administrative                                                -
Selling                                                       -
Other                                                 2,886,365
Owner Draw                                                    -
Transfers (to DIP Accts.)                             3,874,102
Professional Fees                                             -
U.S. Trustee Quarterly Fees                                   -
Court Costs                                                   -
                                              -----------------
Total Disbursements                                   6,760,467
                                              -----------------
Net Cash Flow                                        (2,884,263)
                                              -----------------
Cash - End of Month                                 $27,729,491
                                              =================

                      About Ambac Financial

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

Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010.

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

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

The Blackstone Group LP is the Debtor's financial advisor.
Kurtzman Carson Consultants LLC is the claims and notice agent.
KPMG LLP is tax consultant to the Debtor.

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

Bankruptcy Judge Shelley C. Chapman entered an order confirming
the Fifth Amended Plan of Reorganization of Ambac Financial Group,
Inc. on March 14, 2012.  The Plan provides for the full payment of
secured claims and 8.5% to 13.2% recovery for general unsecured
claims.  The second modified version of the confirmed Plan was
declared effective on May 1, 2013, with Ambac obtaining bankruptcy
court approval of a $100+ million claims settlement with the
Internal Revenue Service.

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


ATP OIL: April Net Loss Revised to $14.58 Million
-------------------------------------------------
ATP Oil & Gas Corporation, on June 30, 2013, filed a revised
monthly operating report for the month ended April 30, 2013, to
report a net loss of $14.58 million from $15.73 million that was
previously reported.

Revised retained earnings (post filing date) was revised from
($177,51) million to ($176.36) million while Equity in earnings of
ATPIP and ATP Titan: Post Filing Date was adjusted from ($34,86)
million to ($36,01) million.

The Company's revenues, assets, liabilities, cash receipts, cash
disbursements, and total cash for April 2013 remains the same.

                          About ATP Oil

Houston, Tex.-based ATP Oil & Gas Corporation is an international
offshore oil and gas development and production company focused
in the Gulf of Mexico, Mediterranean Sea and North Sea.

ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case
No. 12-36187) on Aug. 17, 2012.  Attorneys at Mayer Brown LLP,
serve as bankruptcy counsel.  Munsch Hardt Kopf & Harr, P.C., is
the conflicts counsel.  Opportune LLP is the financial advisor
and Jefferies & Company is the investment banker.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

ATP disclosed assets of $3.6 billion and $3.5 billion of
liabilities as of March 31, 2012.  Debt includes $365 million on a
first-lien loan where Credit Suisse AG serves as agent.  There is
$1.5 billion on second-lien notes with Bank of New York Mellon
Trust Co. as agent.  ATP's other debt includes $35 million on
convertible notes and $23.4 million owing to third parties for
their shares of production revenue.  Trade suppliers have claims
for $147 million, ATP said in a court filing.

An official committee of unsecured creditors has been appointed in
the case.  Evan R. Fleck, Esq., at Milbank, Tweed, Hadley &
McCloy, in New York, represents the Creditors Committee as
counsel.

A 7-member panel of equity security holders has also been
appointed in the case.  Kyung S. Lee, Esq., and Charles M. Rubio,
Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counsel
to the Equity Committee.


ATP OIL: Net Loss in May Increases to $25.71 Million
----------------------------------------------------
ATP Oil & Gas Corporation, on June 30, 2013, filed its monthly
operating report for the month ended May 31, 2013.

The Company reported a net loss of $25.71 million on revenues of
$27.68 million for May 2013, as compared to a $14.58 million
net loss on revenues of $50.06 million for April.

Under the Company's reorganization expenses for May, professional
fees totaled $8.34 million.

As of May 31, 2013, the Company had total assets of $2.95
billion, total liabilities of $3.19 billion, and total
stockholders' deficit of $236.18 million.

At the beginning of May, ATP Oil had $22.52 million in cash.
The Company had total cash receipts of $66.37 million and total
cash disbursements of $52.56 million.  As a result, at the end of
the month, ATP Oil had total cash of $36.33 million.

                          About ATP Oil

Houston, Tex.-based ATP Oil & Gas Corporation is an international
offshore oil and gas development and production company focused
in the Gulf of Mexico, Mediterranean Sea and North Sea.

ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case
No. 12-36187) on Aug. 17, 2012.  Attorneys at Mayer Brown LLP,
serve as bankruptcy counsel.  Munsch Hardt Kopf & Harr, P.C., is
the conflicts counsel.  Opportune LLP is the financial advisor
and Jefferies & Company is the investment banker.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

ATP disclosed assets of $3.6 billion and $3.5 billion of
liabilities as of March 31, 2012.  Debt includes $365 million on a
first-lien loan where Credit Suisse AG serves as agent.  There is
$1.5 billion on second-lien notes with Bank of New York Mellon
Trust Co. as agent.  ATP's other debt includes $35 million on
convertible notes and $23.4 million owing to third parties for
their shares of production revenue.  Trade suppliers have claims
for $147 million, ATP said in a court filing.

An official committee of unsecured creditors has been appointed in
the case.  Evan R. Fleck, Esq., at Milbank, Tweed, Hadley &
McCloy, in New York, represents the Creditors Committee as
counsel.

A 7-member panel of equity security holders has also been
appointed in the case.  Kyung S. Lee, Esq., and Charles M. Rubio,
Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counsel
to the Equity Committee.


HOSTESS BRANDS: Records $406,000 Net Income at June 1
-----------------------------------------------------
Old HB, Inc., f/k/a Hostess Brands, Inc., et al., on July 3, 2013,
filed its monthly operating report for the period from May 5 to
June 1, 2013.

The Debtor reported a net income of $406,000 on net revenue
of $426,000 for the reporting period.

