TCR_Public/130723.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Tuesday, July 23, 2013, Vol. 17, No. 202

                            Headlines

1 TAP 500: Case Summary & 6 Unsecured Creditors
250 AZ: U.S. Bank Seeks Stay Relief to Foreclose
250 AZ: Wants to Hire Valuation Experts
3 CORKS: Case Summary & 6 Unsecured Creditors
56 WALKER: Creditors Have Until Aug. 7 to File Proofs of Claim

56 WALKIER: Delbello Donnellan Approved as Bankruptcy Counsel
56 WALKER: Sotheby's International Okayed as Real Estate Broker
ACE ALLIANCE: Case Summary & 20 Largest Unsecured Creditors
AFA INVESTMENT: Has Until Oct. 2 to File Chapter 11 Plan
AFFYMAX INC: Common Stock Delisted From NASDAQ

AGFEED USA: Section 341(a) Meeting Set on Aug. 21
AMERICAN AIRLINES: Reports $220-Mil. Second-Quarter Net Income
AMINCOR INC: Shares Now Eligible for Deposit
ARCTIC GLACIER: Moody's Says $20MM Loan Increase is Credit Neg
ARI-RC 14: Updated Case Summary & Creditors' Lists

BANESCO USA: Fitch Affirms 'B+' Long-Term Issuer Default Rating
BAYTEX ENERGY: S&P Raises Senior Unsecured Debt Rating to 'BB'
BEARINGPOINT INC: Gave Out $54MM on $781MM Unsecured Claims
BERNARD L. MADOFF: Trustee Precluded From Distributions
BETTER PLACE: Israeli Auto Battery Swapper Files in Delaware

BONTEN MEDIA: S&P Withdraws 'CCC' Corporate Credit Rating
BT GEORGIA: Bid for More Time to Appeal Case Conversion Denied
CAPITOL BANCORP: Hearing on Liquidation Plan Moved to Oct. 9
CEL-SCI CORP: Gets NYSE MKT Listing Non-Compliance Notice
CERTIFIED SERVICES: District Court Narrows "Pixler" Lawsuit

COLDWATER PORTFOLIO: Wins Confirmation of Chapter 11 Plan
COLORADO CUSTOMWARE: Case Summary & 20 Largest Unsecured Creditors
COOPER-BOOTH WHOLESALE: Files Schedules of Assets and Liabilities
CORNERSTONE HOMES: Section 341(a) Meeting on Aug. 19
D & L ENERGY: Files Schedules of Assets and Liabilities

DEMCO INC: Wants Filing Period Extended Until Jan. 31
DETROIT, MI: Fitch Says G.O. Bonds Unlikely to Be Repaid
DETROIT, MI: S&P Likely to Drop Water Revenue Bonds Rating to 'CC'
DETROIT, MI: Bankruptcy Blessing in Disguise, Says Biz. Group
EAST COAST: Chapter 11 Trustee Can Employ Brian Rich as Counsel

EAST COAST BROKERS: Trustee Can Employ Own Firm as Accountants
EAST COAST BROKERS: Taps Shumaker Loop as Special Counsel
EDISON MISSION: Wins Approval to Hire JPMorgan to Assist in Sale
ENGLOBAL CORP: Inks $21.5MM Asset Purchase Pact with Furmanite
EXIDE TECHNOLOGIES: Amends DIP Agreement with JP Morgan

EXIDE TECHNOLOGIES: Common Stock Delisted From NASDAQ
EXIDE TECHNOLOGIES: Exec. VP Paul Hirt Steps Down
FERRAIOLO CONSTRUCTION: Wants Use of Cash Collateral Until October
FERRAIOLO CONSTRUCTION: Proceeds of Auction to Fund Plan Payments
FRIENDFINDER NETWORKS: Gets Forbearance Extension Until July 31

GAVILON GROUP: S&P Affirms 'BB' CCR; Outlook Stable
HOG BROTHERS: Assets Not Sold to Fort Iron Revests in Debtor
GEORGE DEVICTOR: Case Summary & 5 Unsecured Creditors
HASSEN REAL ESTATE: Effective Date Occurred on May 30
HD EQUIPMENT: Voluntary Chapter 11 Case Summary

HOLLINGER INC: Settles Claims Against Ex-Director Peter Atkinson
HOLLINGER INC: Settles Claims Against Ex-Director John Boultbee
HOYT TRANSPORTATION: Case Summary & 20 Largest Unsecured Creditors
HOYT TRANSPORTATION: Section 341(a) Meeting Scheduled for Aug. 19
INFUSYSTEM HOLDINGS: Board Committee Says Meson Offer Too Low

INTERSTATE PROPERTIES: Can Continue Using ANICO Cash Until July 30
INTRAOP MEDICAL: Case Summary & 20 Largest Unsecured Creditors
J FREDERICK CONST: Case Summary & 20 Largest Unsecured Creditors
JEH COMPANY: Files Schedules of Assets and Liabilities
JERRY'S NUGGET: Court Sets Aug. 26 Plan Confirmation Hearing

JERRY'S NUGGET: William G. Kimmel Approved as Valuation Expert
JHCI ACQUISITION: S&P Raises Corp. Credit Rating to 'B-'
JUDGE STEVEN RHODES: Chosen to Handle Detroit Chapter 9 Case
K-V PHARMACEUTICAL: Court Approves Disclosure Statement
KODIAK OIL: S&P Raises Corp. Credit Rating to 'B+'; Outlook Stable

KR REALTY: Seeking Contempt Is Reason Enough to Reopen Case
LA JOLLA PHARMACEUTICAL: Incurs $3.2 Million Net Loss in Q2
LARIVIERA BAR: Case Summary & 2 Unsecured Creditors
LEHMAN BROTHERS: Brokerage's Luxembourg Settlement Is Approved
LIFE CARE: Hires American Legal as Claims and Noticing Agent

LIFE CARE: Wants Navigant Capital as Financial Advisor
LSB INDUSTRIES: S&P Assigns Preliminary 'B+' Corp. Credit Rating
LUCA TECHNOLOGIES: Case Summary & 20 Largest Unsecured Creditors
LYFE COMMUNICATIONS: D. Dickson Held 11% Equity Stake at July 16
MAIN STREET: Case Summary & 5 Unsecured Creditors

MANASOTA GROUP: Late Filed 2012 10-K Shows $35,000 Net Income
MAXREP LLC: Court Narrows Counterclaims in Charter Fitness Suit
MEDIMPACT HOLDINGS: Moody's Assigns Caa2 Rating to New Sr. Notes
MF GLOBAL: Trustee Predicts Full Payment This Year
MILAGRO OIL: Terminates Sequitur Consulting Agreement

MT & JM LLC: Case Summary & 5 Unsecured Creditors
MTS LAND: Has Interim OK to Increase DIP Loan to $2 Million
MTS LAND: Hearing to Confirm 3rd Amended Plan to Commence Aug. 26
NAVISTAR INTERNATIONAL: Icahn Held 16.5% Equity Stake at July 19
NEW CENTURY TRS: Bid to Remove Bankruptcy Trustee Denied

NEW ENGLAND COMPOUNDING: Aims to Sue Third Parties on Outbreak
NORSE ENERGY: Asks Judge to Auction Drilling Leases
NOVADEL PHARMA: Stockholders Approve Sale of Assets to Suda
NUVILEX INC: Acquires BBB From SG Austria for $1.5 Million
OMTRON USA: 3 Buyers Purchase Poultry Assets for $6 Million

ORCHARD SUPPLY: Common Stock Delisted From NASDAQ
PGA FLYOVER: Has Until Aug. 15 to Propose Chapter 11 Plan
PIONEER FREIGHT: Chapter 15 Case Summary
PONCE DE LEON: To Present Plan for Confirmation on Sept. 18
PROMMIS HOLDINGS: Wants Plan Filing Deadline Moved to Oct. 14

PWK TIMBERLAND: LaPorte's Chavgney Pierce Approved as CPA
PITT PENN: CohnReznick Okayed as Ch.11 Trustee's Financial Advisor
PITT PENN: Chapter 11 Trustee Can Hire Cole Schotz as Counsel
PITT PENN: Stroz Friedberg Approved as E-Discovery Consultant
QUANTUM FUEL: Board Approves Executive Bonus Plan

QUEEN ELIZABETH: Voluntary Chapter 11 Case Summary
QUICKSILVER RESOURCES: $491,625 Retention Bonuses Approved
RAMAPO LIGHTING: Case Summary & 9 Unsecured Creditors
RAMS ASSOCIATES: Case Summary & 20 Largest Unsecured Creditors
RANCHO HOUSING: Gets Discharge from Personal Liability for Debts

RANCHO HOUSING: Court Confirms Fourth Amended Chapter 11 Plan
REALOGY CORP: Expects $1.5 Billion of Net Revenue in 2nd Quarter
REMEDENT INC: Reports $982K Net Loss in Fiscal 2013
RESIDENTIAL CAPITAL: Hedge Funds Balk at Deal With Insurer FGIC
RESIDENTIAL CAPITAL: Lawyers Accused of Conflict of Interest

REVSTONE INDUSTRIES: Lender Seeks to Put Subsidiaries in Chapter 7
RG STEEL: Wins Court Approval to Employ APS International as Agent
RG STEEL: Wins Approval to Sell Asset to Moose One for $837,700
RG STEEL: Group Appeals Ruling Allowing Caruso as RGSW Substitute
RITE AID: $739.6 Million of 2017 Notes Validly Tendered

RITE AID: Jean Coutu Ceased to Own Shares as of July 17
RIVERSIDE MEDICAL: Case Summary & 20 Largest Unsecured Creditors
ROSETTA GENOMICS: Amends Co-Marketing Agreement with Precision
ROTHSTEIN ROSENFELDT: Plan Confirmed for Ponzi Schemer's Firm
RTS OIL: Incurs $1-Mil. Net Loss in Fiscal 2013

SAN JOSE FINANCING: Fitch Affirms 'BB' Revenue Bonds Ratings
SCH CORP: Dist. Court Says CFI's Appeal on Case Dismissal Is Moot
SCHOOL SPACE: Case Summary & 20 Largest Unsecured Creditors
SEAN DUNNE: Denied Stay by U.S. Court; Irish Bankruptcy Can Begin
SHAMROCK-HOSTMARK: Hearing on Plan Outline Continued to Aug. 27

SHILO INN: Court to Hold Final Hearing on Cash Use on July 30
SHILO INN: Files Schedules of Assets and Liabilities
SHUANEY IRREVOCABLE: Hires Wilson Harrell as Attorney
SKRO FAMILY: Loan Agreement Extension Approved
SONA MOBILE: Contract Breach Suit v. eBet Goes to SDNY Court

SOUTH SHORE FISHERIES: Voluntary Chapter 11 Case Summary
SPECTRASCIENCE INC: Michael Oliver Named CFO
SPENDSMART PAYMENTS: 662,540 Original Warrants Tendered
SPIRE CORP: Common Stock Delisted From NASDAQ
SPIRIT REALTY: Completes $7.4 Billion Merger with Cole Credit

SPRINT COMMUNICATIONS: Moody's Raises Corp Family Rating to 'Ba3'
STAR WEST: S&P Rates $850 Million Debt 'BB-'
STELLAR BIOTECHNOLOGIES: Appoints New Corporate Secretary
STREAMTRACK INC: Delays Form 10-Q for May 31 Quarter
SULTAN SONS: Voluntary Chapter 11 Case Summary

SUNTECH POWER: Files $192.7 Million Claim Against SPI
SYNAGRO TECHNOLOGIES: Plan for EQT Buyout Heads for Creditor Vote
SYNOVUS FINANCIAL: Fitch Raises Issuer Default Ratings to 'BB'
T-L CHEROKEE: Disclosure Statement Objections Due July 26
TALON INTERNATIONAL: CVC Held 2% Equity Stake at July 12

TALON INTERNATIONAL: Redeems All B Preferred Stock for $18.8MM
TALON THERAPEUTICS: Acquired by Spectrum Pharmaceuticals
TALON THERAPEUTICS: Deerfield No Longer a Shareholder at July 16
TALON THERAPEUTICS: Eagle Buys 90% Equity take for $15.1 Million
TALON THERAPEUTICS: Warburg No Longer Holds Shares as of July 16

TAUPA LITHUANIAN: Regulator Closes Credit Union
TELETOUCH COMMUNICATIONS: Terminates Registration of Securities
THERMOENERGY CORP: Board OKs By-Laws Amendment
TIN MAN SNACKS: Case Summary & 20 Largest Unsecured Creditors
TOBY-O INC: Case Summary & 10 Unsecured Creditors

TRANSGENOMIC INC: AMH Equity Held 5.7% Equity Stake at July 17
TRANS-LUX CORP: Unit Sells Accounts Receivable to Prestige
TRENDSET INC: Files Schedules of Assets and Liabilities
TWIN DEVELOPMENT: Claims Bar Date Set for Aug. 30
UNI-PIXEL INC: Sets Q2 2013 Conference Call for August

UNITEK GLOBAL: Inks $75 Million Revolving Credit Facility
UNITEK GLOBAL: Standstill Period Extended Until July 26
USA BROADMOOR: Files Schedules of Assets and Liabilities
VISUAL MANAGEMENT: Intelligent Digital Summary Judgment Bid Nixed
VALENCE TECHNOLOGY: Plan Filing Period Extended Until Oct. 7

VIGGLE INC: Draws $3 Million Under Sillerman Credit Facility
VISION INDUSTRIES: Amends 2012 Form 10-K
VITESSE SEMICONDUCTOR: Rima Held 8.9% Equity Stake at June 28
VUZIX CORP: Inks $200,000 Private Placement Financing
WAVE SYSTEMS: Amends 1.8MM Class A Shares Resale Prospectus

WENTWOOD BAYTOWN: Gen. Unsecured Claims to Recover 20% Under Plan
WENTWOOD BAYTOWN: Can Use Cash Collateral Through Sept. 30
WENTWOOD BAYTOWN: Can Borrow $107,325 in Unsecured Funds
WESTFIELD PLAZA: Case Summary & 6 Largest Unsecured Creditors
WESTINGHOUSE SOLAR: Cancels Merger Agreement with CBD Energy

WOOTEN GROUP: Disclosure Statement Hearing Continued to Oct. 2
MORGAN DREXEN: CFPB Action Threatens Company's Survival
WORLD IMPORTS: Sec. 341 Creditors' Meeting Set for Aug. 6
XZERES CORP: Robert N. Garff Held 8.6% Equity Stake at Nov. 15
XZERES CORP: Delays Form 10-Q for May 31 Quarter

* Calling Judge an Ignoramus Justifies $5,000 Sanction
* Lawyer Sanctioned for Repeatedly Violating Rule 7009
* Health Savings Accounts Are Lost by Filing Bankruptcy

* Large Companies With Insolvent Balance Sheets

                            *********

1 TAP 500: Case Summary & 6 Unsecured Creditors
-----------------------------------------------
Debtor: 1 TAP 500, LLC
        One Trans Am Plaza Drive, Suite 500
        Oak Brook Terrace, IL 60181

Bankruptcy Case No.: 13-28219

Chapter 11 Petition Date: July 15, 2013

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

Judge: Jack B. Schmetterer

Debtor's Counsel: Erica Crohn Minchella, Esq.
                  ERICA CROHN MINCHELLA, LTD.
                  7538 St. Louis Ave.
                  Skokie, IL 60076
                  Tel: (847) 677-6772
                  E-mail: erica.minchella@gmail.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 six unsecured creditors, filed
together with the petition, is available for free at
http://bankrupt.com/misc/ilnb13-28219.pdf

The petition was signed by Richard M. Killian, managing member.


250 AZ: U.S. Bank Seeks Stay Relief to Foreclose
------------------------------------------------
U.S. Bank National Association asks the Bankruptcy Court for
relief from the automatic stay in the Chapter 11 cases of 250 AZ,
LLC, to exercise any and all of its liens, rights and remedies
against the Debtor.

U.S. Bank National Association -- as trustee, successor-in-
interest to Bank of America, N.A., as trustee, successor to Wells
Fargo Bank, N.A., as Trustee, for the registered holders of COBALT
CMBS Commercial Mortgage Trust 2006-C1, Commercial Mortgage Pass-
Through Certificates, Series 2006-C1 by and through, CWCapital
Asset Management LLC, solely in its capacity as Special Servicer
-- asserts that the Debtor owes more than $74 million to the
Trust, vastly exceeding the $31 million value of the Debtor's
property.

U.S. Bank said the rents from the Debtor's property, which are the
trust's cash collateral, are insufficient to pay the operating
expenses of the property and debt service payments.  The bank also
argued the Debtor has no unencumbered assets or committed source
of funding to protect and maintain the property, including funds
necessary to make the capital improvements of more than $1 million
that the Debtor's own experts state must be made within the next
year merely to maintain the property, let alone the additional
$7,989,250 of "immediate" capital expenditures that must be made
in the future and an additional $23 million of market upgrades.
The bank also said the Debtor's projections demonstrate that the
Debtor's contemplated reorganization structure is not feasible.

Lori L. Winkelman, Esq., at Quarles & Brady LLP, and Jennifer L.
Nassiri, Esq., at Venable LLP, represent U.S. Bank

                         About 250 AZ, LLC

250 AZ, LLC, filed a Chapter 11 petition (Bankr. D. Ariz. Case No.
13-00851) in Tucson, Arizona, on Jan. 22, 2013.  In its schedules,
the Debtor disclosed $25 million in assets and $70.8 million in
liabilities.  250 AZ owns an 84.70818% tenant in common interest
in a 29-story office building located at 250 East Fifth Street, in
Cincinnati, Ohio.