As of June 1, 2013, Hostess Brands had total assets of
$595.11 million, total liabilities of $3.06 billion, and total
stockholders' deficit of $2.47 billion.

The Debtor had $60.38 million in unrestricted cash at the
beginning of the reporting period.  It had total cash receipts of
$1.07 million and total cash disbursements of $8.79 million for
the reporting period.  At the end of the period, Hostess Brands
had total cash of $52.66 million.

A full-text copy of the monthly operating report is available at:

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

                       About Hostess Brands

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

Hostess filed for Chapter 11 bankruptcy protection early morning
on Jan. 11, 2011 (Bankr. S.D.N.Y. Case Nos. 12-22051 through
12-22056) in White Plains, New York.  Hostess Brands disclosed
assets of $982 million and liabilities of $1.43 billion as of the
Chapter 11 filing.

The bankruptcy filing was made two years after predecessors
Interstate Bakeries Corp. and its affiliates emerged from
bankruptcy (Bankr. W.D. Mo. Case No. 04-45814).

In the new Chapter 11 case, Hostess has hired Jones Day as
bankruptcy counsel; Stinson Morrison Hecker LLP as general
corporate counsel and conflicts counsel; Perella Weinberg Partners
LP as investment bankers, FTI Consulting, Inc. to provide an
interim treasurer and additional personnel for the Debtors, and
Kurtzman Carson Consultants LLC as administrative agent.

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

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

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

Hostess Brands in mid-November 2012 opted to pursue the orderly
wind down of its business and sale of its assets after the Bakery,
Confectionery, Tobacco and Grain Millers Union (BCTGM) commenced a
nationwide strike.  The Debtor failed to reach an agreement with
BCTGM on contract changes.

Hostess Brands sold its businesses and most of the plants to five
different buyers for an aggregate of $860 million.  Hostess still
has some plants, depots and other facilities the buyers didn't
acquire.

The bankruptcy estate has changed its name to Old HB Inc.


IRWIN MORTGAGE: Ends May with $4.77 Million Cash
------------------------------------------------
Irwin Mortgage Corporation, on June 19, 2013, filed its monthly
operating report for the period ended May 31, 2013.

At the beginning of May, Irwin Mortgage had $3.9 million in cash.
The Debtor had total cash receipts of $1.32 million and total cash
disbursements of $453,175.  As a result, at the end of May, the
Debtor had total cash of $4.77 million.

A full-text copy of the monthly operating report is available at:

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

                       About Irwin Mortgage

For a number of years, Irwin Mortgage Corporation, based in
Dublin, Ohio, originated, purchased, sold and serviced
conventional and government agency backed residential mortgage
loans throughout the United States.  However, in 2006 and
continuing into early 2007, IMC sold substantially all of its
assets, including its mortgage origination business, its mortgage
servicing business, and its mortgage servicing rights portfolio,
to a number of third party purchasers.  As a result of those
sales, IMC terminated its operations and has been winding down
since 2006.

Irwin Mortgage filed for Chapter 11 bankruptcy (Bankr. S.D. Ohio
Case No. 11-57191) on July 8, 2011.  Judge Charles M. Caldwell
presides over the case.  In its petition, the Debtor estimated
assets of $10 million to $50 million, and debts of $50 million to
$100 million.  The petition was signed by Fred C. Caruso,
president.  In its schedules, the Debtor disclosed $25,661,329
in assets and $219,353,376 in liabilities.

Nick V. Cavalieri, Esq., Matthew T. Schaeffer, Esq., and Robert B.
Berner, Esq., at Bailey Cavalieri LLC, serve as the Debtor's
counsel.  Fred C. Caruso and Development Specialists Inc. provide
wind-down management services to the Debtor.


JOURNAL REGISTER: Has $59.96MM Stockholders Deficit at June 2
-------------------------------------------------------------
PULP FINISH 1, formerly Journal Register Company, et al., on
July 3, 2013, filed its monthly operating report for the period
from May 6, 2013 through June 2, 2013.

The Debtor reported a net loss of $80,000 for the period ended
June 2, 2013.

As of June 2, 2013, Journal Register had total assets of
$7.34 million, total liabilities of $67.31 million and total
stockholders' deficit of $59.96 million.

The company had total cash disbursements of $1.23 million.

A full-text copy of the monthly operating report is available at:

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

                     About Journal Register

Journal Register Company -- http://www.JournalRegister.com/-- is
the publisher of the New Haven Register and other papers in 10
states, including Philadelphia, Detroit and Cleveland, and in
upstate New York.  JRC is managed by Digital First Media and is
affiliated with MediaNews Group, Inc., the nation's second largest
newspaper company as measured by circulation.

Journal Register, along with its affiliates, first filed for
Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No.
09-10769) on Feb. 21, 2009.  Attorneys at Willkie Farr & Gallagher
LLP, served as counsel to the Debtors.  Attorneys at Otterbourg,
Steindler, Houston & Rosen, P.C., represented the official
committee of unsecured creditors.  Journal Register emerged from
Chapter 11 protection under the terms of a pre-negotiated plan.

Journal Register returned to bankruptcy (Bankr. S.D.N.Y. Lead Case
No. 12-13774) on Sept. 5, 2012, to sell the business to 21st CMH
Acquisition Co., an affiliate of funds managed by Alden Global
Capital LLC.  The deal is subject to higher and better offers.

Journal Register exited the 2009 restructuring with $225 million
in debt and with a legacy cost structure, which includes leases,
defined benefit pensions and other liabilities that have become
unsustainable and threatened the Company's efforts for a
successful digital transformation.  Journal Register managed to
reduce the debt by 28% with the Company servicing in excess of
$160 million of debt.

Alden Global is the holder of two terms loans totaling $152.3
million.  Alden Global acquired the stock and the term loans from
lenders in Journal Register's prior bankruptcy.

Journal Register disclosed total assets of $235 million and
liabilities totaling $268.6 million as of July 29, 2012.  This
includes $13.2 million owing on a revolving credit to Wells Fargo
Bank NA.

Bankruptcy Judge Stuart M. Bernstein presides over the 2012 case.
Neil E. Herman, Esq., Rachel Jaffe Mauceri, Esq., and Patrick D.
Fleming, Esq., at Morgan, Lewis & Bockius, LLP; and Michael R.
Nestor, Esq., Kenneth J. Enos, Esq., and Andrew L. Magaziner,
Esq., at Young Conaway Stargatt & Taylor LLP, serve as the 2012
Debtors' counsel.  SSG Capital Advisors, LLC, serves as financial
advisors.  American Legal Claims Services LLC acts as claims
agent.  The petition was signed by William Higginson, executive
vice president of operations.

Otterbourg, Steindler, Houston & Rosen, P.C., represents Wells
Fargo.  Akin, Gump, Strauss, Hauer & Feld LLP, represents the
Debtors' Tranche A Lenders and Tranche B Lenders.  Emmet, Marvin &
Martin LLP, serves as counsel to Wells Fargo, in its capacity as
Tranche A Agent and the Tranche B Agent.

The Official Committee of Unsecured Creditors appointed in the
case has retained Lowenstein Sandler PC as counsel and FTI
Consulting, Inc. as financial advisor.

Bloomberg News recounts that Journal Register, now named Pulp
Finish I Co., sold the newspaper business to lender and owner
Alden Global Capital Ltd., mostly in exchange for $114.15 million
in secured debt and $6 million cash.  After debts with higher
priority are paid, what's left from the cash and a $630,000 tax
refund represents most of unsecured creditors' recovery.  There
were no bids to compete with Alden's offer.  It paid off financing
for the bankruptcy and assumed up to $22.8 million in liabilities,
thus taking care of most trade suppliers who otherwise would have
ended up as unsecured creditors.  In addition, the lenders waived
their deficiency claims, so recoveries by unsecured creditors
won't be diluted.


MONITOR COMPANY: Lists $1.14 Million Net Loss at March 31
---------------------------------------------------------
Monitor Company Group LP, et al., on June 14, 2013, filed its
monthly operating report for the month ended March 31, 2013.

The Company posted an undistributed loss of $1.14 million for
March.

As of March 31, 2013, Monitor Company had total assets of
$23.76 million and total undistributed stockholders' deficit of
$79.97 million.

For the month of March, Monitor Company had total cash inflows
of $5.47 million while total cash outflow was $10.51 million.

A full-text copy of the monthly operating report is available at:

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

                      About Monitor Company

Monitor Company Group LP -- http://www.monitor.com/-- is a global
consulting firm with 1,200 personnel in offices across 17
countries worldwide.  Founded in 1983 by six entrepreneurs, and
headquartered in Cambridge, Massachusetts, Monitor advises for-
profit, sovereign, and non-profit clients on growing their
businesses and economies and furthering their charitable purposes.

Monitor and several affiliates filed for Chapter 11 bankruptcy
(Bankr. D. Del. Case Nos. 12-13042 to 12-13062) on Nov. 7, 2012.
Judge Hon. Christopher S. Sontchi presides over the case.  Pepper
Hamilton LLP and Ropes & Gray LLP serve as the Debtors' counsel.
The financial advisor is Carl Marks Advisory Group LLC.  Epiq
Bankruptcy Solutions, LLC is the claims and noticing agent.

The petitions were signed by Bansi Nagji, president.

Cole, Schotz, Meisel, Forman & Leonard, P.A., represents the
Committee of Unsecured Creditors as counsel.

Bank of America is represented in the case by Jinsoo Kim, Esq.,
and Timothy Graulich, Esq., at Davis Polk & Wardwell LLP; and Mark
D. Collins, Esq., at Richards Layton & Finger PA.

J. Gregory Milmoe, Esq., and Shana A. Elberg, Esq., at Skadden
Arps Slate Meagher & Flom LLP in New York; and Mark Chehi, Esq.,
and Christopher DiVirgilio, Esq., at Skadden Arps in Delaware,
represent Deloitte Consulting LLP.

Caltius Partners IV LP; Caltius Partners Executive IV, LP; and CP
IV Pass-Through (Monitor) LP are represented by John Sieger, Esq.,
at Katten Muchin Rosenman LLP.

Monitor's consolidated unaudited financial statements as of
June 30, 2012, which include the assets and liabilities of non-
Debtor foreign subsidiaries, reflected total assets of roughly
$202 million (including $93 million in current assets) and total
liabilities of roughly $200 million.

Monitor filed for bankruptcy to sell substantially all of their
businesses and assets to Deloitte Consulting LLP, a Delaware
registered limited liability partnership and DCSH Limited, a UK
company limited by shares, subject to higher or otherwise better
offers.  The base purchase price set forth in the Stalking Horse
Agreement is $116.2 million, plus (i) assumption of certain
liabilities and (ii) certain cure costs for assumed contracts.
The Stalking Horse Agreement provides for the Stalking Horse
Bidder to receive a combined breakup fee and expense reimbursement
of $4 million.

The Debtors held an auction on Nov. 28, 2012, at the offices of
the Sellers' counsel, Ropes & Gray LLP in New York.  In mid-
January 2013, Judge Sontchi allowed the Debtors to sell its assets
to Deloitte Consulting for $116.2 million.