The Debtor is represented by Dennis M. Breen, III, Esq., at
Breen Olson & Trenton, LLP as counsel.

The U.S. Trustee said an official committee of unsecured creditors
has not been appointed because an insufficient number of persons
holding unsecured claims against the company have expressed
interest in serving on a committee.


250 AZ: Wants to Hire Valuation Experts
---------------------------------------
250 AZ, LLC, asks the U.S. Bankruptcy Court for the District of
Arizona for permission to employ these experts in litigation
without further Court order:

   1. Business Valuation Expert -- Thomas G. Rooney CPA,
      CVA (Certified Value Analyst);

   2. Appraisal Valuation Expert -- Robert J. Vodinelic,
      MRICS - Senior Director, Valuation & Advisory, at
      Cushman & Wakefield of Ohio, Inc.; and

   3. Engineer Expert -- Gregory E. Lehn, PE, president &
      CEO at LM Consultants, Inc.

Out of an abundance of caution, the Debtor requests that the Court
specifically authorize it to retain the experts without requiring
a separate application for each such expert.

                         About 250 AZ, LLC

250 AZ, LLC, filed a Chapter 11 petition (Bankr. D. Ariz. Case No.
13-00851) in Tucson, Arizona, on Jan. 22, 2013.  In its schedules,
the Debtor disclosed $25 million in assets and $70.8 million in
liabilities.  250 AZ owns an 84.70818% tenant in common interest
in a 29-story office building located at 250 East Fifth Street, in
Cincinnati, Ohio.

The Debtor is represented by Dennis M. Breen, III, Esq., at
Breen Olson & Trenton, LLP as counsel.

The U.S. Trustee said an official committee of unsecured creditors
has not been appointed because an insufficient number of persons
holding unsecured claims against the company have expressed
interest in serving on a committee.


3 CORKS: Case Summary & 6 Unsecured Creditors
---------------------------------------------
Debtor: 3 Corks, LLC
        9130 Galleria Court, Suite 324
        Naples, FL 34109

Bankruptcy Case No.: 13-09238

Chapter 11 Petition Date: July 15, 2013

Court: United States Bankruptcy Court
       Middle District of Florida (Ft. Myers)

Judge: Caryl E. Delano

Debtor's Counsel: David A. Ray, Esq.
                  DAVID A RAY, P.A.
                  901 South Federal Highway, Suite 300
                  Fort Lauderdale, FL 33316
                  Tel: (954) 399-0105
                  E-mail: dray@draypa.com

Scheduled Assets: $3,000,000

Scheduled Liabilities: $5,002,534

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/flmb13-9238.pdf

The petition was signed by Elizabeth D'Jamoos, manager.


56 WALKER: Creditors Have Until Aug. 7 to File Proofs of Claim
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
established Aug. 7, 2013, as the deadline for any individual or
entity to file proofs of claim against 56 Walker LLC.

The Court also set Nov. 12, as the deadline for governmental units
to file proofs of claim.

56 Walker LLC, the owner of a six-story building at 56 Walker
Street in the Tribeca section of Manhattan, returned to Chapter 11
(Bankr. S.D.N.Y. Case No. 13-11571) on May 13, 2013, this time
aiming for a $23 million sale to pay off about $14 million in
mortgages and $2 million in unsecured debt.  The Debtor scheduled
assets of $23,000,000 and liabilities of $15,996,104.

Judge Shelley Chapman was initially assigned to the case but the
case was transferred to Judge Allan L. Gropper.  Erica Feynman
Aisner, Esq., at Delbello Donnellan Weingarten Wise & Wiederkehr,
LLP, serves as the Debtor's counsel.

The previous Chapter 11 case began in September 2011 and was
dismissed in August 2012 when the bankruptcy judge refused to
approve a settlement.


56 WALKIER: Delbello Donnellan Approved as Bankruptcy Counsel
-------------------------------------------------------------
The Bankruptcy Court has authorized 56 Walker LLC to employ
Delbello Donnellan Weingarten Wise & Wiederkehr, LLP as counsel.

As reported by the Troubled Company Reporter on May 28, 2013, the
Debtor believes the firms and its attorneys are disinterested
persons within the meaning of Sec. 101(14) of the Bankruptcy Code.

The firm's attorneys will be paid for the legal services rendered
upon application pursuant 11 U.S.C. Sec. 330 and 331 duly filed
with and approved by the Court.

                          About 56 Walker

56 Walker LLC, the owner of a six-story building at 56 Walker
Street in the Tribeca section of Manhattan, returned to Chapter 11
(Bankr. S.D.N.Y. Case No. 13-11571) on May 13, 2013, this time
aiming for a $23 million sale to pay off about $14 million in
mortgages and $2 million in unsecured debt.  The Debtor scheduled
assets of $23,000,000 and liabilities of $15,996,104.

Judge Shelley Chapman was initially assigned to the case but the
case was transferred to Judge Allan L. Gropper.  Erica Feynman
Aisner, Esq., at Delbello Donnellan Weingarten Wise & Wiederkehr,
LLP, serves as the Debtor's counsel.

The previous Chapter 11 case began in September 2011 and was
dismissed in August 2012 when the bankruptcy judge refused to
approve a settlement.


56 WALKER: Sotheby's International Okayed as Real Estate Broker
---------------------------------------------------------------
The Bankruptcy Court has authorized 56 Walker LLC to employ
Sotheby's International Realty, Inc. as exclusive real estate
broker in connection with the sale of the Debtor's interest in its
property located at 56 Walker Street, in New York.

56 Walker LLC, the owner of a six-story building at 56 Walker
Street in the Tribeca section of Manhattan, returned to Chapter 11
(Bankr. S.D.N.Y. Case No. 13-11571) on May 13, 2013, this time
aiming for a $23 million sale to pay off about $14 million in
mortgages and $2 million in unsecured debt.  The Debtor scheduled
assets of $23,000,000 and liabilities of $15,996,104.

Judge Shelley Chapman was initially assigned to the case but the
case was transferred to Judge Allan L. Gropper.  Erica Feynman
Aisner, Esq., at Delbello Donnellan Weingarten Wise & Wiederkehr,
LLP, serves as the Debtor's counsel.

The previous Chapter 11 case began in September 2011 and was
dismissed in August 2012 when the bankruptcy judge refused to
approve a settlement.


ACE ALLIANCE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: ACE Alliance Inc.
        53 Lincoln Park
        Newark, NJ 07102

Bankruptcy Case No.: 13-25376

Chapter 11 Petition Date: July 14, 2013

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

Judge: Rosemary Gambardella

Debtor's Counsel: Donald Troy Bonomo, Esq.
                  DONALD T. BONOMO ATTORNEY AT LAW
                  185 James Street, First Floor
                  Hackensack, NJ 07601
                  Tel: (201) 396-9037
                  Fax: (201) 917-1366
                  E-mail: dbonomo123@gmail.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 20 largest unsecured
creditors, filed together with the petition, is available for free
at http://bankrupt.com/misc/njb13-25376.pdf

The petition was signed by Amina Bey, president of WISOMM, Inc.
and Vesta Godwin Clark, president of ACE Alliance, Inc.


AFA INVESTMENT: Has Until Oct. 2 to File Chapter 11 Plan
--------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware extended,
for the fourth time, AFA Investment Inc., et al.'s exclusive
periods to file a proposed chapter 11 plan until Oct. 2, 2013, and
solicit acceptances for that plan until Dec. 2.

As reported by the Troubled Company Reporter on June 3, 2013, the
Debtor requested for exclusivity extensions to allow them to
continue to pursue a global settlement with key stakeholders,
including the Official Committee of Unsecured Creditors, the
Second Lien Agent, Nadia Sanchez, on behalf of herself and all
others similarly situated, and American Capital, Ltd.

According to the Debtors, the global settlement will bring the
Chapter 11 cases to an efficient conclusion and maximize the value
of the Debtors' estates for  the benefit of their stakeholders.
The Global Settlement also may provide a framework for the
eventual development and confirmation of a Chapter 11 plan.  The
Debtors said they are not seeking a fourth extension of the
Exclusive Periods to exert undue pressure on any creditor.

                         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.  Laura Davis Jones,
Esq., Timothy P. Cairns, Esq., and Peter J. Keane, Esq., at
Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware; Tobias
S. Keller, Esq., at Jones Day, in San Francisco; and Jeffrey B.
Ellman, Esq., and Brett J. Berlin, Esq., at Jones Day, in Atlanta,
Georgia, represent the Debtors.  FTI Consulting Inc. serves as the
Debtors' 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, the Debtors' books and records on a
consolidated basis, 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
Debtors' cases.  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.

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 2012.

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.


AFFYMAX INC: Common Stock Delisted From NASDAQ
----------------------------------------------
The NASDAQ Stock Market LLC notified the U.S. Securities and
Exchange Commission that Affymax Inc.'s common stock was removed
from listing on NASDAQ.

As reported by the TCR on June 6, 2013, Affymax received a
determination letter from the Nasdaq Stock Market LLC indicating
that Nasdaq believes that the Company should be delisted pursuant
to Rule 5101 of the Nasdaq Listing Rules.  Specifically, Nasdaq
notified the Company that it is operating as a "public shell" and
has determined that, following the Company's announcement
regarding the voluntary recall of OMONTYS, the Company no longer
has an operating business.

                           About Affymax

Affymax, Inc. (Nasdaq: AFFY) is a biopharmaceutical company based
in Palo Alto, California.  In March 2012, the U.S. Food and Drug
Administration approved the Company's first and only product,
OMONTYS(R) (peginesatide) Injection for the treatment of anemia
due to chronic kidney disease in adult patients on dialysis.
OMONTYS is a synthetic, peptide-based erythropoiesis stimulating
agent, or ESA, designed to stimulate production of red blood cells
and has been the only once-monthly ESA available to the adult
dialysis patient population in the U.S.  The Company co-
commercialized OMONTYS with its collaboration partner, Takeda
Pharmaceutical Company Limited, or Takeda during 2012 until
February 2013, when the Company and Takeda announced a nationwide
voluntary recall of OMONTYS as a result of safety concerns.

The Company's balance sheet at March 31, 2013, showed
$66.7 million in total assets, $81.5 million in total liabilities,
and a stockholders' deficit of $14.8 million.


AGFEED USA: Section 341(a) Meeting Set on Aug. 21
-------------------------------------------------
A meeting of creditors in the bankruptcy case of AgFeed USA, LLC,
will be held on Aug. 21, 2013, at 10:00 a.m.

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 Agfeed Industries

AgFeed Industries, formerly known as M2 P2, LLC, 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 percent of global
production and over 62 percent of total protein consumed in China
is pork.  Hog production in China currently enjoys income tax free
status.

AgFeed Industries, Inc., and its affiliates filed voluntary
petitions under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Case No. 13-11761) on July 15, 2013, with a deal to sell most of
its subsidiaries to The Maschhoffs, LLC, for cash proceeds of $79
million, absent higher and better offers.  The Debtors estimated
assets of at least $100 million and debts of at least $50 million.

Keith A. Maib signed the petition as chief restructuring officer.
Hon. Brendan Linehan Shannon presides over the case.  Donald J.
Bowman, Jr., and Robert S. Brady, Esq., at Young, Conaway,
Stargatt & Taylor, serve as the Debtors' counsel.   BDA Advisors
Inc. acts as the Debtors' financial advisor.  The Debtors' claims
and noticing agent is BMC Group, Inc.


AMERICAN AIRLINES: Reports $220-Mil. Second-Quarter Net Income
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that AMR Corp. generated net income of $220 million in the
second quarter, compared with a net loss of $241 million in the
same quarter last year.

According to the report, revenue of $6.45 billion for three months
ended June 30 was almost exactly the same as the period last year.
Operating income in this year's quarter, $489 million, was about
3.4 times more than last year's quarter.  AMR said it was the most
profitable second quarter in company history.  Among the factors
leading to better operating results was an 18 percent decline in
wages, salaries and benefits, thanks to modified union contracts.
Reorganization costs of $124 million this year were about half of
last year's quarter.

The report notes that for the first six months of 2013, AMR
reported a net loss of $122 million on revenue of $12.6 billion.
In the first half of 2012, the net loss was $1.9 billion.

                       $1.37 Bil. in Claims

Jacqueline Palank writing for Dow Jones' DBR Small Cap reports
that retirees say they fear a recent proposal from AMR Corp. may
let the parent of American Airlines shrug off some $1.37 billion
in retiree claims that the bankruptcy court has yet to evaluate.

                     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. The hearing before the Court to consider confirmation of
the Plan is scheduled for Aug. 15, 2013.

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


AMINCOR INC: Shares Now Eligible for Deposit
--------------------------------------------
Janney Montgomery Scott LLC has been advised by the The Depository
Trust & Clearing Corporation that Amincor, Inc., shares, CUSIP
numbers 03153A106 and 03153A205 are now fully eligible for
deposit.

Amincor shareholders who wish to set up trading accounts are
encouraged to contact Janney directly to facilitate the process.
Janney Montgomery Scott, LLC, serves as market makers for the
stock.

Janney's contact information is as follows:

         JANNEY MONTGOMERY SCOTT LLC
         Attention: Matthew Corrado
         575 Lexington Avenue
         15th Floor
         New York, NY 10022
         Toll Free: (888) 567 -1575
         Phone: (212) 829-3833
         E-mail: MCorrado@janney.com

                         About Amincor Inc.

New York, N.Y.-based Amincor, Inc., is a holding company operating
through its operating subsidiaries Baker's Pride, Inc.,
Environmental Holdings Corp. and Tyree Holdings Corp., and Amincor
Other Assets, Inc.

BPI is a producer of bakery goods.  Tyree performs maintenance,
repair and construction services to customers with underground
petroleum storage tanks and petroleum product dispensing
equipment.

Through its wholly owned subsidiaries, Environmental Quality
Services, Inc., and Advanced Waste & Water Technology, Inc., EHC
provides environmental and hazardous waste testing and water
remediation services in the Northeastern United States.

Other Assets, Inc., was incorporated to hold real estate,
equipment and loan receivables.  As of March 31, 2013, all of
Other Assets' real estate and equipment are classified as held for
sale.

The Company's balance sheet at March 31, 2013, showed
$34.9 million in total assets, $35.4 million in total liabilities,
and a stockholders' deficit of $512,584.

As reported in the TCR on April 24, 2013, Rosen Seymour Shapss
Martin & Company, in New York, expressed substantial doubt about
Amincor's ability to continue as a going concern, citing the
Company's recurring net losses from operations and working capital
deficit of $21.2 million as of Dec. 31, 2012.


ARCTIC GLACIER: Moody's Says $20MM Loan Increase is Credit Neg
--------------------------------------------------------------
Moody's says the announcement by Arctic Glacier U.S.A., Inc. that
the company plans to exercise the $20 million accordion feature
under its existing $260 million first lien term loan facility is a
credit negative, but does not immediately impact the company's B3
Corporate Family Rating or stable rating outlook.

Proceeds will be used to repay $14 million of existing revolver
borrowings and to provide approximately $6 million of balance
sheet cash for acquisitions, general corporate purposes and
transaction related fees and expenses.


ARI-RC 14: Updated Case Summary & Creditors' Lists
--------------------------------------------------
Lead Debtor: ARI-RC 14, LLC
             1525 & 1535 Rancho Conejo Blvd.
             Thousand Oaks, CA 91230

Bankruptcy Case No.: 13-14692

Chapter 11 Petition Date: July 15, 2013

Court: United States Bankruptcy Court
       Central District of California (San Fernando Valley)

Judge: Alan M. Ahart

Debtors' Counsel: John-Patrick M. Fritz, Esq.
                  Daniel H. Reiss, Esq.
                  LEVENE NEALE BENDER RANKIN ET AL
                  10250 Constellation Blvd. Ste 1700
                  Los Angeles, CA 90067
                  Tel: (310) 229-1234
                  Fax: (310) 229-1244
                  E-mail: jpf@lnbrb.com
                          dhr@lnbyb.com

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

Estimated Debts: $10,000,001 to $50,000,000
The petition was signed by Kenneth Greene, president.

Affiliates that simultaneously filed separate Chapter 11
petitions:

   Debtor                              Case No.
   ------                              --------
ARI-RC 21, LLC                         13-14694
  Assets: $10,000,001 to $50,000,000
  Debts: $10,000,001 to $50,000,000
ARI-RC 23, LLC                         13-14695
  Assets: $10,000,001 to $50,000,000
  Debts: $10,000,001 to $50,000,000
ARI-RC 12, LLC                         13-14697
  Assets: $10,000,001 to $50,000,000
  Debts: $10,000,001 to $50,000,000

A. A copy of ARI-RC 14's list of its 20 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/cacb13-14692.pdf

B. A copy of ARI-RC 21's list of its 20 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/cacb13-14694.pdf

C. A copy of ARI-RC 23's list of its 20 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/cacb13-14695.pdf

D. A copy of ARI-RC 12's list of its 20 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/cacb13-14697.pdf


BANESCO USA: Fitch Affirms 'B+' Long-Term Issuer Default Rating
---------------------------------------------------------------
Fitch Ratings has affirmed Banesco USA's (BNSC) long-term Issuer
Default Rating (IDR) and short-term IDR at 'B+'/'B', respectively.
The Rating Outlook is Stable.

Rating Action Rationale

BNSC's IDRs reflect its limited history, geographic and product
concentration, limited franchise value and modest earnings
metrics. Ratings are supported by the company's strong brand
affiliation, solid capital ratios given its risk profile, and good
liquidity profile.

KEY RATING DRIVERS - IDRs and Viability Rating (VR)

BNSC's earnings are considered good at current rating levels, but
are offset by its limited history and track record. Although
results have benefited from the company's strong loan growth while
maintaining low levels of net-charge offs (NCOs), Fitch believes
that current NCOs and provision levels are not a good proxy for
future performance. Furthermore, the company's profitability is
mainly spread driven and revenue diversity is limited, although
improving in most recent periods.

Banesco's earnings measures are in line with expectations and
incorporated in current ratings. Despite being a start-up in 2006,
the company has been profitable since 2010. For year-end 2012,
BNSC experienced a decline in net income, although, on a pre-tax
basis income was slightly higher. This was due to a rise in
operating expenses mainly from salaries and benefits jumping 82%
compared to 2011. Notably, core earnings (net interest income and
non-interest income) continue to improve quarter-over-quarter.
Fitch believes successful execution of the bank's strategic growth
should improve profitability measures. BNSC is focused on growing
its balance sheet organically and/or through acquisitions.

Overall, the loan portfolio exhibits sound asset quality; however,
given rapid growth, credit measures may be understated.
Nonetheless, asset quality ratios are much better than its
similarly-sized peers in the local market. Despite operating in a
challenging real estate market, NCOs have remained manageable.
Although reserve levels have declined in most recent periods, they
remain sufficient to support its present loan portfolio mix.

Fitch notes that BNSC's loan book is concentrated in commercial
real estate (CRE), similar to peers in the local market.
Offsetting this, the portfolio itself is diversified by collateral
type and granular in average size. During 2012, the company also
reduced its real estate concentration by growing loans in
commercial & industrial (C&I), along with correspondent banking
and trade finance lending.

BNSC's primary funding source is its core deposits, particularly
foreign depositors. These deposits tend to be stickier compared to
domestic clients, which are more sensitive to interest rates.
Although not anticipated, a slowdown in deposit inflows from
international customers to the U.S. may impact the company's
strategic plans and increase future funding costs.

Although capital is considered appropriate given the bank's asset
mix on the balance sheet, its ability to access the capital
markets (if needed) is considered limited. The principal owners
have demonstrated continued support of the bank, as evidenced by
additional capital contributions since the bank's inception;
however, this is not incorporated into Fitch's rating nor is it
relied upon. Given the company's good earnings performance, it has
been successful in generating internal capital, and, on a risk-
adjusted basis the capital position is strong. Although Tier 1 RBC
has come down, it remains high at 12.13% as of first quarter 2013
(1Q'13).

RATING SENSITIVITIES - IDRs and VR

BNSC's financial measures are in-line with current ratings and at
the high-end of their potential range. Positive rating drivers
would be the successful execution of strategic growth initiatives
while BNSC delivers improving and sustainable financial measures
that are above similarly rated peer averages.

Although not expected, negative credit trends could potentially
pressure ratings, particularly if pre-provision net revenue (PPNR)
is not sufficient to absorb potential net losses and capital
position weakens.

Reputational risk is also a concern given the bank's ties to
Banesco Group domiciled in Venezuela. To-date, the bank has
actually benefited from the Banesco brand, despite turmoil in
Venezuela, as demonstrated by its stable deposit base.

RATING DRIVERS AND SENSITIVITIES - Support and Support Rating
Floors

BNSC's has a Support Rating of '5' and Support Rating Floor of
'NF'. In Fitch's view, BNSC is not systemically important and
therefore, Fitch believes the probability of support is unlikely.
IDRs and VRs do not incorporate any support.

Over the years, capital ratios have been augmented by
contributions from the principal owners with an injection most
recently of $7 million in April 2013. Although the owners have
demonstrated their willingness to provide capital support, Fitch
does not incorporate support into the ratings.

Profile

Established in 2006, Banesco USA (previously named BBU Bank and
renamed in June 2011) is a state-chartered bank that is regulated
by the FDIC and Florida state banking regulators (Office of
Financial Regulations State of Florida). It operates mainly in
Miami-Dade and Broward counties (with six branches) and one branch
in Puerto Rico. The bank offers banking services to corporate and
individual customers located in its operating markets. Similar to
local peers, real estate financing is the main lending activity.
At March 31, 2013, BNSC reported $775.3 million in total assets,
$65.4 million in total equity and $663.2 million in deposits.

The U.S.-based bank is affiliated with the 'Banesco' group, which
has strong brand recognition in Latin America and is a market
leader in Venezuela. Banesco Banco Universal is Venezuela's
largest privately-held bank in terms of deposits and assets. The
group also includes Banesco, S.A. y Subsidiaria based in Panama
and Banesco Banco Multiple, S.A., in the Dominican Republic. The
Banesco group also has banks in Colombia (Banesco), Curacao
(Societe Financiere Des Antilles N.V.) and Spain (Banco
Etcheverria). BNSC leverages the Banesco brand to gather deposits
in its local market. Further, given its ties to Banesco, BNSC's
infrastructure and organization are reflective of a larger
institution. As in the other banks in the Banesco group, the
management team is made up of individuals with many years of
experience in the local markets.

Fitch affirms the following ratings of Banesco USA:

-- Long-term Issuer Default Rating (IDR) at 'B+';
-- Short-term Issuer Default Rating (IDR) at 'B';
-- Long-term Deposit Ratings at 'BB-';
-- Short-term Deposit Ratings at 'B';
-- Viability Rating at 'b+';
-- Support '5';
-- Support 'NF'.

The Rating Outlook is Stable.


BAYTEX ENERGY: S&P Raises Senior Unsecured Debt Rating to 'BB'
--------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its ratings on
Alberta-based exploration and production (E&P) company Baytex
Energy Corp.'s senior unsecured debt to 'BB' from 'BB-'.  At the
same time, Standard & Poor's revised its recovery rating on the
debt to '3' from '5'.  Standard & Poor's also affirmed its 'BB'
long-term corporate credit rating on the company.  The outlook is
stable.

"We have increased our estimated enterprise value for Baytex, due
primarily to the oil sands-related reserves the company added to
its asset portfolio during 2012," said Standard & Poor's credit
analyst Michelle Dathorne.  Although S&P believes its revised
enterprise value in its default scenario would support full
recovery for the company's senior unsecured debt, the recovery
rating and debt issue ratings are capped at '3' and 'BB',
respectively, which is consistent for S&P's recovery rating
methodology for 'BB' category rated companies.

"In our rated default scenario, we estimate that claims under the
company's senior secured credit facility are fully covered, and
that about US$570 million is available for senior unsecured
claims.  While the amount available exceeds Baytex's total senior
unsecured claims, we have capped the recovery rating at '3' to
account for the greater risk of recovery prospects being impaired
due to incremental debt issuance before default," S&P said.

The ratings on Baytex reflect Standard & Poor's opinion of the
company's participation in the highly volatile and cyclical oil
and gas industry, midsize reserve base, relatively narrow
production diversification, and regionally focused upstream
operations.  S&P believes the relatively low-risk nature of
Baytex's predominantly heavy oil reserves base, the good
development opportunities associated with its existing portfolio
of assets, and moderate capital structure partially offset these
negative credit factors.  S&P expects the company's near-term
business strategy will focus on drill-bit-related growth,
supplemented with bolt-on acquisitions.

The stable outlook reflects Standard & Poor's expectation that
Baytex will continue to fund its capital spending program and
dividends largely with internally generated cash flows.  Although
S&P expects the company to increase its use of debt to fund bolt-
on acquisitions in supplementing its organic growth, S&P believes
it should achieve its reserves and production growth objectives
without unduly compromising its balance sheet, cash flow
protection metrics, and overall financial risk profile.  The
outlook also incorporates S&P's views that Baytex's financial
metrics are strong, and that it can withstand considerable
deterioration in its debt-to-cash-flow and coverage metrics and
still maintain a financial risk profile commensurate with the 'BB'
rating.

A negative rating action could occur if the company increases its
total debt outstanding, such that fully adjusted funds from
operations (FFO)-to-debt falls below 20%, without achieving a
meaningful increase to its reserves and production.  S&P expects
Baytex will continue to generate negative discretionary free cash
flow during our two-year forecast period as it proceeds with its
growth strategy, so a positive rating action during this time is
unlikely.

When the company moves beyond its initial growth phase, S&P could
raise the ratings if it achieves its growth objectives and
realizes the potential enhancement in its reserve profile while
maintaining its fully adjusted debt-to-EBITDA at or below 1.5x and
FFO-to-total adjusted debt at or above 60%.


BEARINGPOINT INC: Gave Out $54MM on $781MM Unsecured Claims
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the BearingPoint Inc. liquidating trust brought home
a $55 million settlement of a lawsuit against officers and
directors.

The report relates that the lawsuit took a circuitous course as
the result of the 2011 decision by the U.S. Supreme Court in a
case called Stern v. Marshall.  When U.S. Bankruptcy Judge Robert
Gerber approved the plan, he provided in the confirmation order
that a suit against former managers could be filed only in
bankruptcy or district court in New York.  Then came the Stern
decision more than a year later, holding it was unconstitutional
for a bankruptcy judge to make final rulings against third parties
based on state-law claims.  Consequently, Judge Gerber allowed the
trustee to sue in Virginia state court based on claims of fraud,
negligence and corporate waste.

                     $476-Mil. Distributed

According to the report, the trust for the one-time business
consultant is distributing $28 million to creditors under a
liquidating Chapter 11 plan approved in December 2009 using the
so-called cramdown process.  John DeGroote Services LLC, the
trustee for the creditors' trust, said in a statement that
$476 million has now been distributed to creditors.

John DeGroote said that almost all the assets have now been
liquidated.  He doesn't expect to make a final distribution for
another year and isn't sure there will be anything more for
unsecured creditors.

Mr. DeGroote said that secured creditors have been paid in full.
Unsecured creditors will now have been paid a total of $54
million toward claims that totaled $781 million.

Before BearingPoint's plan was confirmed, holders of the Series C
and FFL Notes were told to expect a recovery between 7.6 percent
and 14.7 percent on their claims aggregating $243 million.
Unsecured creditors with $225.2 million in claims were estimated
to receive a 2.6 percent to 5.1 percent recovery.  The holders of
$452 million in subordinated notes were receiving nothing.

                    About BearingPoint Inc.

BearingPoint, Inc. -- http://www.BearingPoint.com/-- was one of
the world's largest providers of management and technology
consulting services to Global 2000 companies and government
organizations in more than 60 countries worldwide.

BearingPoint, Inc., fka KPMG Consulting, Inc., together with its
units, filed for Chapter 11 protection (Bankr. S.D.N.Y., Case No.
09-10691) on Feb. 18, 2009.  BearingPoint disclosed total assets
of $1.655 billion and debts of $2.201 billion as of Dec. 31, 2008.

The Debtors' legal advisor was Weil, Gotshal & Manges, LLP.  Their
restructuring advisor was AlixPartners LLP, and their financial
advisor and investment banker was Greenhill & Co., LLC.  Jeffrey
S. Sabin, Esq., at Bingham McCutchen LLP represented the
Creditors' Committee.  Garden City Group served as claims and
notice agent.

On the Petition Date, BearingPoint filed a Chapter 11 plan of
reorganization negotiated with lenders prepetition.  BearingPoint,
however, changed course and pursued a sale of its units, after
determining that creditor recoveries would be maximized through
sales of the businesses.

On Dec. 22, 2009, the Bankruptcy Court entered an order confirming
the Debtors' Modified Second Amended Joint Plan.  On Dec. 31,
2009, a Notice of Effective Date of the Plan was filed with the
Bankruptcy Court.  John DeGroote was appointed as liquidating
trustee under the Plan.  The liquidating trustee is represented by
Katherine Dobson, Esq., at Bingham McCutchen, in Hartford,
Connecticut.  The trustee also has retained McKool Smith P.C. and
Whiteford, Taylor & Preston L.L.P. to pursue claims against former
company officers.

BearingPoint sold the public services group for $350 million to
Deloitte LLP. PricewaterhouseCoopers LLP paid $44
million for much of the commercial-services business.


BERNARD L. MADOFF: Trustee Precluded From Distributions
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the trustee for Bernard L. Madoff Investment
Securities Inc. is being precluded from distributing $1.36 billion
to fraud victims as the consequence of contentions by some
customers that their claims should be inflated to reflect how long
they invested in the Ponzi scheme.  Final briefs were filed July
18 by the Madoff trustee and the Securities Investor Protection
Corp.

According to the report, the issue will be argued in U.S.
Bankruptcy Court in New York at a Sept. 10 hearing.  Madoff
Trustee Irving Picard contends there is no basis in the Securities
Investor Protection Act for basing claims on anything other than
the amount of cash invested less the amount taken out.  Customers,
supported by the U.S. Securities and Exchange Commission, say the
court has equitable power to adjust claims to reflect the time-
value of money.

The report notes that the customers' arguments are hemmed on two
sides by recent decisions from the U.S. Court of Appeals in
Manhattan.  The newest, from a case in April called Commodity
Futures Trading Commission v. Walsh, resulted in a ruling that a
federal court receiver for a Ponzi scheme made no error in
refusing to increase claims to reflect time-value of money.
Closer to home, the appeals court ruled in August 2011 in the
Madoff case that fictitious account statements issued to customers
must be disregarded in calculating their claims, because no
securities were ever purchased on their behalf.  Instead, the
appeals court said that claims are properly calculated on the
basis of cash invested less cash taken out, thus disregarding
fictitious profits shown on account statements.

Mr. Picard and SIPC, the report discloses, argue in their papers
July 18 that customers are attempting to revisit the question of
how claims are calculated.  The trustee and SIPC contend that the
statute provides no basis for inflating claims based on how long a
customer had investments with Madoff.  They quote the statute as
saying that customers "shall share ratably" to the "extent of
their respective net equities," calculated in accordance with
appeals court decision two years ago.  Even if Mr. Picard wins in
bankruptcy court in September, he likely won't be able to
distribute the $1.36 billion if customers appeal.

The report relays that even assuming there is no intermediate
appeal to a federal district judge, the interest question may not
be finally resolved for another two years, given that a major
dispute like the claim-calculation question went all the way to
the U.S. Supreme Court.

                      About Bernard L. Madoff

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

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

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

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

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

From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has paid 53 percent of customers' claims totaling $17.3
billion.  Mr. Picard has collected about $9.35 billion, not
including an additional $2.2 billion that was forfeit to the
government and likewise will go to customers.  Mr. Picard is
holding more than $4.7 billion he can't distribute on account of
outstanding appeals and disputes, such as the issue of interest on
customers' claims.  The largest holdback, almost $2.8 billion,
results from disputed claims.


BETTER PLACE: Israeli Auto Battery Swapper Files in Delaware
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Better Place Inc., the developer of a chain of
charging stations for electric-powered autos, filed a petition
on July 19 for Chapter 15 protection (Bankr. D. Del. Case No.
13-11814) after initiating a liquidation in a court in Israel in
June.

According to the report, although there is no debt financing, the
company raised $850 million in equity capital to develop and build
the charging stations also equipped to exchange batteries in less
than five minutes.  The principal markets were Israel and Denmark.
The company decided to liquidate when cash declined to $19 million
worldwide, debt was more than $100 million, and only Renault made
an auto compatible with the battery-swapping stations.

The report discloses that there is also a liquidation of the
affiliate in Demark.  The business model called for customers to
buy memberships for a monthly fee allowing the motorists unlimited
use of charging stations and unlimited battery switching.  Better
Place would retain ownership of the batteries.  In 2012, Better
Place spent $454 million while generating only $6.9 million in
revenue, according to a court filing.  If the U.S. court
recognizes Israel as home to the so-called foreign main bankruptcy
proceeding, creditor actions in the U.S. will be halted.  The U.S.
court can assist the foreign liquidators while allowing the
foreign court to pass on the validity of claims and distribute
assets.

                        About Better Place

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.

Founded by Israeli entrepreneur Shai Agassi in 2007, Better Place
developed a system by which electric-car owners could drive their
vehicles into a network of stations around Israel and replace the
car's battery with a new one in about the same amount of time it
takes to fill a gasoline tank on a regular car.

Sales of just $6.9 million in 2012 resulted to a loss of $459
million.


BONTEN MEDIA: S&P Withdraws 'CCC' Corporate Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'CCC' corporate
credit rating on Bonten Media Group Inc. and its issue-level and
recovery ratings on the company's senior secured credit facilities
and subordinated notes following the company's full repayment of
the debt.


BT GEORGIA: Bid for More Time to Appeal Case Conversion Denied
--------------------------------------------------------------
Bankruptcy Judge S. Martin Teel, Jr., denied BT Georgia Avenue,
LLC's Motion to Certify Issues on Appeal and Extend Time for
Filing Notice of Appeal.

The Debtor intends to appeal a May 7, 2013 order converting its
case from chapter 11 to chapter 7.  The Conversion Motion was
filed by the District of Columbia Water and Sewer Authority in
March 2013 alleging that the Debtor had neglected to timely pay
amounts owed under the confirmed Plan on DC Water's Class 2
prepeition secured claim and had failed to pay substantial
postpetition water bills.

In a July 8, 2013 Memorandum Decision available at
http://is.gd/b3Aa7tfrom Leagle.com, Judge Teel held that (1) the
May 7 order was a final order appealable of right, (2) the May 7
conversion order is inappropriate for a direct appeal to the court
of appeals, and (3) the Debtor failed to show cause for an
extension of the time to file a notice of appeal.