MONITOR COMPANY: Net Loss Drops to $349,885 at April 30
-------------------------------------------------------
Monitor Company Group LP, et al., on June 18, 2013, filed its
monthly operating report for the month ended April 30, 2013.

The Company posted an undistributed loss of $349,885 for April,
compared to a $1.14 million undistributed loss for March.

As of April 30, 2013, Monitor Company had total assets of
$21.42 million and total undistributed stockholders' deficit of
$80.32 million.

For the month of April, Monitor Company had total cash inflows
of $4.95 million while total cash outflow was $7.47 million.

A full-text copy of the monthly operating report is available at:

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

                      About Monitor Company

Monitor Company Group LP -- http://www.monitor.com/-- is a global
consulting firm with 1,200 personnel in offices across 17
countries worldwide.  Founded in 1983 by six entrepreneurs, and
headquartered in Cambridge, Massachusetts, Monitor advises for-
profit, sovereign, and non-profit clients on growing their
businesses and economies and furthering their charitable purposes.

Monitor and several affiliates filed for Chapter 11 bankruptcy
(Bankr. D. Del. Case Nos. 12-13042 to 12-13062) on Nov. 7, 2012.
Judge Hon. Christopher S. Sontchi presides over the case.  Pepper
Hamilton LLP and Ropes & Gray LLP serve as the Debtors' counsel.
The financial advisor is Carl Marks Advisory Group LLC.  Epiq
Bankruptcy Solutions, LLC is the claims and noticing agent.

The petitions were signed by Bansi Nagji, president.

Cole, Schotz, Meisel, Forman & Leonard, P.A., represents the
Committee of Unsecured Creditors as counsel.

Bank of America is represented in the case by Jinsoo Kim, Esq.,
and Timothy Graulich, Esq., at Davis Polk & Wardwell LLP; and Mark
D. Collins, Esq., at Richards Layton & Finger PA.

J. Gregory Milmoe, Esq., and Shana A. Elberg, Esq., at Skadden
Arps Slate Meagher & Flom LLP in New York; and Mark Chehi, Esq.,
and Christopher DiVirgilio, Esq., at Skadden Arps in Delaware,
represent Deloitte Consulting LLP.

Caltius Partners IV LP; Caltius Partners Executive IV, LP; and CP
IV Pass-Through (Monitor) LP are represented by John Sieger, Esq.,
at Katten Muchin Rosenman LLP.

Monitor's consolidated unaudited financial statements as of
June 30, 2012, which include the assets and liabilities of non-
Debtor foreign subsidiaries, reflected total assets of roughly
$202 million (including $93 million in current assets) and total
liabilities of roughly $200 million.

Monitor filed for bankruptcy to sell substantially all of their
businesses and assets to Deloitte Consulting LLP, a Delaware
registered limited liability partnership and DCSH Limited, a UK
company limited by shares, subject to higher or otherwise better
offers.  The base purchase price set forth in the Stalking Horse
Agreement is $116.2 million, plus (i) assumption of certain
liabilities and (ii) certain cure costs for assumed contracts.
The Stalking Horse Agreement provides for the Stalking Horse
Bidder to receive a combined breakup fee and expense reimbursement
of $4 million.

The Debtors held an auction on Nov. 28, 2012, at the offices of
the Sellers' counsel, Ropes & Gray LLP in New York.  In mid-
January 2013, Judge Sontchi allowed the Debtors to sell its assets
to Deloitte Consulting for $116.2 million.


MONITOR COMPANY: Net Loss Increases to $575,818 at May 31
---------------------------------------------------------
Monitor Company Group LP, et al., on June 27, 2013, filed its
monthly operating report for the month ended May 31, 2013.

The Company posted an undistributed loss of $575,818 for May, as
compared to a $349,885 undistributed loss for April.

As of May 31, 2013, Monitor Company had total assets of
$14.64 million and total undistributed stockholders' deficit of
$80.89 million.

For the month of May, Monitor Company had total cash inflows
of $6.03 million while total cash outflow was $6.57 million.

A full-text copy of the monthly operating report is available at:

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

                      About Monitor Company

Monitor Company Group LP -- http://www.monitor.com/-- is a global
consulting firm with 1,200 personnel in offices across 17
countries worldwide.  Founded in 1983 by six entrepreneurs, and
headquartered in Cambridge, Massachusetts, Monitor advises for-
profit, sovereign, and non-profit clients on growing their
businesses and economies and furthering their charitable purposes.

Monitor and several affiliates filed for Chapter 11 bankruptcy
(Bankr. D. Del. Case Nos. 12-13042 to 12-13062) on Nov. 7, 2012.
Judge Hon. Christopher S. Sontchi presides over the case.  Pepper
Hamilton LLP and Ropes & Gray LLP serve as the Debtors' counsel.
The financial advisor is Carl Marks Advisory Group LLC.  Epiq
Bankruptcy Solutions, LLC is the claims and noticing agent.

The petitions were signed by Bansi Nagji, president.

Cole, Schotz, Meisel, Forman & Leonard, P.A., represents the
Committee of Unsecured Creditors as counsel.

Bank of America is represented in the case by Jinsoo Kim, Esq.,
and Timothy Graulich, Esq., at Davis Polk & Wardwell LLP; and Mark
D. Collins, Esq., at Richards Layton & Finger PA.

J. Gregory Milmoe, Esq., and Shana A. Elberg, Esq., at Skadden
Arps Slate Meagher & Flom LLP in New York; and Mark Chehi, Esq.,
and Christopher DiVirgilio, Esq., at Skadden Arps in Delaware,
represent Deloitte Consulting LLP.