BT Georgia Avenue, LLC, filed a Chapter 11 petition (Bankr. D.D.C.
Case No. 10-00115) in 2010.  On Dec. 19, 2011, the court confirmed
the debtor's Chapter 11 plan.  On May 7, 2013, the court granted
the request of the District of Columbia Water and Sewer Authority
to convert the case to chapter 7.  A trustee was immediately
appointed, but he shortly withdrew, and on May 14, 2013, Marc E.
Albert was appointed to act as the chapter 7 trustee. He
immediately filed an application to employ counsel on his behalf.


CAPITOL BANCORP: Hearing on Liquidation Plan Moved to Oct. 9
------------------------------------------------------------
Capitol Bancorp Ltd. and Financial Commerce Corporation filed an
Amended Joint Liquidating Plan on July 17, 2013, which superseded
the prior Joint Liquidating Plan.

The combined hearing to be conducted by the Bankruptcy Court on
(i) final approval of the Amended Disclosure Statement, and (ii)
confirmation of the Amended Joint Liquidating Plan is scheduled
for Oct. 9, 2013, at 10:00 a.m. Eastern Daylight Time.

The Debtors are required to commence solicitation by July 29,
2013.  The deadline for creditors to timely return ballots on the
Amended Joint Liquidating Plan, as well as to file any objections,
is Sept. 24, 2013, at 4:30 p.m. Eastern Daylight Time.  This is
also the deadline for the filing of any motions with the
Bankruptcy Court to estimate claims for purposes of voting on the
Amended Joint Liquidating Plan.

As reported by The Troubled Company Reporter on May 31, 2013, the
Liquidation Plan is premised on the Company conducting sales under
Section 363(b) of the Bankruptcy Code of some or all of the
remaining non-debtor subsidiary banks, as and when commercially
reasonable opportunities for those transactions develop.

The company says it is unlikely that the proceeds of any those
sales could or would be available for distribution to the
Company's creditors without the cooperation of the FDIC, if and to
the extent the FDIC has that authority.  This is because, under a
pre-bankruptcy FDIC order and a subsequent agreement between
Capitol and the FDIC, the Company has no interest in or right to
ever receive proceeds from the sale of non-debtor subsidiary
banks.  Instead, those proceeds are to be remitted directly by the
relevant purchaser to an escrow account managed by a third-party
escrow agent.  Under the FDIC Order and related agreements, those
proceeds can only be distributed to bank shareholders (other than
CBC) and to CBC's other subsidiary banks.

The Company also will continue to seek a sale of its non-
performing assets and non-performing loans to third parties.  At
the same time, the Plan contemplates that the Company continue to
seek to obtain one or more Equity Investors to make it feasible to
attempt to reorganize the Company and preserve the Company's
ownership of at least certain of the remaining non-debtor
subsidiary banks.

A copy of the Amended Liquidating Plan is available at:

                        http://is.gd/5K7UZI

A copy of the Amended Disclosure Statement is available at:

                        http://is.gd/IssILM

                       About Capitol Bancorp

Capitol Bancorp Ltd. and Financial Commerce Corporation filed
voluntary Chapter 11 bankruptcy petitions (Bankr. E.D. Mich. Case
Nos. 12-58409 and 12-58406) on Aug. 9, 2012.

Capitol Bancorp -- http://www.capitolbancorp.com/-- is a
community banking company with a network of individual banks and
bank operations in 10 states and total consolidated assets of
roughly $2.0 billion as of June 30, 2012.  CBC owns roughly 97% of
FCC, with a number of CBC affiliates owning the remainder.  FCC,
in turn, is the holding company for five of the banks in CBC's
network.  CBC is registered as a bank holding company under the
Bank Holding Company Act of 1956, as amended, 12 U.S.C. Sec. 1841,
et seq., and trades on the OTCQB under the symbol "CBCR."

Lawyers at Honigman Miller Schwartz and Cohn LLP represent the
Debtors as counsel.  John A. Simon, Esq., at Foley & Lardner LLP,
represents the Official Committee of Unsecured Creditors as
counsel.

In its petition, Capitol Bancorp scheduled $112,634,112 in total
assets and $195,644,527 in total liabilities.  The petitions were
signed by Cristin K. Reid, corporate president.

The Company's balance sheet at Sept. 30, 2012, showed
$1.749 billion in total assets, $1.891 billion in total
liabilities, and a stockholders' deficit of $141.8 million.

Prepetition, the Debtor arranged a reorganization plan that was
accepted by the requisite majorities of creditors and equity
holders in all classes.  Problems arose when affiliates of
Valstone Partners LLC declined to proceed with a tentative
agreement to fund the reorganization by paying $50 million for
common and preferred stock while buying $207 million in face
amount of defaulted commercial and residential mortgages.


CEL-SCI CORP: Gets NYSE MKT Listing Non-Compliance Notice
---------------------------------------------------------
CEL-SCI Corporation reported on a communication from staff of its
current listing exchange that it considered the company to be
noncompliant with certain listing requirements based on its
quarterly report for the period ended March 31, 2013.  The Company
was given an opportunity to maintain its listing by submitting a
plan of compliance by August 19, 2013.  The Company intends to
submit such a plan by August 19, 2013.

Based on the company's quarterly report on Form 10-Q for the
period ended March 31, 2013, noncompliance was noted with respect
to the requirement of Section 1003(a)(iv) of the Company Guide for
NYSE MKT.  The exchange indicated that in order to maintain its
NYSE MKT listing, a plan should be submitted by August 19, 2013
addressing regaining compliance with Section 1003(a)(iv) of the
exchange's Company Guide by September 30, 2013.  Additional
information and provisions regarding the NYSE MKT requirements are
found in Part 10 of its Company Guide.

The communication and compliance plan has no current effect on the
listing of the company's shares on the exchange.  If the plan is
not acceptable or the company does not make sufficient progress
under the plan or reestablish compliance by September 30, 2013,
then staff of the exchange may initiate proceedings for delisting
from the NYSE MKT.  The company may then appeal a staff
determination to initiate such proceedings in accordance with the
exchange's Company Guide.

                     About CEL-SCI Corporation

CEL-SCI is dedicated to research and development directed at
improving the treatment of cancer and other diseases by utilizing
the immune system, the body's natural defense system.  Its lead
investigational therapy is Multikine (Leukocyte Interleukin,
Injection), currently being studied in a pivotal global Phase III
clinical trial.  CEL-SCI is also investigating an immunotherapy
(LEAPS-H1N1-DC) as a possible treatment for H1N1 hospitalized
patients and as a vaccine (CEL-2000) for Rheumatoid Arthritis
(currently in preclinical testing) using its LEAPS technology
platform.  The investigational immunotherapy LEAPS-H1N1-DC
treatment involves non-changing regions of H1N1 Pandemic Flu,
Avian Flu (H5N1), and the Spanish Flu, as CEL-SCI scientists are
very concerned about the possible emergence of a new more virulent
hybrid virus through the combination of H1N1 and Avian Flu, or
maybe Spanish Flu.  The Company has operations in Vienna,
Virginia, and in/near Baltimore, Maryland.


CERTIFIED SERVICES: District Court Narrows "Pixler" Lawsuit
-----------------------------------------------------------
In the civil action ROXANN PIXLER, Plaintiff v. ANTHONY HUFF, et
al., Defendants, Case No. 3:11-CV-00207-JHM (W.D. Ky.), Chief
District Judge Joseph H. McKinley, Jr.:

   -- granted Crossclaim Plaintiff Danny Pixler's motion to
      dismiss various claims against the Crossclaim Defendants;

   -- granted Crossclaim Defendants Brian Sly; Anthony Huff; Sheri
      Huff; Michele Brown; Anthony Russo; Huff Grandchildren's
      Trust; River Falls Investments LLC; Oxygen Unlimited, LLC;
      River Falls Holdings, LLC and Huff Farms (Horsebranch) LLC's
      motions to dismiss the cross claim for failure to state a
      claim; and

   -- denied Third Party Plaintiff Danny Pixler's motion for entry
      of default against Judson Wagenseller.

The case centers around the creation and operation of Midwest
Merger Management, LLC, which was formed in 2001 by Roxann Pixler,
Dann Pixler, and Anthony Huff.  MMM is a risk manager, who could
collect premiums and fees from clients and would in turn pay
premiums to insurance carriers that provided workers' compensation
insurance coverage.  Also in 2001, MMM acquired Certified
Services, Inc., which itself acquired several subsidiaries.

In her April 2011 civil action, Roxann Pixler alleged that the
Defendants defrauded her out of her contractual right to share in
the profits and financial gain of MMM.  She alleges that Certified
Services and other Kentucky entities were used to funnel money
from MMM for the personal benefit of Anthony Huff, his wife Sheri,
Danny Pixler, Michelle Brown, Anthony Russo, Brian Sly and others.
The scheme began to unravel as Certified Services filed for
Chapter 11 bankruptcy in 2005.

The Second Amended Cross Complaint alleges 10 claims against the
various Crossclaim Defendants: breach of agreement (Count I);
breach of fiduciary duty (Count II); breach of agreement (Count
III); breach of contract (Count IV); conspiracy (Count V); fraud
(Count VI); accounting fraud (Count VII); conversion (Count VIII);
RICO (Count IX); negligence (Count X); and punitive damages (Count
XI). [DN 133].  The Court grants Mr. Pixler's motion to dismiss
Count III, Count VII, Count VIII, and Count X.

A copy of Judge McKinley's July 8, 2013 Memorandum Opinion and
Order is available at http://is.gd/tXNGYyfrom Leagle.com.

Plaintiff Roxann Pixler is represented by Annie O'Connell, Esq.,
of O'Connell Law Office, PLLC & Steven R. Romines, Esq., of
Romines Weis & Young, PSC.

Defendants and Cross Defendants Anthony Huff, Michele Brown, Sheri
Huff, Anthony Russo, RiverFalls Investments, LLC, Oxygen
Unlimited, LLC, River Falls Equities, LLC, SDH Realty, Inc.
W.A. Huff, LLC, The Huff Grandchildren Trust, River Falls
Financial Services, LLC, Huff Farm, Inc. are represented by Judson
B. Wagenseller.

Cross Defendant Thomas Bean is represented by Denis J. Ogburn,
Esq. -- denis.ogburn@penceogburn.com -- of Pence & Ogburn, PLLC.

Cross Defendant Brian Sly is represented by Daniel T. Bernhard,
Esq. -- bernhard@freelandlaw.com -- of Freeland, Cooper & Foreman
LLP & Scott P. Zoppoth, Esq. -- spz@zoplaw.com -- at The Zoppoth
Law Firm.

Headquartered in Ft. Lauderdale, Florida, Certified HR Services
Company filed a voluntary Chapter 11 petition on May 12, 2005
(Bankr. S.D. Fla. Case No. 05-22912).  Thomas R. Lehman, Esq., at
Miami, Florida, represents the Debtor in its restructuring
efforts.


COLDWATER PORTFOLIO: Wins Confirmation of Chapter 11 Plan
---------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Indiana on
July 17, 2012, confirmed the Chapter 11 plan of Coldwater
Portfolio Partners LLC and U.S. Bank National Bank Association, as
successor trustee for GS Mortgage Securities Corporation II,
Commercial Mortgage Pass-Through Certificates, Series 2006-G G6
and RBS Financial Products, Inc.

At the same hearing, the bankruptcy judge also approved the
adequacy of the disclosure statement in explaining the terms of
the Plan.

As reported in the TCR on June 5, 2013, the Joint Plan calls for
unsecured creditors with $225,000 in claims to be paid 44 percent.
Properties will be transferred to a liquidating trust, with sale
proceeds earmarked for the lenders.  If they wish, the lenders may
buy the properties using debt rather than cash.

                     About Coldwater Portfolio

Coldwater Portfolio Partners LLC filed a voluntary Chapter 11
petition (Bankr. N.D. Ind. Case No. 12-31182) on April 4, 2012.
CPP, a limited liability company organized under the laws of the
state of Delaware, was formed in January 2006 with the purpose of
owning and operating 38 commercial real estate properties.  The
majority of the properties are shadow retail centers located
adjacent to Wal-Mart Supercenters throughout the Midwest and
Southern States.  The Debtor has developed relationships with
nationwide retailers who operate local stores at the Shadow Retail
Centers, including Dollar Tree, Game Stop, Sally Beauty, and
Fashion Bug.  The Shadow Retail Centers are particularly
attractive commercial retail properties with business arising from
the Wal-Mart customer traffic.

Bankruptcy Judge Harry C. Dees, Jr., oversees the case.  Forrest
B. Lammiman, Esq., and David L. Kane, Esq., at Meltzer, Purtill &
Stelle LLC, serve as the Debtor's counsel.  Variant Capital
Advisors LLC provides investment banking services to the Debtor.
In its schedules, CPP disclosed $43,795,511 in assets and
$73,808,077 in liabilities as of the Petition Date.

CPP is a subsidiary of CPP Holdings LLC.  Kenneth S. Klein,
manager of CPP, signed the Chapter 11 petition.  A related entity,
Coldwater Portfolio Partners II, LLC, owns and operates nine
shadow retail centers in the Midwest and Southern United States.
Klein Retail Centers, Inc. is the parent of Coldwater II.

Two Plans have been submitted in the case for Court approval.  The
Debtor's Plan provides that the Debtor will reorganize with the
help of financing proposed by N3 retail Investors, LLC, as the
plan sponsor.  The Lenders' Plan provides for the orderly sale
or other disposition of the Debtor's Property and other assets,
the payment in full of all allowed administrative claims and
priority claims in the Chapter 11 case and guarantees that
unsecured trade creditors receive no less than a pro rata share of
$100,000.


COLORADO CUSTOMWARE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Colorado Customware, Inc.
        736 Whalers Way Bldg F100
        Fort Collins, CO 80525

Bankruptcy Case No.: 13-22227

Chapter 11 Petition Date: July 17, 2013

Court: United States Bankruptcy Court
       District of Colorado (Denver)

Judge: Elizabeth E. Brown

Debtor's Counsel: Michael J. Pankow, Esq.
                  BROWNSTEIN HYATT FARBER SCHRECK, LLP
                  410 17th St., 22nd Flr.
                  Denver, CO 80202
                  Tel: (303) 223-1100
                  Fax: (303) 223-1111
                  E-mail: mpankow@bhfs.com

Estimated Assets: $0 to $50,000

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

A copy of the Company's list of its 20 largest unsecured creditors
is available for free at http://bankrupt.com/misc/cob13-22227.pdf

The petition was signed by Lori D. Burge, president.


COOPER-BOOTH WHOLESALE: Files Schedules of Assets and Liabilities
-----------------------------------------------------------------
Cooper-Booth Wholesale Company, L.P., has filed with the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania its
schedules of assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property           $58,216,784
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $7,887,905
  E. Creditors Holding
     Unsecured Priority
     Claims                                       $16,545,769
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $10,620,807
                                  -----------     -----------
        TOTAL                     $58,216,784     $35,054,482

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

                   About Cooper-Booth Wholesale

Cooper-Booth Wholesale Company, L.P. and two affiliates sought
Chapter 11 protection (Bankr. E.D. Pa. Lead Case No. 13-14519) in
Philadelphia on May 21, 2013, after the U.S. government seized the
Company's bank accounts to recover payments made by a large
customer caught smuggling Virginia-stamped cigarettes into New
York.

Serving the mid-Atlantic region, Cooper is one of the top 20
convenience store wholesalers in the country.  Cooper supplies
cigarettes, snacks, beverages and other food items from Hershey's,
Lellogg's, Bic, and Mars to convenience stores.  Cooper has been
in the wholesale distribution business since 1865 when the Booth
Tobacco Company was incorporated in Lancaster, Pennsylvania.  The
Company has been family owned and operated for three generations.

Aris J. Karalis, Esq., and Robert W. Seitzer, Esq., at Maschmeyer
Karalis, P.C., in Philadelphia, serve as the Debtors' bankruptcy
counsel.  Executive Sounding Board Associates, Inc., is the
financial advisor.  Blank Rome LLP represents the Debtor in
negotiations with federal agencies concerning the seizure warrant.

Cooper Booth estimated assets of at least $50 million and
liabilities of at least $10 million as of the bankruptcy filing.
As of the Petition Date, the Debtors' total consolidated funded
senior debt obligations were approximately $10.7 million and
consisted of, among other things, $7.72 million owing on a
revolving line of credit facility, $2.83 million owing on a line
of credit for the purchase of equipment, and $166,000 due on a
corporate VISA Card.  PNC Bank asserts that a letter of credit
facility is secured by all personal property owned by Wholesale.
Unsecured trade payables totaled $22.8 million as of May 21, 2013.


CORNERSTONE HOMES: Section 341(a) Meeting on Aug. 19
----------------------------------------------------
U.S. Trustee Kathleen Dunivin Schmitt will conduct a meeting
of creditors in the bankruptcy case of Cornerstone Homes, Inc., on
Aug. 19, 2013, at 1:00 p.m. at Rochester UST 341.

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.

Cornerstone Homes Inc., a homebuilder from Corning, New York,
filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 13-21103) on
July 15, 2013, in Rochester alongside a reorganization plan
already accepted by 96 percent of unsecured creditors' claims.

The Debtor disclosed assets of $18,561,028 and liabilities of
$36,248,526.  Judge Paul R. Warren presides over the case.  David
L. Rasmussen, Esq., at Davidson Fink, LLP, serves as the Debtor's
counsel.


D & L ENERGY: Files Schedules of Assets and Liabilities
-------------------------------------------------------
D & L Energy, Inc., has filed with the U.S. Bankruptcy Court for
the Northern District of Ohio its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $36,032,400
  B. Personal Property            $4,983,277
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $1,373,565
  E. Creditors Holding
     Unsecured Priority
     Claims                                            $1,500
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $4,812,152
                                  -----------     -----------
        TOTAL                     $41,015,677      $6,187,217

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

                       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.  Brian T. Angeloni, Esq., Kathryn A. Belfance, Esq., Steven
Heimberger, Esq., and Todd A. Mazzola, Esq., at Roderick Linton
Belfance, LLP, serve 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.  Sherri Lynn Dahl, Esq., and Peter R. Morrison, Esq.,
at Squire Sanders (US) LLP, represent the Creditors Committee as
counsel.


DEMCO INC: Wants Filing Period Extended Until Jan. 31
-----------------------------------------------------
Demco, Inc., asks the U.S. Bankruptcy Court for the Western
District of New York to further its exclusive periods to file and
obtain acceptances of a plan until Jan. 31, 2014, and April 1,
2014, respectively.

The hearing on the motion will be held on Aug. 14, 2013, at 10:00
a.m.

According to papers filed with the Court, the Debtor intends to
file a Chapter 11 Plan as soon as it is reasonably practicable.
However, because it has only just recently returned to demolition
work, it will need to bid and to perform such work for a period of
time post-petition, so as to be able to demonstrate the
feasibility of any plan by which it proposes to emerge from
Chapter 11.  For that reason, the Debtor is bringing this Motion
seeking to extend the time within which it might exclusively file
a Chapter 11 Plan of Reorganization.

The Motion was filed by:

        Daniel F. Brown, Esq.
        ANDREOZZI, BLUESTEIN, FICKESS, MUHLBAUER WEBER, BROWN, LLP
        333 International Drive, Suite B-4
        Williamsville, NY 14221
        Tel: (716) 235-5030 (Direct Dial)
             (716) 633-3200, Ext. 218
        Fax: (716) 633-0301
        E-mail: dfb@abfmwb.com

                         About Demco Inc.

Demco, Inc., aka Decommissioning & Environmental Management
Company, is a specialty trade contractor based in West Seneca, New
York, which provides demolition services, nuclear work,
environmental clean-up, disaster response and a variety of other
services throughout the United States and, on a project-by-project
basis, internationally.  Some of Demco's better known demolition
projects in the past have included the Rocky Flats Nuclear Power
Plant, Yankee Stadium, the Orange Bowl, Buffalo Memorial
Auditorium, and the Sunflower Army Ammunition Plant.

Demco filed for Chapter 11 protection (Bankr. W.D.N.Y. Case No.
12-12465) on Aug. 6, 2012.  Bankruptcy Judge Michael J. Kaplan
presides over the case.  Daniel F. Brown, Esq., at Andreozzi,
Bluestein, Fickess, Muhlbauer Weber, Brown, LLP, represents the
Debtor in its restructuring effort.  The Debtor estimated assets
and debts at $10 million to $50 million.  The petition was signed
by Michael J. Morin, controller.

Tracy Hope Davis, the U.S. Trustee for Region 2, appointed three
creditors to serve on the Official Committee of Unsecured
Creditors.

First Niagara Bank, the cash collateral lender, is represented by
William F. Savino, Esq., at Damon Morey.


DETROIT, MI: Fitch Says G.O. Bonds Unlikely to Be Repaid
--------------------------------------------------------
The July 18, 2013 bankruptcy filing by the city of Detroit, MI,
represents the next stage in the examination and prioritization of
the city's sizable long-term liabilities. Fitch Ratings remains
concerned that the chances for full and timely payment of
unlimited tax general obligation (ULTGO) bonds appear weak despite
the city's adherence thus far to its pledge to levy and collect a
voter-approved tax specifically for that purpose.

There has been little precedent for the classification of ULTGOs
as general unsecured debt and the bankruptcy court's treatment of
this issue will inform future credit analysis of ULTGO bonds. The
next debt service payment date for ULTGOs and limited tax general
obligations (LTGOs) is October 1, 2013. Fitch will be watching
closely the ongoing developments related to the bankruptcy and
upcoming payments.

"This action was not unexpected. We signalled concern about
Detroit's long-term prospects and kept the ratings on negative
watch or outlook as the ratings declined steadily since 2005,"
Fitch said.  On June 14, 2013 Fitch lowered both the LTGOs and
ULTGOs to 'C' from 'CC' and 'CCC', respectively, stating that
default is imminent or inevitable, when the emergency manager
announced the intention to default on and/or execute a distressed
debt exchange last month.

                          Retiree Panel

Katy Stech writing for Dow Jones' DBR Small Cap reports that
poised to break pension promises to more than 23,500 retired city
workers, cops and firefighters, Detroit's bankruptcy attorneys
said that those retirees deserve an official committee to speak
for them as the 686,000-resident city struggles to unload labor
costs in order to survive.

DETROIT, MI: S&P Likely to Drop Water Revenue Bonds Rating to 'CC'
------------------------------------------------------------------
Standard & Poor's Ratings Services has placed its ratings on
Detroit's senior-lien and second-lien water revenue bonds on
CreditWatch with negative implications due to the city's filing of
a petition for protection under Chapter 9 of the U.S. Bankruptcy
Code.  On July 18, 2018, the governor approved a petition for
protection under Chapter 9 with the U.S. Bankruptcy Court, Eastern
District of Michigan.  S&P expects to resolve the CreditWatch when
it is able to determine the extent, if any, a Chapter 9 filing
would have on the water system bond credit rating.

If a debt restructuring or negotiated exchange was announced, S&P
would likely drop the rating to 'CC'.  S&P rates an issuer or
issue 'CC' when it expects default to be a virtual certainty,
regardless of the time to default, which would include a case when
an entity has announced its intention to undertake an exchange
offer or similar restructuring that S&P classifies as distressed
but has not yet completed the transaction.  The rating would be
lowered further if the water revenue bonds become a specific
subject of the bankruptcy petition or actual payments are not made
on time.

"We could revise the outlook to stable or raise the rating once we
are confident a restructuring will not take place," said Standard
& Poor's credit analyst Scott Garrigan.  "Any plans the emergency
manager submits to the bankruptcy court should shed additional
light on the possibility of such a restructuring."


DETROIT, MI: Bankruptcy Blessing in Disguise, Says Biz. Group
-------------------------------------------------------------
The City of Detroit's filing of Chapter 9 bankruptcy may be a
blessing in disguise for Detroit's business community, according
to Michigan Business and Professional Association President and
CEO Jennifer Kluge.

"The business community long ago committed to re-developing the
City of Detroit," said Ms. Kluge.  "With the City's path forward
is no longer in doubt; now public officials must follow the
direction of the court and finally address long-simmering
financial issues which means that private sector leaders can
proceed with their plans knowing that the City's financial issues
are being addressed," she continued.

Ms. Kluge pointed to a number of signs that prove businesses both
large and small are committed to keeping Detroit alive:

-- Corporate Real Estate magazine named Wayne County Economic
Development as one of the nation's top-performing economic
development organizations citing 10,582 new jobs and $2.2 billion
in capital investment in Detroit in 2012.

-- Detroit was chosen No. 5 on the 2012 list of fastest growing
tech cities according to tech job site Dice.com.  It was No. 1 on
the same list in 2011.

-- Major food retailers, Meijer and Whole Foods, are building new
stores within Detroit's boundaries--the first for any major
retailer in many years.

-- State officials are moving forward with the new International
Trade Crossing across the Detroit River and the M-1 Rail Streetcar
project.

-- Local business leader Dan Gilbert has purchased 22 properties
over the last three years through his Rock Ventures entity.

-- The renovation of historical business buildings, apartments and
hotels in Downtown and Mid-town seems to be picking up steam.

"These developments are continuing because Detroit has a lot of
spunk on top of its reasonably priced talent and real estate,"
Ms. Kluge declared.  "From our work with thousands of businesses
across the state, we know that we have great talent and an
enduring spirit of entrepreneurship in the private sector that
will help to ensure Detroit's future."

The Michigan Business and Professional Association --
http://www.michbusiness.org-- boasts a statewide sphere of
influence that no other organization of its kind can claim,
leveraging a depth of programs and community initiatives that
positively impact more than 150,000 businesses.

                      About Detroit, Michigan

The city of Detroit, Michigan, weighed down by more than $18
billion in accrued obligations, sought municipal bankruptcy
protection Thursday, July 18, 2013, by filing a voluntary Chapter
9 petition (Bankr. E.D. Mich. Case No. 13-53846).  Detroit listed
more than $1 billion in both assets and debts.

Kevyn Orr, who was appointed in March 2013 as Detroit's emergency
manager, signed the petition.  Detroit is represented by
lawyers at Jones Day and Miller Canfield Paddock and Stone PLC.

Michigan Governor Rick Snyder authorized the bankruptcy filing.

The filing makes Detroit the largest American city to seek
bankruptcy, in terms of population and the size of the debts and
liabilities involved.


EAST COAST: Chapter 11 Trustee Can Employ Brian Rich as Counsel
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida has
authorized Gerard A. McHale, the duly appointed Chapter 11 Trustee
in the bankruptcy cases of East Coast Brokers & Packers, Inc., et
al., to employ Brian G. Rich, Esq., at Berger Singerman LLP as
counsel to the Chapter 11 Trustee.

As reported in the TCR on July 15, 2013, Berger Singerman will,
among other things, consult with the Trustee concerning the
administration of these cases, to investigate the acts, conduct,
assets, liabilities, and financial condition of the Debtors, and
assist the Trustee in other financial matters.

The current hourly rates for professionals at Berger Singerman
are:

     Professional                      Rates
     -----------                      ------
     Attorneys                      $250 to $625
     of-counsel                         $225
     associate                          $495
     legal assistants                $75 to $210
     paralegals                      $75 to $210

The hourly rate of Jordi Guso and Brian G. Rich, the shareholders
who will be principally responsible for the firm's representation
of the Chapter 11 Trustee, are $595 and $545, respectively.

                     About East Coast Brokers

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.,
and Susan H. Sharp, Esq., at Stichter, Riedel, Blain & Prosser,
P.A., in Tampa, serve as counsel to the Debtors.

Steven M. Berman, Esq., and Hugo S, deBeaubien, Esq., at Shumaker,
Loop, & Kendrick, LLP, in Tampa, are the Debtors' proposed special
counsel.

In June 2013, the bankruptcy court approved the appointment of
Gerard A. McHale, Jr., to serve as Chapter 11 trustee.  MLIC Asset
Holdings LLC and MLIC CB Holdings LLC asked the Bankruptcy Court
to appoint a Chapter 11 trustee, or, in the alternative, dismiss
the Debtors' Chapter 11 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.

Brian G. Rich, Esq., at Berger Singerman LLP, in Tallahassee,
Fla., represents the Chapter 11 trustee as counsel.


EAST COAST BROKERS: Trustee Can Employ Own Firm as Accountants
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida
granted Chapter 11 Trustee Gerald A. McHale, Jr., to employ his
own firm Gerard A. McHale, Jr., P.A., as accountant to the Chapter
11 Trustee, nunc pro tunc to June 20, 2013.

As reported in the TCR on July 15, 2013, the firm will, among
other things, provide these services:

   a. review of all financial information prepared by Debtors or
      their accountants, including, but not limited to a review of
      all of the Debtors' financial information as of the date of
      the Petition Date, the Debtors' assets and liabilities, and
      their secured and unsecured creditors;

   b. review and analysis of the organizational structure of and
      financial interrelationships among the Debtors and their
      affiliates and insiders, including a review of the books of
      such companies or persons as may be requested; and

   c. review and analysis of transfers to and from the Debtors to
      third parties, both pre-petition and post-petition.

McHale PA has agreed to perform those services at the ordinary and
usual hourly billing rates of its members who will perform
services in this matter.  McHale PA will incur out-of-pocket
disbursements in the rendition of the services for which it shall
seek reimbursement.

                   About East Coast Brokers

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.,
and Susan H. Sharp, Esq., at Stichter, Riedel, Blain & Prosser,
P.A., in Tampa, serve as counsel to the Debtors.

Steven M. Berman, Esq., and Hugo S, deBeaubien, Esq., at Shumaker,
Loop, & Kendrick, LLP, in Tampa, are the Debtors' proposed special
counsel.

In June 2013, the bankruptcy court approved the appointment of
Gerard A. McHale, Jr., to serve as Chapter 11 trustee.  MLIC Asset
Holdings LLC and MLIC CB Holdings LLC asked the Bankruptcy Court
to appoint a Chapter 11 trustee, or, in the alternative, dismiss
the Debtors' Chapter 11 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.

Brian G. Rich, Esq., at Berger Singerman LLP, in Tallahassee,
Fla., represents the Chapter 11 trustee as counsel.


EAST COAST BROKERS: Taps Shumaker Loop as Special Counsel
---------------------------------------------------------
East Coast Brokers & Packers, Inc., et al., ask the U.S.
Bankruptcy Court for the Middle District of Florida for permission
to employ Shumaker, Loop, & Kendrick, LLP as special counsel, nunc
pro tunc to July 3, 2013.

The professional services the firm is being hired to perform
include assisting the Debtors in creating a combined
reorganization and liquidation plan, drafting plan documents and
needed filings, working to obtain debtor-in-possession financing,
assessing and outlining tax claims, evaluating secured claim
rights, outlining payment schedules for the satisfaction of
secured creditors and creating value for unsecured creditors and
equity.  According to papers filed with the Court, the firm will
work closely with the Debtors' general counsel to coordinate
complementary efforts and to avoid any duplication of effort.

In anticipation of the Court's approval of this application, the
firm has received a retainer from a non-debtor, Angela Madonia, in
the amount of $25,000 for services to be rendered to the Debtors
as of July 3, 2013.

The Debtors have agreed to compensate the firm on an hourly basis
in this case in accordance with the firm's hourly rates which are
in effect on the date the service is rendered, subject to the
filing of fee and cost applications and this Court's approval of
same prior to the Debtors' rendition of any payment.

The Debtors have also agreed to reimburse the firm for its actual
and necessary expenses incurred in representing the Debtors.

According to the application, the firm represents no interest
adverse to the Debtors or to the estate in the matter upon which
it is to be engaged by the Debtors, and the firm's employment
would be in the best interest of the Debtors' estates.

Proposed special counsel to the Debtors can be reached at:

         Steven M. Berman, Esq.
         Hugo S. deBeaubien, Esq.
         SHUMAKER LOOP & KENDRICK, LLP
         101 E. Kennedy Blvd., Suite 2800
         Tampa, FL 33602
         Tel: (813) 229-7600
         Fax: (813) 229-1660
         E-mail: sberman@slk-law.com
                 bdebeaubien@slk-law.com

                   About East Coast Brokers

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.,
and Susan H. Sharp, Esq., at Stichter, Riedel, Blain & Prosser,
P.A., in Tampa, serve as counsel to the Debtors.

In June 2013, the bankruptcy court approved the appointment of
Gerard A. McHale, Jr., to serve as Chapter 11 trustee.  MLIC Asset
Holdings LLC and MLIC CB Holdings LLC asked the Bankruptcy Court
to appoint a Chapter 11 trustee, or, in the alternative, dismiss
the Debtors' Chapter 11 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.

Brian G. Rich, Esq., at Berger Singerman LLP, in Tallahassee,
Fla., represents the Chapter 11 trustee as counsel.


EDISON MISSION: Wins Approval to Hire JPMorgan to Assist in Sale
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Edison Mission Energy was authorized by the
bankruptcy court on July 17 to hire J.P. Morgan Securities LLC as
a co-adviser to explore a potential sale of the business.

According to the report, the retention represented a turnabout for
EME, which had been saying there would be no emergence from
bankruptcy reorganization as a standalone company until December
2014, to continue receiving benefits from a tax-sharing agreement
with the non-bankrupt parent Edison International Inc.  J.P.
Morgan will be paid a fee using a sliding scale based on the
dollar value of a transaction.  Upon announcement that J.P. Morgan
was coming aboard, EME said no decision was made about selling.

The report notes that for now, EME said it would continue working
on a dual track allowing for a "standalone restructuring" or a
sale.  J.P. Morgan will work with Perella Weinberg Partners, EME's
investment banker and financial adviser.

                       About Edison Mission

Santa Ana, California-based Edison Mission Energy is a holding
company whose subsidiaries and affiliates are engaged in the
business of developing, acquiring, owning or leasing, operating
and selling energy and capacity from independent power production
facilities.  EME also engages in hedging and energy trading
activities in power markets through its subsidiary Edison Mission
Marketing & Trading, Inc.

EME was formed in 1986 and is an indirect subsidiary of Edison
International.  Edison International also owns Southern California
Edison Company, one of the largest electric utilities in the
United States.

EME and its affiliates sought Chapter 11 protection (Bankr. N.D.
Ill. Lead Case No. 12-49219) on Dec. 17, 2012.

EME has reached an agreement with the holders of a majority of
EME's $3.7 billion of outstanding public indebtedness and its
parent company, Edison International EIX, that, pursuant to a plan
of reorganization and pending court approval, would transition
Edison International's equity interest to EME's creditors, retire
existing public debt and enhance EME's access to liquidity.