Caltius Partners IV LP; Caltius Partners Executive IV, LP; and CP
IV Pass-Through (Monitor) LP are represented by John Sieger, Esq.,
at Katten Muchin Rosenman LLP.

Monitor's consolidated unaudited financial statements as of
June 30, 2012, which include the assets and liabilities of non-
Debtor foreign subsidiaries, reflected total assets of roughly
$202 million (including $93 million in current assets) and total
liabilities of roughly $200 million.

Monitor filed for bankruptcy to sell substantially all of their
businesses and assets to Deloitte Consulting LLP, a Delaware
registered limited liability partnership and DCSH Limited, a UK
company limited by shares, subject to higher or otherwise better
offers.  The base purchase price set forth in the Stalking Horse
Agreement is $116.2 million, plus (i) assumption of certain
liabilities and (ii) certain cure costs for assumed contracts.
The Stalking Horse Agreement provides for the Stalking Horse
Bidder to receive a combined breakup fee and expense reimbursement
of $4 million.

The Debtors held an auction on Nov. 28, 2012, at the offices of
the Sellers' counsel, Ropes & Gray LLP in New York.  In mid-
January 2013, Judge Sontchi allowed the Debtors to sell its assets
to Deloitte Consulting for $116.2 million.


MORGAN INDUSTRIES: Reports $12MM Stockholders Deficit for January
-----------------------------------------------------------------
Morgan Industries Corporation, on May 28, 2013, filed its monthly
operating report for the month ended Jan. 31, 2013.

The Company posted zero net revenues and zero net profit/loss for
January.  It also posted zero cash receipts and zero
disbursements.

As of Jan. 31, 2013, the Debtor had total assets of $10.95
million, total liabilities of $23.03 million, and total
stockholders' deficit of $12.08 million.

A full-text copy of the monthly operating report is available at:

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

Eight affiliates of Morgan Industries also filed monthly operating
reports for January 2013.  Copies of the MORs are available at:

     * Silverton Marine Corp.
       http://bankrupt.com/misc/MORGAN_INDUSTRIES_janmor.pdf

     * Salisbury 20 Acres LLC
       http://bankrupt.com/misc/MORGAN_INDUSTRIES_janmorc.pdf

     * Salisbury 10 Acres LLC
       http://bankrupt.com/misc/MORGAN_INDUSTRIES_janmord.pdf

     * Ovation Yachts Corp.
       http://bankrupt.com/misc/MORGAN_INDUSTRIES_janmore.pdf

     * Mainship Corporation
       http://bankrupt.com/misc/MORGAN_INDUSTRIES_janmorf.pdf

     * LUHRS Corporation
       http://bankrupt.com/misc/MORGAN_INDUSTRIES_janmorg.pdf

     * Hunter Marine Corporation
       http://bankrupt.com/misc/MORGAN_INDUSTRIES_janmorh.pdf

     * Hunter Composite Technologies Corporation
       http://bankrupt.com/misc/MORGAN_INDUSTRIES_janmori.pdf

                      About Morgan Industries

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

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

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

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

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

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

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

The Debtors have filed a plan of liquidation with the Official
Committee of Unsecured Creditors as co-proponent.  The Plan is a
liquidating plan and does not contemplate the continuation of the
Debtors' businesses.  The Debtors have substantially completed
liquidating most, if not all, of their operating assets.


MORGAN INDUSTRIES: Posts $12MM Stockholders' Deficit for February
-----------------------------------------------------------------
Morgan Industries Corporation on June 13, 2013, filed its monthly
operating report for the month ended Feb. 28, 2013.

The Company reported zero net loss for the month ended Feb. 28,
2013.  It also posted zero receipts and zero disbursements for the
reporting period.

As of Feb. 28, 2013, the Company had total assets of $10.95
million, total liabilities of $23.03 million and total
stockholders' deficit of $12.08 million.

A full-text copy of the monthly operating report is available at:

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

Eight affiliates of Morgan Industries also filed monthly operating
reports for February 2013.  Copies of the MORs are available at:

    * Silverton Marine Corp.
      http://bankrupt.com/misc/MORGAN_INDUSTRIES_febmor.pdf

    * Salisbury 20 Acres LLC
      http://bankrupt.com/misc/MORGAN_INDUSTRIES_febmorb.pdf

    * Salisbury 10 Acres LLC
      http://bankrupt.com/misc/MORGAN_INDUSTRIES_febmorc.pdf

    * Ovation Yachts Corp.
      http://bankrupt.com/misc/MORGAN_INDUSTRIES_febmord.pdf

    * Mainship Corporation
      http://bankrupt.com/misc/MORGAN_INDUSTRIES_febmore.pdf

    * LUHRS Corporation
      http://bankrupt.com/misc/MORGAN_INDUSTRIES_febmorf.pdf

    * Hunter Marine Corporation
      http://bankrupt.com/misc/MORGAN_INDUSTRIES_febmorg.pdf

    * Hunter Composite Technologies Corporation
      http://bankrupt.com/misc/MORGAN_INDUSTRIES_febmorh.pdf

                      About Morgan Industries

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

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

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

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

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

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

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

The Debtors have filed a plan of liquidation with the Official
Committee of Unsecured Creditors as co-proponent.  The Plan is a
liquidating plan and does not contemplate the continuation of the
Debtors' businesses.  The Debtors have substantially completed
liquidating most, if not all, of their operating assets.


MORGAN INDUSTRIES: Lists $12.08MM Stockholders Deficit at March 31
------------------------------------------------------------------
Morgan Industries Corporation on June 18, 2013, filed its monthly
operating report for the month ended March 31, 2013.

The Company reported zero net loss for the month ended March 31,
2013.  It also posted posted zero receipts and zero disbursements.