The Company's balance sheet at Sept. 30, 2012, showed
$8.17 billion in total assets, $6.68 billion in total liabilities
and $1.48 billion in total equity.

In its schedules, Edison Mission Energy disclosed total assets of
assets of $5,721,559,170 and total liabilities of $6,202,215,094
as of the Petition Date.

Kirkland & Ellis LLP is serving as legal counsel to EME, Perella
Weinberg Partners, LP is acting as financial advisor and McKinsey
Recovery & Transformation Services U.S., LLC is acting as
restructuring advisor.  GCG, Inc., is the claims and notice agent.

An official committee of unsecured creditors has been appointed in
the case and is represented by the law firms Akin Gump and Perkins
Coie.  The Committee also has tapped Blackstone Advisory Partners
as investment banker and FTI Consulting as financial advisor.

EME said it doesn't plan to emerge from Chapter 11 until December
2014 to receive benefits from a tax-sharing agreement with parent
Edison International Inc.


ENGLOBAL CORP: Inks $21.5MM Asset Purchase Pact with Furmanite
--------------------------------------------------------------
ENGlobal Corporation, on July 15, 2013, entered into an Asset
Purchase Agreement with Furmanite America, Inc., for Furmanite to
acquire the assets of the Company's Gulf Coast operations,
including its Beaumont, TX, Baton Rouge, LA, Lake Charles, LA,
Deer Park, TX, and Freeport, TX offices, which primarily perform
in-office and in-plant engineering and non-destructive testing and
inspection work for downstream clients.

Furmanite will pay a purchase price of approximately $21.5
million, consisting primarily of cash at closing and a $3.5
million promissory note, with 4 percent interest and annual
payments, issued with a parent company guarantee, subject to
certain adjustments.  Consistent with the terms of the Asset
Purchase Agreement, the transaction is expected to close by the
end of the current third quarter of this fiscal year, subject to
fulfillment of certain customary conditions.

Furmanite will offer employment to the approximately 900 employees
serving the Gulf Coast operations, subject to the employees
meeting customary employment requirements.  Furmanite will assume
the real estate leases and contracts utilized by the Gulf Coast
operations, subject to the consent of the lessors and customers.

The ENGlobal and Furmanite have made customary representations and
warranties, which will generally survive for a period of six
months following the closing of the transaction.  Subject to
certain limitations, the parties have rights to indemnification
for breaches of representations and warranties, non-performance of
their respective covenants, and third party claims.  The
indemnification expires after two years.

The Asset Purchase Agreement contains customary termination rights
for both the ENGlobal and Furmanite if certain closing conditions
are not met, if there is a material adverse effect on the
business, or if the transaction has not closed by Sept. 7, 2013.

In addition, the Company has agreed, subject to certain
qualifications, that for a period of three years after the
closing, it will not, directly or indirectly, compete in the non-
destructive testing and inspection business; and within a
specified region, it will not compete in the downstream refinery
and petrochemical plant market for engineering and in-plant
staffing services.  The agreement also contains reciprocal
prohibitions on solicitation of the others employees.

A copy of the Asset Purchase Agreement is available for free at:

                        http://is.gd/wrTd1h

                           About ENGlobal

Headquartered in Houston, Texas, ENGlobal --
http://www.ENGlobal.com-- is a provider of engineering and
related project services principally to the energy sector
throughout the United States and internationally.  ENGlobal
operates through two business segments: Automation and Engineering
& Construction.  ENGlobal's Automation segment provides services
related to the design, fabrication and implementation of process
distributed control and analyzer systems, advanced automation, and
related information technology.  The Engineering & Construction
segment provides consulting services relating to the development,
management and execution of projects requiring professional
engineering as well as inspection, construction management,
mechanical integrity, field support, quality assurance and plant
asset management.  ENGlobal currently has approximately 1,400
employees in 11 offices and 9 cities.

The Company's balance sheet at March 30, 2013, showed
$70.79 million in total assets, $43.51 million in total
liabilities, all current, and $27.28 million in total
stockholders' equity.

                          Going Concern

"The Company has been operating under difficult circumstances
since the beginning of 2012.  For the year ended December 29,
2012, the Company reported a net loss of approximately $33.6
million that included a non-cash charge of approximately $16.9
million relating to a goodwill impairment and a non-cash charge of
approximately $6.8 million relating to a valuation allowance
established in connection with the Company's deferred tax assets.
During 2012, our net borrowings under our revolving credit
facilities increased approximately $10.5 million to fund our
operations.  Due to challenging market conditions, our revenues
and profitability declined during 2012 and continued to weaken
through the first quarter of 2013.  As a result, we have failed to
comply with several financial covenants under our credit
facilities resulting in defaults.  Although we have sold assets,
reduced debt and decreased personnel in an attempt to improve our
liquidity position, we cannot assure you that we will be
successful in obtaining the cure or waiver of the defaults under
our credit facilities.  If we fail to obtain the cure or waiver of
the defaults under the facilities, the lenders may exercise any
and all rights and remedies available to them under their
respective agreements, including demanding immediate repayment of
all amounts then outstanding or initiating foreclosure or
insolvency proceedings.  In such event and if we are unable to
obtain alternative financing, our business will be materially and
adversely affected, and we may be forced to sharply curtail or
cease our operations.  As a part of our efforts to improve our
cash flow and restore our financial relationship with our lenders
under the PNC Credit Facility, we engaged an investment banking
firm to pursue strategic alternatives on behalf of the Company and
a consulting firm to assist the Company with cost cutting efforts.

These circumstances raise substantial doubt about the Company's
ability to continue as a going concern," according to the
Company's quarterly report for the period ended March 30, 2013.


EXIDE TECHNOLOGIES: Amends DIP Agreement with JP Morgan
-------------------------------------------------------
Exide Technologies restated its existing Superiority Debtor-in-
Possession Credit Agreement, dated as of June 9, 2013, pursuant to
that certain Amended and Restated Superiority Debtor-in-Possession
Credit Agreement, dated as of July 12, 2013, by and among the
Company, as US Borrower, Exide Global Holding Netherlands C.V., as
Foreign Borrower, the lenders from time to time party thereto and
JP Morgan Chase Bank, N.A., as agent.

The Restated DIP Financing effected amendments to certain
borrowing mechanics and certain other provisions, including (i)
addition of a $25 million swingline facility sublimit, (ii)
creation of two separate tranches in the existing $225 million
revolver facility - a $110 million facility under which only
advances denominated in U.S. Dollars can be drawn and a $115
million facility under which advances denominated in U.S. Dollars
or Euros can be drawn, and (iii) other modifications to facilitate
the making of loans to the Foreign Borrower.

Meanwhile, on July 18, 2013, the Nasdaq Stock Market issued a
press release, pursuant to its obligations under Nasdaq Listing
Rule 5830 and Rule 12d2-2 of the Securities Exchange Act, advising
that the Company's common stock will be delisted ten days after
NASDAQ files the Form 25.

A copy of the Restated DIP Agreement is available at:

                        http://is.gd/Z8Nbrd

                            Objections

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that when Exide Technologies appears in court on July 24
seeking final approval of $500 million in financing for the
bankruptcy reorganization begun in June, the lead-acid battery
maker will face opposition from the U.S. Environmental Protection
Agency, 10 states and the official creditors' committee.

According to the report, the EPA and the states contend the loan,
provided by JPMorgan Chase Bank NA as the lenders' agent, would
preclude Exide from responding to an environmental catastrophe
because response costs aren't included in the budget that must be
approved by lenders.  The governments contend a bankruptcy loan
cannot be used by a company in Chapter 11 as an excuse for failing
to comply with requirements of state and federal environmental
law.  The creditors' committee argues that the loan requires an
overly quick resolution of a complex case.  The committee points
an accusatory finger at loan provisions requiring a business plan
acceptable to the lenders by Dec. 10 and an acceptable Chapter 11
plan by March 10.

                      About Exide Technologies

Headquartered in Princeton, New Jersey, Exide Technologies
(NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and
distributes lead acid batteries and other related electrical
energy storage products.

Exide first sought Chapter 11 protection (Bankr. Del. Case No.
02-11125) on April 14, 2002 and exited bankruptcy two years after.
Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland &
Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl &
Jones LLP represented the Debtors in their successful
restructuring.

Exide Technologies returned to Chapter 11 bankruptcy (Bankr. D.
Del. Case No. 13-11482) on June 10, 2013.

For the new case, Exide has tapped Anthony W. Clark, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang
Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial
advisor; Sitrick And Company Inc. as public relations consultant
and GCG as claims agent.

The Debtor disclosed $1.89 billion in assets and $1.14 billion in
liabilities as of March 31, 2013.

Exide's international operations were not included in the filing
and will continue their business operations without supervision
from the U.S. courts.


EXIDE TECHNOLOGIES: Common Stock Delisted From NASDAQ
-----------------------------------------------------
The NASDAQ Stock Market LLC filed a Form 25 with the U.S.
Securities and Exchange Commission to remove from listing the
common stock of Exide Technologies on NASDAQ.

Paul Hirt, Jr., notified Exide that he has resigned as executive
vice president and President-Exide Americas effective no later
than Aug. 31, 2013.

Effective upon Mr. Hirt's resignation, Bruce Cole, executive vice
president-Asia Pacific, Business Development and Strategy, will
assume responsibility for the Industrial and Recycling operations
within the Exide Americas business unit.  The Transportation
operations within the business unit will report to Bob Caruso, the
Company's chief restructuring officer.

                     About Exide Technologies

Headquartered in Princeton, New Jersey, Exide Technologies
(NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and
distributes lead acid batteries and other related electrical
energy storage products.

Exide first sought Chapter 11 protection (Bankr. Del. Case No.
02-11125) on April 14, 2002 and exited bankruptcy two years after.
Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland &
Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl &
Jones LLP represented the Debtors in their successful
restructuring.

Exide Technologies returned to Chapter 11 bankruptcy (Bankr. D.
Del. Case No. 13-11482) on June 10, 2013.

For the new case, Exide has tapped Anthony W. Clark, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang
Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial
advisor; Sitrick And Company Inc. as public relations consultant
and GCG as claims agent.

The Debtor disclosed $1.89 billion in assets and $1.14 billion in
liabilities as of March 31, 2013.

Exide's international operations were not included in the filing
and will continue their business operations without supervision
from the U.S. courts.


EXIDE TECHNOLOGIES: Exec. VP Paul Hirt Steps Down
-------------------------------------------------
Exide Technologies on July 19 disclosed that R. Paul Hirt, Jr. has
resigned as Executive Vice President and President-Exide Americas,
effective no later than August 31, 2013, to accept another
opportunity.  "Paul has been a valuable member of the Executive
Leadership Team since he joined the Company in 2011, and has led
the Americas division during a challenging period," said James R.
Bolch, Exide's President and Chief Executive Officer.  "We
appreciate Paul's contributions and wish him the best in his
future endeavors."

Effective upon Mr. Hirt's resignation, Bruce Cole, currently
Executive Vice President-Asia Pacific, Business Development and
Strategy, will assume additional responsibility for the Industrial
and Recycling operations within the Exide Americas business unit.
"Bruce is well prepared for this challenge, given his familiarity
with the Industrial and Recycling operations over his 24 years
with the Company," Mr. Bolch added.

The Transportation operations within the Americas business unit
will now report to Bob Caruso, Exide's Chief Restructuring
Officer.

                    About Exide Technologies

Headquartered in Princeton, New Jersey, Exide Technologies
(NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and
distributes lead acid batteries and other related electrical
energy storage products.

Exide first sought Chapter 11 protection (Bankr. Del. Case No.
02-11125) on April 14, 2002 and exited bankruptcy two years after.
Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland &
Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl &
Jones LLP represented the Debtors in their successful
restructuring.

Exide Technologies returned to Chapter 11 bankruptcy (Bankr. D.
Del. Case No. 13-11482) on June 10, 2013.

For the new case, Exide has tapped Anthony W. Clark, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang
Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial
advisor; Sitrick And Company Inc. as public relations consultant
and GCG as claims agent.

The Debtor disclosed $1.89 billion in assets and $1.14 billion in
liabilities as of March 31, 2013.

Exide's international operations were not included in the filing
and will continue their business operations without supervision
from the U.S. courts.


FERRAIOLO CONSTRUCTION: Wants Use of Cash Collateral Until October
------------------------------------------------------------------
Ferraiolo Construction, Inc., asks the U.S. Bankruptcy Court for
the District of Maine to enter a final order authorizing the
Debtor to use cash collateral of the Bank of Maine through Oct. 5,
2013.

By order dated May 3, 2012, following agreement on the terms of
the same between the Debtor, the Bank of Maine and the Official
Committee of Unsecured Creditors, the Court entered a Fourth Order
granting the Debtor's motion for authority to use cash collateral
through Aug. 3, 2013.

As adequate protection for BOM, the Debtor proposes that for
each dollar of cash collateral that is in existence on the date of
filing and that is utilized by the Debtor, BOM will receive a
valid, perfected and enforceable replacement lien in all cash,
inventory, accounts receivable and proceeds of the same, held by
the Debtor, or generated by the Debtor from its continuing
operations.

In addition, and as further adequate protection for BOM's
interests in property of the estate, the Debtor will continue to
(a) make adequate protection payments and provide escrowed amounts
(as those terms are defined in the fourth order) to BOM on a
monthly basis; and (b) remain current on all real estate taxes
that come due on the retained real estate (as that term is defined
in the fourth order) during the relevant period.

                   About Ferraiolo Construction

Headquartered in Rockland, Maine, Ferraiolo Construction Inc., fka
Ferraiolo Precast, Inc., Ferraiolo Corp., and Ferraiolo Real
Estate Company, Inc., is a corporation engaged in the businesses
of road construction and commercial construction site work, sale
of asphalt and concrete products, and related businesses.  It owns
multiple parcels of real estate as well as machinery and
equipment, that it uses to manufacture gravel, precast concrete
forms and other items utilized in the construction business.  It
became the successor by merger with two affiliates, Ferraiolo
Precast, Inc., and Ferraiolo Corp., each of which was engaged in a
unified and integrated business enterprise with the Debtor.

The Debtor filed for Chapter 11 protection (Bankr. D. Maine
Case No. 13-10164) on March 13, 2013, in Bangor, Maine, after
the Bank of Maine sent notices telling the Debtor's customers
to send their payments to the bank.  In its Petition, the Debtor
estimated $10 million to $50 million in assets and $10 million
to $50 million in debts.

Judge Louis H. Kornreich presides over the case.  Andrew Helman,
Esq., David C. Johnson, Esq., and George J. Marcus, Esq., at
Marcus, Clegg & Mistretta, P.A., serve as bankruptcy counsel for
the Debtor.  The petition was signed by John Ferraiolo, president
and treasurer.

Nathaniel R. Hull, Esq., Roger A. Clement, Jr., Esq., and
Christopher S. Lockman, Esq., at Verrill Dana, LLP, represent the
official Committee of Unsecured Creditors.


FERRAIOLO CONSTRUCTION: Proceeds of Auction to Fund Plan Payments
-----------------------------------------------------------------
To satisfy its prepetition creditors, and to enable the
confirmation of its Plan of Reorganization dated June 7, 2013, the
Ferraiolo Construction, Inc., has liquidated certain of its assets
at an auction held on June 11 and June 12, 2013, according to the
disclosure statement that was revised on July 17, 2013.

The proceeds of this auction will be used to fund payments to
secured, priority, and unsecured creditors, to fund a portion of
the Bonding Deposit, and to provide additional working capital to
the Debtor.  The Debtor will retain certain other assets that it
owns in order to conduct its business, as reorganized.

Secured creditor Bank of Maine has signed a Plan Support Agreement
with the Debtor.

Holders of allowed unsecured claims, which includes allowed
unsecured claims held by Bank of Maine, will receive, on a pro
rata basis, payments from amounts contributed by the Debtor which
will equal $200,000.

If unsecured creditors vote in favor of the Plan, then all equity
interests will remain unimpaired.  Alternatively, if they reject
the Plan (which is unlikely because BOM, the largest holder of
allowed claims in the class Seven has agreed to support the Plan,
then the equity holders would not be allowed to retain their
equity interests in the Debtor unless the unsecured creditors are
paid in full or the existing equity holders provide new value to
the Debtor.

A copy of the revised proposed disclosure statement is available
at http://bankrupt.com/misc/ferraioloconstruction.doc174.pdf

                   About Ferraiolo Construction

Headquartered in Rockland, Maine, Ferraiolo Construction Inc., fka
Ferraiolo Precast, Inc., Ferraiolo Corp., and Ferraiolo Real
Estate Company, Inc., is a corporation engaged in the businesses
of road construction and commercial construction site work, sale
of asphalt and concrete products, and related businesses.  It owns
multiple parcels of real estate as well as machinery and
equipment, that it uses to manufacture gravel, precast concrete
forms and other items utilized in the construction business.  It
became the successor by merger with two affiliates, Ferraiolo
Precast, Inc., and Ferraiolo Corp., each of which was engaged in a
unified and integrated business enterprise with the Debtor.

The Debtor filed for Chapter 11 protection (Bankr. D. Maine
Case No. 13-10164) on March 13, 2013, in Bangor, Maine, after
the Bank of Maine sent notices telling the Debtor's customers
to send their payments to the bank.  In its Petition, the Debtor
estimated $10 million to $50 million in assets and $10 million
to $50 million in debts.

Judge Louis H. Kornreich presides over the case.  Andrew Helman,
Esq., David C. Johnson, Esq., and George J. Marcus, Esq., at
Marcus, Clegg & Mistretta, P.A., serve as bankruptcy counsel for
the Debtor.  The petition was signed by John Ferraiolo, president
and treasurer.