As of March 31, 2013, the Company had total assets of $10.95
million, total liabilities of $23.03 million and total
stockholders' deficit of $12.08 million.

A full-text copy of the monthly operating report is available at:

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

Eight affiliates of Morgan Industries also filed monthly operating
reports for March 2013.  Copies of the MORs are available at:

   * Silvertone Marine Corp.
     http://bankrupt.com/misc/MORGAN_INDUSTRIES_marchmor.pdf

   * Salisbury 20 Acres LLC
     http://bankrupt.com/misc/MORGAN_INDUSTRIES_marchmorb.pdf

   * Salisbury 10 Acres LLC
     http://bankrupt.com/misc/MORGAN_INDUSTRIES_marchmorc.pdf

   * Ovation Yachts Corp.
     http://bankrupt.com/misc/MORGAN_INDUSTRIES_marchmord.pdf

   * Mainship Corporation
     http://bankrupt.com/misc/MORGAN_INDUSTRIES_marchmore.pdf

   * LUHRS Corporation
     http://bankrupt.com/misc/MORGAN_INDUSTRIES_marchmorf.pdf

   * Hunter Marine Corp
     http://bankrupt.com/misc/MORGAN_INDUSTRIES_marchmorg.pdf

   * Hunter Composite Technolgies Corporation
     http://bankrupt.com/misc/MORGAN_INDUSTRIES_marchmorh.pdf

   * Morgan Industries Corporation
     http://bankrupt.com/misc/MORGAN_INDUSTRIES_marchmori.pdf


NORTHSTAR AEROSPACE: Has $604,000 Cash Balance for May
------------------------------------------------------
Northstar Aerospace (USA) Inc., now known as NSA (USA) Liquidating
Corp., et al., on June 19, 2013, filed its monthly operating
report for the month ended May 2013.

At May 1, the Company had a beginning cash balance of $818,000.
For the reporting period, it had total operating receipts of
$32,000, total cash disbursements of $43,000, and total
restructuring costs of $203,000.  As a result, at the end of May,
the Company had total cash of $604,000.

A full-text copy of the monthly operating report is available at:

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

                     About Northstar Aerospace

Chicago, Illinois-based Northstar Aerospace --
http://www.nsaero.com/-- is an independent manufacturer of flight
critical gears and transmissions.  With operating subsidiaries in
the United States and Canada, Northstar produces helicopter gears
and transmissions, accessory gearbox assemblies, rotorcraft drive
systems and other machined and fabricated parts.  It also provides
maintenance, repair and overhaul of components and transmissions.
Its plants are located in Chicago, Illinois; Phoenix, Arizona and
Milton and Windsor, Ontario.  Northstar employs over 700 people
across its operations.

Northstar Aerospace, along with affiliates, filed for Chapter 11
protection (Bankr. D. Del. Lead Case No. 12-11817) in Wilmington,
Delaware, on June 14, 2012, to sell its business to affiliates of
Wynnchurch Capital, Ltd., absent higher and better offers.

The names of the Debtors were changed as contemplated by the
approved sale transaction.

Attorneys at SNR Denton US LLP and Bayard, P.A. serve as counsel
to the Debtors.  The Debtors have obtained approval to hire Logan
& Co. Inc. as the claims and notice agent.

Certain Canadian affiliates are also seeking protection pursuant
to the Companies' Creditors Arrangement Act, R.S.C.1985, c. C-36,
as amended.

As of March 31, 2012, Northstar disclosed total assets of
$165.1 million and total liabilities of $147.1 million.  About 60%
of the assets and business are with the U.S. Debtors.


PENSON WORLDWIDE: Narrows Net Loss to $92,248 in May
----------------------------------------------------
Penson Worldwide Inc. and its debtor-affiliates on July 1, 2013,
filed separate monthly operating reports for the month ended
May 31, 2013.

Penson Worldwide Inc. posted a net loss of $92,248 on $0 total
revenues for the month ended May 31, 2013, while Penson Financial
Services Inc. posted a net loss of $56,849 on total revenues of
$623,674.

As of May 31, 2013, Penson Worldwide Inc. had total assets of
$(33,810,411), total liabilities of $71,273,956 and total
shareholders' deficit of $105,084,367.  Penson Financial Services
Inc., on the other hand, had total assets of $258,239,875, total
liabilities of $120,944,328 and total shareholders' equity of
$137,295,547.

For the month of May, Penson Financial Services Inc. had total
cash receipts of $806,205, total disbursements of $(1,507,605),
and $10,478,366 in cash at the end of the month. Meanwhile, Nexa
Technologies Inc. had total cash receipts of $1,403,046 total
disbursements of $(340,979), and $1,513,342 in cash at the end of
the month. Penson Worldwide Inc. had $0 total cash receipts, $0
total disbursements, and $0 cash at the end of the month.

A full-text copy of the monthly operating report is available at:

                     http://is.gd/PbHLMa

                    About Penson Worldwide

Plano, Texas-based Penson Worldwide Inc. and its affiliates filed
for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 13-10061)
on Jan. 11, 2013.

Founded in 1995, Penson Worldwide is provider of a range of
critical securities and futures processing infrastructure products
and services to the global financial services industry.  The
company's products and services include securities and futures
clearing and execution, financing and cash management technology
and other related offerings, and it provides tools and services to
support trading in multiple markets, asset classes and currencies.

Penson was one of the top two clearing brokers overall in the
United States.  Its foreign-based subsidiaries were some of the
largest independent clearing brokers in Canada and Australia and
the second largest independent clearing broker in the United
Kingdom as of Dec. 31, 2010.