Nathaniel R. Hull, Esq., Roger A. Clement, Jr., Esq., and
Christopher S. Lockman, Esq., at Verrill Dana, LLP, represent the
official Committee of Unsecured Creditors.


FRIENDFINDER NETWORKS: Gets Forbearance Extension Until July 31
---------------------------------------------------------------
FriendFinder Networks Inc. and Interactive Network, Inc., entered
into the Fourth Amendments to the Forbearance Agreements, which
were previously entered into on Nov. 5, 2012, and amended
effective on Feb. 4, 2013, May 6, 2013 and June 7, 2013, with over
93 percent of the unaffiliated holders of the Company's 14 percent
Senior Secured Notes due 2013 and 100 percent of the holders of
the Cash Pay Secured Notes due 2013.  The Fourth Amendments extend
the forbearance period from July 1, 2013, to July 31, 2013, unless
certain events are triggered before such date.  Copies of the
Forbearance Agreements are available for free at:

                        http://is.gd/PKs7S2
                        http://is.gd/zIdUU3

                    About FriendFinder Networks

FriendFinder Networks (formerly Penthouse Media Group) owns and
operates a variety of social networking Web sites, including
FriendFinder.com, AdultFriendFinder.com, Amigos.com, and
AsiaFriendFinder.com.  All total, its Web sites are offered in 12
languages to users in some 170 countries.  The company also
publishes the venerable adult magazine PENTHOUSE, and produces
adult video content and related images.  The Company is based in
Boca Raton, Florida.

FriendFinder Networks reported a net loss of $49.44 million
in 2012, a net loss of $31.14 million in 2011, and a net loss of
$43.15 million in 2010.  The Company's balance sheet at March 31,
2013, showed $461.21 million in total assets, $647.78 million in
total liabilities and a $186.56 million total stockholders'
deficiency.

                           *     *     *

In the Nov. 14, 2012, edition of the TCR, Standard & Poor's
Ratings Services lowered its rating on FriendFinder Networks Inc.
to 'CC' from 'CCC'.

"The downgrade follows FriendFinder's announcement that it had
reached a forbearance agreement with 85% of the lenders in its
senior secured notes and 100% of the lenders in its second lien
cash pay notes that defers the excess cash flow payments through
Feb. 4, 2013," said Standard & Poor's credit analyst Daniel
Haines.  "The company has decided to preserve liquidity as it
attempts to refinance its debt.  We are withdrawing our ratings at
the company's request."


GAVILON GROUP: S&P Affirms 'BB' CCR; Outlook Stable
---------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB' corporate
credit rating on Omaha, Nebraska-based Gavilon Group LLC, removed
it from CreditWatch and assigned a stable outlook, and
subsequently withdrew the rating at Gavilon's request.  S&P also
withdrew all issue-level ratings, including the senior secured
ratings on Gavilon's term loan, which was repaid, and the asset-
based revolving credit facility, which was amended and extended.

The ratings affirmation, stable outlook, and removal from
CreditWatch reflects S&P's opinion that Gavilon's credit profile
is largely unchanged following the acquisition and includes some
implicit support from Marubeni.  S&P's assessment of Gavilon's
"aggressive" financial risk profile and "fair" business risk
profile remains unchanged.

"We believe Gavilon's earnings will continue to be subject to
volatility despite no longer operating its unpredictable energy
segment, which was not included in the sale," said Standard &
Poor's credit analyst Chris Johnson.  "However, Gavilon has become
one of the five largest grain merchandisers in the U.S., and we
believe Gavilon's physical infrastructure provides an important
link in the agricultural supply chain."


HOG BROTHERS: Assets Not Sold to Fort Iron Revests in Debtor
------------------------------------------------------------
Judge Phillip J. Shefferly of the U.S. Bankruptcy Court for the
Eastern District of Michigan denied Fort Iron and Metal Company's
motion requesting a determination that prior orders entered by the
bankruptcy court in the Chapter 11 case of Hog Brothers Recycling,
LLC, transferred all of the Debtor's assets to Fort Iron.  Judge
Shefferly also determined to close the case after the denial order
was entered.

Hog Brothers Recycling, LLC, filed for bankruptcy on March 18,
2010 (Bankr. E.D. Mich., Case No. 10-48733).  On July 9, 2010, the
Bankruptcy Court approved a motion for the sale of substantially
all of the Debtor's assets for Fort Iron.  On Oct. 22, 2010, the
Court entered an order dismissing the case and the case was closed
on Oct. 25, 2010.

In a July 8, 2013 Order is available at http://is.gd/DCblkhfrom
Leagle.com, Judge Shefferly concluded that the October 22
dismissal did not have the effect of vacating the two orders
entered by the Court approving sales of assets to Fort Iron --
but it did have the effect of revesting any other property of the
estate in the Debtor, to the extent that the Debtor owned any
property that was not included in the sales to Fort Iron.
Further, the judge said that under 11 U.S.C. Sec. 362(c)(2)(B),
the dismissal of the Chapter 11 case terminated the automatic stay
that applied to creditors of the Debtor during the bankruptcy
case.

"[T]he combined effect of Sec. 349(b)(3) and Sec. 362(c)(2)(B)
meant that any creditors of the Debtor could proceed with respect
to any collection actions against the Debtor and any of the
Debtor's property that revested in it upon the dismissal of the
bankruptcy case. One of its creditors, CSX Transportation, did
just that," Judge Shefferly opined.

CSX filed a lawsuit against the Debtor before it filed for
bankruptcy.  That lawsuit was stayed during the pendency of the
bankruptcy case, but CSX resumed it when the Debtor's case was
dismissed.


GEORGE DEVICTOR: Case Summary & 5 Unsecured Creditors
-----------------------------------------------------
Debtor: George DeVictor, LLC
        3025 Route 10 East
        Denville, NJ 07834

Bankruptcy Case No.: 13-25649

Chapter 11 Petition Date: July 17, 2013

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

Judge: Rosemary Gambardella

Debtor's Counsel: John J. Scura, III, Esq.
                  SCURA, MEALEY, WIGFIELD & HEYER
                  1599 Hamburg Turnpike, P.O. Box 2031
                  Wayne, NJ 07470
                  Tel: (973) 696-8391
                  E-mail: jscura@scuramealey.com

Scheduled Assets: $1,041,000

Scheduled Liabilities: $777,954

A copy of the Company's list of its five unsecured creditors,
filed together with the petition, is available for free at
http://bankrupt.com/misc/njb13-25649.pdf

The petition was signed by Jerry Kuzemczak, member.


HASSEN REAL ESTATE: Effective Date Occurred on May 30
-----------------------------------------------------
Eastland Tower Partnership and Hasset Real Estate Partnership has
served notice that on May 30, 2013, the Third Amended Joint Plan
of Reorganization of the Debtors became effective and binding on
all parties in interest in the Debtors' cases.

As reported in the TCR, Eastland Tower Partnership and Hassen Real
Estate Partnership's Third Amended Joint Plan of Reorganization
dated Jan. 17, 2013, which allows for the estates to compromise
and settle claims against and claims held by the estates, has been
confirmed by the bankruptcy court.

The terms of certain compromises and settlements are included in
the Plan, the Plan Documents, and any separate stand-alone motions
filed with the Bankruptcy Court and heard prior to the entry of
the Confirmation Order.  Because the settlements are integral to
the implementation of the Plan, they are approved as part of the
Plan.  The settlements are the product of good-faith, arm's-length
negotiations.

           About Hassen Real Estate and Eastland Tower

Hassen Real Estate Partnership and affiliate Eastland Tower
Partnership are each engaged in the business of commercial real
estate development and operation in West Covina, California.  HREP
owns and operates a retail/office center known as the West Covina
Village Shopping Center, while ETP owns and operates an office
tower known as the Wells Fargo Bank Tower.

HREP filed for Chapter 11 bankruptcy protection (Bankr. C.D.
Cal. Case No. 11-25499) on April 10, 2011.  Christine M. Pajak,
Esq., and Marina Fineman, Esq., and Theodore B. Stolman, Esq., at
Stutman, Treister & Glatt Professional Corporation, in Los
Angeles, serve as the Debtor's bankruptcy counsel.  The Debtor
estimated its assets and debts at $10 million to $50 million.

ETP (Bankr. C.D. Cal. Case No. 11-25500) simultaneously filed a
separate Chapter 11 petition.


HD EQUIPMENT: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: HD Equipment, Inc.
          dba HD Equipment
        2208 S. 47th St.
        McAllen, TX 78503

Bankruptcy Case No.: 13-70347

Chapter 11 Petition Date: July 17, 2013

Court: United States Bankruptcy Court
       Southern District of Texas (McAllen)

Judge: Richard S. Schmidt

Debtor's Counsel: Antonio Villeda, Esq.
                  LAW OFFICE OF ANTONIO VILLEDA
                  5414 N 10th St
                  McAllen, TX 78504
                  Tel: (956) 631-9100
                  E-mail: avilleda@mybusinesslawyer.com

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

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

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

The petition was signed by Hector Danini, president.


HOLLINGER INC: Settles Claims Against Ex-Director Peter Atkinson
----------------------------------------------------------------
The Litigation Trustee of Hollinger Inc. on July 19 disclosed that
Hollinger Inc. and Peter Y. Atkinson have entered into a
settlement agreement to resolve all claims against Mr. Atkinson, a
former director of Hollinger Inc.  The terms of the settlement
include Mr. Atkinson's agreement to provide continuing cooperation
to Hollinger Inc. and the Litigation Trustee in their pursuit of
claims against the remaining defendants to Hollinger-related
litigation in exchange for a dismissal of the claims brought by
Hollinger Inc. against Mr. Atkinson and releases in his favor,
both by Hollinger Inc. and its subsidiaries (other than Chicago
Newspapers Liquidation Corp., formerly known as the Sun-Times
Media Group Inc., which Hollinger Inc. no longer controls) and by
third parties involved in related Hollinger litigation.  The
settlement and the releases are subject to court approval, which
will be sought on notice to other affected parties.

Hollinger Inc. and its subsidiaries, Sugra Ltd. and 4322525 Canada
Inc., are currently subject to proceedings in Canada under the
Companies' Creditors Arrangement Act (Canada) and in the United
States under Chapter 15 of the U.S. Bankruptcy Code.

The securities of Hollinger Inc. are subject to a cease trade
order issued by the Ontario Securities Commission on July 23,
2008.  Hollinger's common shares and Series II preference shares
were delisted from the Toronto Stock Exchange on August 22, 2008.

                      About Hollinger Inc.

Based in Toronto, Ontario, Hollinger Inc. (TSX: HLG.C)(TSX:
HLG.PR.B) -- http://www.hollingerinc.com/-- owns approximately
70.1% voting and 19.7% equity interest in Sun-Times Media Group
Inc., formerly Hollinger International Inc., a media company with
assets which include the Chicago Sun-Times newspaper and
Suntimes.com and a number of community newspapers and websites
serving communities in the Chicago area.

The company, along with two affiliates, 4322525 Canada Inc. and
Sugra Limited, filed separate Chapter 15 petitions on Aug. 1, 2007
(Bankr. D. Del. Case Nos. 07-11029 through 07-11031).  Hollinger
also initiated Court-supervised restructuring under the Companies'
Creditors Arrangement Act (Canada) on the same day.

Derek C. Abbott, Esq., and Kelly M. Dawson, Esq., at Morris,
Nichols, Arsht & Tunnell LLP, represents the Debtors in their U.S.
proceedings.

As reported in the Troubled company Reporter on Feb. 22, 2008,
Hollinger Inc.'s consolidated balance sheet at Dec. 31, 2007,
showed C$79.8 million in total assets and C$219.3 million in
total liabilities, resulting in a C$139.5 million total
stockholders' deficit.


HOLLINGER INC: Settles Claims Against Ex-Director John Boultbee
---------------------------------------------------------------
The Litigation Trustee of Hollinger Inc. on July 19 disclosed that
Hollinger Inc. and John A. Boultbee have entered into a settlement
agreement to resolve all claims against Mr. Boultbee, a former
director of Hollinger Inc.  The terms of the settlement include
Mr. Boultbee's agreement to provide continuing cooperation to
Hollinger Inc. and the Litigation Trustee in their pursuit of
claims against the remaining defendants to Hollinger-related
litigation in exchange for a dismissal of the claims brought by
Hollinger Inc. against Mr. Boultbee and releases in his favor,
both by Hollinger Inc. and its subsidiaries (other than Chicago
Newspapers Liquidation Corp., formerly known as the Sun-Times
Media Group Inc., which Hollinger Inc. no longer controls) and by
third parties involved in related Hollinger litigation.  The
settlement and the releases are subject to court approval, which
will be sought on notice to other affected parties.

Hollinger Inc. and its subsidiaries, Sugra Ltd. and 4322525 Canada
Inc., are currently subject to proceedings in Canada under the
Companies' Creditors Arrangement Act (Canada) and in the United
States under Chapter 15 of the U.S. Bankruptcy Code.

The securities of Hollinger Inc. are subject to a cease trade
order issued by the Ontario Securities Commission on July 23,
2008.  Hollinger's common shares and Series II preference shares
were delisted from the Toronto Stock Exchange on August 22, 2008.

                      About Hollinger Inc.

Based in Toronto, Ontario, Hollinger Inc. (TSX: HLG.C)(TSX:
HLG.PR.B) -- http://www.hollingerinc.com/-- owns approximately
70.1% voting and 19.7% equity interest in Sun-Times Media Group
Inc., formerly Hollinger International Inc., a media company with
assets which include the Chicago Sun-Times newspaper and
Suntimes.com and a number of community newspapers and websites
serving communities in the Chicago area.

The company, along with two affiliates, 4322525 Canada Inc. and
Sugra Limited, filed separate Chapter 15 petitions on Aug. 1, 2007
(Bankr. D. Del. Case Nos. 07-11029 through 07-11031).  Hollinger
also initiated Court-supervised restructuring under the Companies'
Creditors Arrangement Act (Canada) on the same day.

Derek C. Abbott, Esq., and Kelly M. Dawson, Esq., at Morris,
Nichols, Arsht & Tunnell LLP, represents the Debtors in their U.S.
proceedings.

As reported in the Troubled company Reporter on Feb. 22, 2008,
Hollinger Inc.'s consolidated balance sheet at Dec. 31, 2007,
showed C$79.8 million in total assets and C$219.3 million in
total liabilities, resulting in a C$139.5 million total
stockholders' deficit.


HOYT TRANSPORTATION: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Hoyt Transportation Corp.
        2620 West 13th Street
        Brooklyn, NY 11223

Bankruptcy Case No.: 13-44299

Chapter 11 Petition Date: July 13, 2013

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

Judge: Nancy Hershey Lord

Debtor's Counsel: Kevin J. Nash, Esq.
                  GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP
                  1501 Broadway, 22nd Floor
                  New York, NY 10036
                  Tel: (212) 301-6944
                  Fax: (212) 422-6836
                  E-mail: KNash@gwfglaw.com

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

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

The petition was signed by Chris J. Termini, vice president.

Debtor's List of 20 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Division 1181 ATU-                                $5,500,000
New York Employees
Pension Fund
101-49 Woodhaven Blvd.
Ozone Park, NY 11416

Local 1181-1061 ATU                               $3,400,000
AFL-CIO
101-49 Woodhaven Blvd
Ozone Park, NY 11416

NYC Dept of Education                             $1,269,000
44-36 Mount Veron Blvd
Long Island City,
NY 11101

Greenberg Traurig LLP                             $115,925

NY City Department of                             $79,000
Finance Bankruptcy
Unit

New York State Insurance                          $69,218
Fund Workers Compensation

Local 1181-1061 ATU                               $62,000
AFL-CIO

BP                                                $61,284

Wex Bank                                          $51,172

Bonamassa Maletta &                               $50,000
Cartelli, LLP

American Express                                  $35,000

Cropsey Land                                      $15,043

Randall Properties                                $14,168

Wex Bank                                          $12,738

Georgallas                                        $11,000

New York Transmission                             $10,830
Group

NY City Department of                             $5,000
Finance Bankruptcy Unit

TET Realty                                        $5,000

Carney of NY LLC                                  $4,250

C.A.D.I. Auto Parts, Inc.                         $3,344


HOYT TRANSPORTATION: Section 341(a) Meeting Scheduled for Aug. 19
-----------------------------------------------------------------
A meeting of creditors in the bankruptcy case of Hoyt
Transportation Corp. will be held on Aug. 19, 2013, at
12:00 p.m. at 271-C Cadman Plaza East, Room 4529, Brooklyn, NY.

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.

Brooklyn, New York-based Hoyt Transportation Corp. filed a
Chapter 11 petition (Bankr. E.D.N.Y. Case No. 13-44299) on
July 13, 2013, estimating at least $10 million in assets and
liabilities.  The Debtor is represented by Kevin J. Nash, Esq., at
Goldberg Weprin Finkel Goldstein LLP.


INFUSYSTEM HOLDINGS: Board Committee Says Meson Offer Too Low
-------------------------------------------------------------
The Special Committee of the Board of Directors of InfuSystem
Holdings, Inc., said in a letter July 18, 2013, that the value of
the Company is above the proposed offer range of $1.85 to $2.00
per share by Ryan Morris and Meson Capital Partners LP.

Ryan Morris, a member the Board of the Company, delivered a letter
to the Special Committee regarding a good faith indication of
interest by Meson Capital and himself to acquire InfuSystem
Holdings for between $1.85 and $2.00 per share in cash.