In 2012, the company sold its futures division to Knight Capital
Group Inc. and its broker-deal subsidiary to Apex Clearing Corp.
But the company was unable to successfully streamline is business
after the asset sales.

Attorneys at Paul, Weiss, Rifkind, Wharton & Garrison LLP, and
Young, Conaway, Stargatt & Taylor serve as counsel to the Debtors.
Kurtzman Carson Consultants LLC is the claims and notice agent.

The U.S. Trustee for Region 3 appointed three members to the
Official Committee of Unsecured Creditors: (i) Schonfeld Group
Holdings LLC; (ii) SunGard Financial Systems LLC; and (iii) Wells
Fargo Bank, N.A., as Indenture Trustee.  The Committee selected
Hahn & Hessen LLP and Cousins Chipman & Brown, LLP to serve as its
co-counsel, and Capstone Advisory Group, LLC, as its financial
advisor.  Kurtzman Carson Consultants LLC serves as its
information agent.

The company estimated $100 million to $500 million in assets and
liabilities in its Chapter 11 petition.  The last publicly filed
financial statements as of June 30 showed assets of $1.17 billion
and liabilities totaling $1.227 billion.


PROMMIS SOLUTIONS: Has $56.96 MM Stockholders Deficit in May
------------------------------------------------------------
Prommis Solutions LLC, on June 27, 2013, filed its monthly
operating report for the period from May 1 to 31, 2013.

The Debtor posted net profit of $3.77 million on net revenue of
($8,491) for May.

As of May 31, 2013, the Debtor had total assets of $29.89 million,
total liabilities of $86.86 million, and total stockholders'
deficit of $56.96 million.

At the beginning of May, the Debtor had $3.76 million in cash.
Prommis Solutions had total cash receipts of $9.99 million and
total cash disbursements of $7.27 million.  As a result, at the
end of May, the Debtor had total cash of $6.49 million.

A full-text copy of the monthly operating report is available at:

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

                       About Prommis Holdings

Atlanta, Georgia-based Prommis Holdings LLC and its 10 affiliates
filed separate Chapter 11 petitions (Bankr. D. Del. Case No.
13-10551) on March 18, 2013.  Judge Brendan Linehan Shannon
presides over the case.  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.

Prommis Holdings estimated between $10 million and $50 million in
assets and $50 million and $100 million in liabilities.  The
petitions were signed by Charles T. Piper, chief executive
officer.


READER'S DIGEST: Records $5.1 Million Net Loss for May
------------------------------------------------------
RDA Holding Co., The Reader's Digest Association, Inc., and
certain of their debtor-affiliates, on June 28, 2013, filed its
monthly operating report for the month ended May 31, 2013.

The Debtor reported a net loss of $5.1 million on revenues of
$22.9 million for the period ended May 31, 2013.

As of May 31, 2013, the Debtor had total assets of $2.77 billion,
total liabilities of $1.02 billion, and total stockholders' equity
of $1.75 billion.

A full-text copy of the monthly operating report is available at:

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

                       About Reader's Digest

Reader's Digest is a global media and direct marketing company
that educates, entertains and connects consumers around the world
with products and services from trusted brands.  For more than 90
years, the flagship brand and the world's most read magazine,
Reader's Digest, has simplified and enriched consumers' lives by
discovering and expertly selecting the most interesting ideas,
stories, experiences and products in health, home, family,
food, finance and humor.

RDA Holding Co. and 30 affiliates (Bankr. S.D.N.Y. Lead Case No.
13-22233) filed for Chapter 11 protection on Feb. 17, 2013,
with an agreement with major stakeholders for a pre-negotiated
chapter 11 restructuring.  Under the plan, the Debtor will issue
the new stock to holders of senior secured notes.

RDA Holding Co. listed total assets of $1,118,400,000 and total
liabilities of $1,184,500,000 as of the Petition Date.

Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the
Debtors.  Evercore Group LLC is the investment banker.  Epiq
Bankruptcy Solutions LLC is the claims and notice agent.

Reader's Digest, together with its 47 affiliates, first sought
Chapter 11 protection (Bankr. S.D.N.Y. Case No. 09-23529) Aug. 24,
2009 and exited bankruptcy Feb. 19, 2010.

The plan in the new Chapter 11 case provides that holders of
allowed general unsecured claims in such sub-class will receive
their pro rata share of the GUC distribution; holders of allowed
general unsecured claims of Reader's Digest will also receive
their pro rata share of the RDA GUC distribution and the senior
noteholder deficiency claims in such sub-class will be deemed
waived solely for purposes of participating in the GUC
distribution and the RDA GUC distribution.

The Official Committee of Unsecured Creditors is represented by
Otterbourg, Steindler, Houston & Rosen, P.C.  The Committee tapped
Alvarez & Marsal North America, LLC, as financial advisors.


ROTECH HEALTHCARE: Posts $8.85 Million Net Loss in April
--------------------------------------------------------
Rotech Healthcare Inc., et al., on June 21, 2013, filed its
monthly operating report for the month ended April 30, 2013.

The Debtors posted a net loss of $8.85 million on net revenues of
$38.109 million for April.  A $3.94 million restructuring expense
contributed to the net loss for the month.

At April 30, Rotech Healthcare, et al., had assets of $264.81
million, total liabilities of $656.16 million, and total
stockholders' deficit of $391.35 million.

For April, the Debtors had total cash receipts of $50.195 million
and total cash disbursements of $37.838 million.

A full-text copy of the monthly operating report is available at:

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

                    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 Otterbourg,
Steindler, Houston & Rosen, P.C., as counsel; Buchanan Ingersoll &
Rooney PC as Delaware counsel; and Grant Thornton LLP as financial
advisor.


SAND SPRING: Posts $17,746 Net Loss for April
---------------------------------------------
Sand Spring Capital III, LLC, et al., on June 11, 2013, filed its
monthly operating report for the month ended April 30, 2012.

The Company reported a net loss of $17,746 for April.

As of April 30, 2012, the Company had total net assets of $6.13
million.

A full-text copy of the monthly operating report is available at:

             http://bankrupt.com/misc/SANDSPRING.pdf
             http://bankrupt.com/misc/SANDSPRING2.pdf
             http://bankrupt.com/misc/SANDSPRING3.pdf
             http://bankrupt.com/misc/SANDSPRING4-1.pdf
             http://bankrupt.com/misc/SANDSPRING5.pdf

                        About Sand Spring

Nine funds advised by Commonwealth Advisors Inc. of Baton Rouge,
Louisiana, sought Chapter 11 protection on Oct. 25, 2011, after
failing to work out a reorganization plan acceptable to all
investors.  Lead Debtor is Sand Spring Capital III, LLC (Bankr. D.
Del. Case No. 11-13393).

Kenneth J. Enos, Esq., at Young, Conaway, Stargatt & Taylor,
Wilmington, Delaware serves as counsel to the Debtors.  Epiq
Bankruptcy Solutions LLC serves as claims and notice agent.

The funds were formed from 2005 to 2007 under Walter Morales,
president and chief investment manager, and attracted 456
investors, according to filings in U.S. Bankruptcy Court in
Wilmington, Delaware.  Last year, investors filed class-action
and derivative suits alleging mismanagement, misrepresentation,
and breach of fiduciary duty.

According to Bloomberg News, the U.S. Securities and Exchange
Commission initiated a formal investigation in July 2009.  The
funds were unable or unwilling to satisfy investors' redemption
demands, which would have required liquidation of "their
holdings in an illiquid market and at depressed prices."

The funds, Commonwealth and Morales negotiated a prepackaged
Chapter 11 plan, which was accepted by all classes of creditors
except one.  Because third-party contributions required unanimous
approval, the funds said they filed in Chapter 11 so they could
have "further discussions with their investors with the oversight
of this court."

Robert S. Brady, Esq., at Young Conaway stargatt & Taylor, LLP,
represents the Debtor.


SCOOTER STORE: Ends May With $4.15 Million Cash
-----------------------------------------------
The SCOOTER Store Holdings, Inc. on June 28, 2013, filed its
monthly operating report for the period from April 15, 2013 to
May 31,2013.

The Debtor reported a net loss of $1.91 million for the period
ended May 31, 2013.

As of May 31, 2013, the Debtor had total assets of $86.82 million,
total liabilities of $144.92 million, and total stockholders'
deficit of $58.10 million.

The Debtor had $3.29 million beginning book balance in mid-April.
It had total cash receipts of $26.51 million and total
disbursements of $26.42 million for the reporting period.  At
May 30, the Debtor had an ending cash balance of $4.15 million.

A full-text copy of the monthly operating report is available at:

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

                      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.


THORNBURG MORTGAGE: Posts $2.16 Million Net Income for May
----------------------------------------------------------
TMST, Inc., f/k/a Thornburg Mortgage, Inc., on June 19, 2013,
filed its monthly operating report for the period from May 1 to
May 30,2013.

TMST posted a net income of $2.16 million for the month ended
May 30, 2013 on net operating revenue of $1,278.  A $3 million net
non-operating income contributed to the total net income.

As of May 31, 2013, TMST had total assets of $27.98 million, total
liabilities of $3.35 billion, resulting in a stockholders'
deficit of $3.33 billion.

At the beginning of the month, TMST had $27.68 million in cash.
The company had total cash receipts of $3.02 and total cash
disbursements of $3.07 million.  As a result, at the end of May,
TMST had total cash of $27.63 million.

A full-text copy of the monthly operating report is available at:

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

                     About Thornburg Mortgage

Based in Santa Fe, New Mexico, Thornburg Mortgage Inc. (NYSE: TMA)
-- http://www.thornburgmortgage.com/-- was a single-family
residential mortgage lender focused principally on prime and
super-prime borrowers seeking jumbo and super-jumbo adjustable
rate mortgages.  It originated, acquired, and retained investments
in adjustable and variable rate mortgage assets.  Its ARM assets
comprised of purchased ARM assets and ARM loans, including
traditional ARM assets and hybrid ARM assets.

Thornburg Mortgage and its four affiliates filed for Chapter 11
bankruptcy (Bankr. D. Md. Lead Case No. 09-17787) on May 1, 2009.
Thornburg changed its name to TMST, Inc.

Judge Duncan W. Keir is handling the case.  David E. Rice, Esq.,
at Venable LLP, in Baltimore, Maryland, served as counsel to
Thornburg Mortgage.  Orrick, Herrington & Sutcliffe LLP served as
special counsel.  Jim Murray and David Hilty of Houlihan Lokey
Howard & Zukin Capital, Inc., served as investment banker and
financial advisor.  Protiviti Inc. served as financial advisory
services.  KPMG LLP served as the tax consultant.  Epiq Systems,
Inc., serves claims and noticing agent.  Thornburg disclosed total
assets of $24.4 billion and total debts of $24.7 billion, as of
Jan. 31, 2009.

On Oct. 28, 2009, the Court approved the appointment of Joel I.
Sher as the Chapter 11 Trustee for the Company, TMST Acquisition
Subsidiary, Inc., TMST Home Loans, Inc., and TMST Hedging
Strategies, Inc.  He is represented by his firm, Shapiro Sher
Guinot & Sandler.



                            *********

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

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                           *********

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