"The Special Committee believes that the management team under the
leadership of the Company's new CEO, Eric Steen, will meet the
challenges presented by CMS competitive bidding and will develop
new opportunities for growth creating value for shareholders," Mr.
Yetter wrote.

The Special Committee said it is prepared to agree to a reasonable
period of exclusivity for due diligence and dialogue.  In
addition, the Special Committee requests confirmation of Mr.
Morris' stated financing sources to support his proposal.

The Special Committee is comprised of the three independent
members of the Board, Messrs. David Dreyer, Joseph Whitters and
Wayne Yetter, and was formed on May 14, 2013.

                    About InfuSystem Holdings

InfuSystem Holdings, Inc., operates through operating
subsidiaries, including InfuSystem, Inc., and First Biomedical,
Inc.  InfuSystem provides infusion pumps and related services.
InfuSystem provides services to hospitals, oncology practices and
facilities and other alternate site healthcare providers.
Headquartered in Madison Heights, Michigan, InfuSystem delivers
local, field-based customer support, and also operates pump
service and repair Centers of Excellence in Michigan, Kansas,
California, and Ontario, Canada.

Infusystem Holdings disclosed a net loss of $1.48 million in 2012,
as compared with a net loss of $45.44 million in 2011.  The
Company's balance sheet at March 31, 2013, showed $76.22 million
in total assets, $35.70 million in total liabilities and
$40.52 million in total stockholders' equity.


INTERSTATE PROPERTIES: Can Continue Using ANICO Cash Until July 30
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Georgia, in a
consent order dated July 10, 2013, extended Interstate Properties,
LLC's authority to use cash collateral of American National
Insurance Company ("ANICO") to the earlier of:

   (a) July 30, 2013, at 5:00 p.m.;

   (b) the appointment of a Chapter 11 Trustee or an examiner with
       expanded powers;

   (c) the conversion of the Bankruptcy Case to a case under
       Chapter 7 of the Bankruptcy Code;

   (d) the occurrence and failure to cure an Event of Default
       subject to the notice and cure provisions contained in the
       cash collateral order entered March 27, 2013;

   (e) the entry of an order dismissing the case and such Order
       becoming effective pursuant to its terms;

   (f) the transfer of The Crossings Shopping Center and related
       property either to ANICO or a third party purchaser;

   (g) Debtor's discontinuation of or entry of order to
       discontinue the conduct of its business in the ordinary
       course; or

   (h) further order of the Court terminating Debtor's use of the
       ANICO Cash Collateral.

Debtor's counsel is represented by:

         George M. Geesline, Esq.
         Eight Piedmont Center, Suite 550
         3525 Piedmont Road, NE
         Atlanta, GA 30305-7036
         Tel: (404) 841-3464
         Fax: (404) 816-1108
         E-mail: geeslingm@aol.com

                    About Interstate Properties

Interstate Properties, LLC, filed a Chapter 11 petition (Bankr.
N.D. Ga. Case No. 12-76037) in Atlanta on Oct. 17, 2012.  Judge
Margaret Murphy presides over the case.  George M. Geeslin, Esq.,
who has an office in Atlanta, Georgia, serves as the Debtor's
bankruptcy counsel.

The Debtor owns and operates, among others, two shopping centers,
one located in Elkview, West Virginia, and one located in Decatur,
Georgia.  In its schedules, as amended, the Debtor disclosed
$73,002,403 in total assets and $62,264,480 in total liabilities.


INTRAOP MEDICAL: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: IntraOp Medical Corporation
          fdba Intraop Medical Corporation
          fdba Intraop Medical Services
        570 Del Rey Avenue
        Sunnyvale, CA 94085

Bankruptcy Case No.: 13-53791

Chapter 11 Petition Date: July 15, 2013

Court: United States Bankruptcy Court
       Northern District of California (San Jose)

Judge: Stephen L. Johnson

Debtor's Counsel: Robert L. Eisenbach, III, Esq.
                  COOLEY GODWARD KRONISH LLP
                  101 California St. 5th Fl.
                  San Francisco, CA 94111-5800
                  Tel: (415) 693-2000
                  E-mail: reisenbach@cooley.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 20 largest unsecured creditors
is available for free at http://bankrupt.com/misc/canb13-53791.pdf

The petition was signed by John P. Powers, chief executive officer
and president.


J FREDERICK CONST: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: J. Frederick Construction Inc.
        P.O. Box 690
        Brookfield, CT 06804

Bankruptcy Case No.: 13-51096

Chapter 11 Petition Date: July 17, 2013

Court: United States Bankruptcy Court
       District of Connecticut (Bridgeport)

Judge: Alan H.W. Shiff

Debtor's Counsel: James M. Nugent, Esq.
                  HARLOW, ADAMS, AND FRIEDMAN
                  One New Haven Ave., Suite 100
                  Milford, CT 06460
                  Tel: (203) 878-0661
                  Fax: (203) 878-9568
                  E-mail: jmn@quidproquo.com

Scheduled Assets: $512,429

Scheduled Liabilities: $1,105,538

A copy of the Company's list of its 20 largest unsecured
creditors, filed together with the petition, is available for free
at http://bankrupt.com/misc/ctb13-51096.pdf

The petition was signed by Yvonne Hermina Biebel, president.


JEH COMPANY: Files Schedules of Assets and Liabilities
------------------------------------------------------
JEH Company filed with the Bankruptcy Court its schedules of
assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property           $13,606,753
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $5,357,508
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $12,993,781
                                 -----------      -----------
        TOTAL                    $13,606,753      $18,351,290

A copy of the schedules is available for free at
http://bankrupt.com/misc/JEHCo_SAL1.pdf

JEH Company's affiliates also filed their schedules, disclosing:

   Company                                 Assets   Liabilities
   -------                                 ------   -----------
   JEH Stallion Station, Inc.            $364,007    $3,982,012
   JEH Leasing Company, Inc.           $1,242,187      $155,216

                         About JEH Company

JEH Company, JEH Stallion Station, Inc., and JEH Leasing Company,
Inc. filed bare-bones Chapter 11 petitions (Bankr. N.D. Tex. Case
Nos. 13-42397 to 13-42399) in Ft. Worth, Texas on May 22, 2013.
Mark Joseph Petrocchi, Esq., at Griffith, Jay & Michel, LLP, in
Ft. Worth, serves as counsel to the Debtors.

JEH Company was organized in 1982 by Jim and Marilyn Helzer.
According to http://www.jehroofingcompany.com/,JEHCO buys roofing
material directly from the manufacturer and sell it to
contractors, builders, and homeowners.  JEH Leasing owns and
leases equipment and vehicles primarily for use in the business of
JEHCO.  Stallion is in the quarter horse and thoroughbred horse
business.


JERRY'S NUGGET: Court Sets Aug. 26 Plan Confirmation Hearing
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada approved on
June 28, 2013, the amended disclosure statement describing the
Joint Plan of Reorganization of Jerry's Nugget, Inc., and Spartan
Gaming, LLC.  The hearing to confirm the Plan is scheduled for
Aug. 26, 2013, at 9:30 a.m.

The Debtors fought objections to the Plan outline filed by
(i) The George Stamis Family Trust and George and Effie Stamis;
(ii) 2010-1 CRE Venture, LLC; (iii) secured creditor U.S. Bank
National Association.

Stamis objects to the Disclosure Statement on grounds that it does
not provide information regarding approximately 200 antique slot
machines and several pieces of valuable art, the approximate value
of the antique slot machines and the art, and whether the
appraisal by William G. Kimmel, the valuation expert, included the
value of the antique slot machines and art.

Although these assets where included in the going concern value of
the Debtors' property in the Kimmel valuation, the Debtors have
included reference to these assets and their approximate value in
the Amended Disclosure Statement.

The Debtor said USB's and CRE's opposition to approval of the
Disclosure Statement consists primarily of objections to
confirmation of the Joint Plan.

U.S. Bank, in its objection, said the Plan is patently
unconfirmable and the Debtors have failed to satisfy their burden
of providing adequate information so that creditors can make an
intelligent and informed voting decision on the Plan.  U.S. Bank
noted that the Plan proposes giving the bank an allowed claim of
approximately $4.2 million to be paid by the reorganized Debtors
at an undetermined interest rate of either 4.25% or any other rate
set by the Court, followed by minimal payments during the first
seven years after the Plan's effective date, which will reduce
U.S. Bank's allowed claim by only $600,000.  Then, after seven
years the Plan proposes paying the remaining $3.6 million U.S.
Bank claim in full through a balloon payment.

Lenard Schwartzer, Esq., at Schwartzer & McPherson Law Firm, and
Annette W. Jarvis, Esq., at Dorsey & Whitney LLP, represent U.S.
Bank.

The Debtors' Plan generally provides for the repayment of claims
against the Debtors: (i) Allowed Secured Claims will be paid in
full with interest; (ii) Allowed Priority Claims will be paid in
full with interests; (iii) Allowed Administrative Convenience
Claims will be paid in full; and (iv) Allowed General Unsecured
Claims will be paid their Pro Rata portion of $2,500,000, which
will be funded by Debtors' ongoing operations and the $400,000 or
greater contribution from the Stamis Trusts.  Existing Equity
Securities in JNI and Spartan Gaming will be canceled and 100% of
the Reorganized Debtors' stock and membership issued to the Stamis
Trusts.

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

             About Jerry's Nugget and Spartan Gaming

Jerry's Nugget Inc., operates Jerry's Nugget, a casino consisting
of approximately 87,187 square feet of building area and 24,511
square fee of casino floor space with approximately 630 slot and
video poker machines and 9 table games.  Jerry's Nugget also
contains a sports book, a keno area and a small live pit.

Jerry's Nugget Inc. and affiliate Spartan Gaming LLC sought
Chapter 11 protection (Bankr. D. Nev. Lead Case No. 12-19387) in
Las Vegas, Vegas, on Aug. 13, 2012.  Jerry's Nugget, owned by the
Stamis family, has a 9.1-acre casino property in North Las Vegas.
The property consists of 87,187 square feet of building area and
24,511 square feet of casino floor space, with 630 slot and video
poker machines and 9 table games.  Jerry's Nugget also contains a
sports book, a keno area, and a small live pit.  There are two
restaurants the Uncle Angelo's Pizza Joint and Jerry's Famous
Coffee shop as well as Uncle Angelo's Bakery, a locals' favorite.
Net revenues totaled $22.5 million, including $15.3 million in
gaming revenue, in the year ended Dec. 31, 2011.  Spartan Gaming
owns 12 parcels of real property in Nevada.  Two of the parcels
provide parking access for Jerry's Nugget.

Judge Mike K. Nakagawa presides over the case. Gerald M. Gordon,
Esq., Talitha Gray Kozlowski, Esq., Teresa M. Pilatowicz, Esq.,
and Mark M. Weisenmiller, Esq., at Gordon Silver, represent the
Debtors.  Jerry's Nugget estimated assets and debts of $10 million
to $50 million.  Jerry's Nugget said its current going concern
value is at least $8 million.  Spartan Gaming estimated $1 million
to $10 million in assets and debts.  The petitions were signed by
Jeremy Stamis, president.

In its schedules, Jerry's Nugget disclosed $12,378,944 in assets
and $10,771,442 in liabilities as of the Petition Date.


JERRY'S NUGGET: William G. Kimmel Approved as Valuation Expert
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada has
authorized Jerry's Nugget, Inc., and affiliate Spartan Gaming LLC,
to employ William G. Kimmel as valuation expert.

As reported by the Troubled Company Reporter on June 12, 2013,
Mr. Kimmel will provide an updated appraisal to the extent one is
necessary, and an expert witness services as necessary in exchange
for an hourly rate of $300 per hour, plus costs.

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

             About Jerry's Nugget and Spartan Gaming

Jerry's Nugget Inc., operates Jerry's Nugget, a casino consisting
of approximately 87,187 square feet of building area and 24,511
square fee of casino floor space with approximately 630 slot and
video poker machines and 9 table games.  Jerry's Nugget also
contains a sports book, a keno area and a small live pit.

Jerry's Nugget Inc. and affiliate Spartan Gaming LLC sought
Chapter 11 protection (Bankr. D. Nev. Lead Case No. 12-19387) in
Las Vegas, Vegas, on Aug. 13, 2012.  Jerry's Nugget, owned by the
Stamis family, has a 9.1-acre casino property in North Las Vegas.
The property consists of 87,187 square feet of building area and
24,511 square feet of casino floor space, with 630 slot and video
poker machines and 9 table games.  Jerry's Nugget also contains a
sports book, a keno area, and a small live pit.  There are two
restaurants the Uncle Angelo's Pizza Joint and Jerry's Famous
Coffee shop as well as Uncle Angelo's Bakery, a locals' favorite.
Net revenues totaled $22.5 million, including $15.3 million in
gaming revenue, in the year ended Dec. 31, 2011.  Spartan Gaming
owns 12 parcels of real property in Nevada.  Two of the parcels
provide parking access for Jerry's Nugget.

Judge Mike K. Nakagawa presides over the case. Gerald M. Gordon,
Esq., Talitha Gray Kozlowski, Esq., Teresa M. Pilatowicz, Esq.,
and Mark M. Weisenmiller, Esq., at Gordon Silver, represent the
Debtors.  Jerry's Nugget estimated assets and debts of $10 million
to $50 million.  Jerry's Nugget said its current going concern
value is at least $8 million.  Spartan Gaming estimated $1 million
to $10 million in assets and debts.  The petitions were signed by
Jeremy Stamis, president.

In its schedules, Jerry's Nugget disclosed $12,378,944 in assets
and $10,771,442 in liabilities as of the Petition Date.


JHCI ACQUISITION: S&P Raises Corp. Credit Rating to 'B-'
--------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on JHCI to 'B-' from 'CCC+' and removed the rating from
CreditWatch positive, where it placed it on June 17, 2013.  The
outlook is stable.  At the same time, S&P affirmed the 'B-' issue
rating on the new first-lien debt facility, which has a recovery
rating of '3', indicating S&P's expectation that lenders would
receive a meaningful recovery (50%-70%) if a payment default
occurs.  S&P also affirmed the 'CCC' issue rating on the new
second-lien facility, which has a recovery rating of '6',
indicating S&P's expectation that lenders would receive negligible
recovery (0%-10%) if a payment default occurs.  In addition, S&P
withdrew the ratings on the company's old credit facility, which
was replaced with a new facility that we assigned ratings to on
June 17, 2013.

The upgrade follows the company's successful refinancing of its
debt coming due in 2014.  "With the new credit facility in place,
JHCI has addressed our liquidity concerns and we now believe the
company's liquidity will remain "adequate" over the coming year,
as we define the term in our criteria," said credit analyst Lisa
Jenkins.

JHCI's ratings reflect its high debt leverage and competitive and
fragmented end markets.  The company's nationwide presence,
diverse service offerings, and recent efforts to improve operating
efficiency partly offset these risks.  JHCI offers various third-
party logistics services, including warehousing (accounting for a
majority of revenues), freight management, transportation, and
brokerage and staffing services. Standard & Poor's characterizes
JHCI's business risk profile as "weak" and its financial risk
profile as "highly leveraged," as S&P's criteria define the terms.

JHCI's "weak" business risk profile reflects the challenging
nature of the industry in which it competes and JHCI's relatively
small market share.  Many of the companies competing with JHCI are
financially stronger and offer logistics services as part of a
broader portfolio of freight services.  The "highly leveraged"
financial risk profile reflects JHCI's high debt levels and
currently weak credit metrics.  JHCI generated weaker-than-
expected operating performance over the past year.  Management has
implemented various initiatives to improve operating efficiency
and business prospects and these are beginning to bear fruit.
However, it will take time for the full benefit of these efforts
to be reflected in the company's financial results. Debt to EBITDA
is currently around 8.5x and S&P expects only modest improvement
over the coming year.

JHCI increased the first-lien portion of the new credit facility
by $25 million and decreased the second-lien portion by $25
million.  This did not affect S&P's view of the recovery prospects
of either the first-lien or second-lien debt.

The rating outlook is stable.  S&P expects JHCI to benefit from
management's initiatives to improve operating efficiency and
marketing efforts.  However, S&P do not expect a material
improvement over the coming year.  If operating performance
exceeds S&P's expectations and debt to EBITDA falls below 5.5x and
it believes it will stay there, it could raise the ratings.  While
S&P considers this unlikely, it could lower the ratings if weaker-
than-expected operating performance or aggressive growth
initiatives decrease liquidity and cash and bank line availability
fall below $25 million.


JUDGE STEVEN RHODES: Chosen to Handle Detroit Chapter 9 Case
------------------------------------------------------------
Katy Stech writing for Dow Jones' DBR Small Cap reports that
Detroit's historic bankruptcy case has been assigned to Judge
Steven W. Rhodes -- a man who's respected by colleagues and known
for his no-nonsense style in the courtroom.


K-V PHARMACEUTICAL: Court Approves Disclosure Statement
-------------------------------------------------------
The Bankruptcy Court approved the Disclosure Statement for Sixth
Amended Joint Chapter 11 Plan of Reorganization for K-V Discovery
Solutions, Inc., and its affiliated Debtors on July 17, 2013.  A
copy of the Disclosure Statement is available for free at:

                        http://is.gd/J71M1U

On June 7, 2013, the Bankruptcy Court approved the Debtors' entry
into the Stock Purchase and Backstop Agreement and certain exit
financing commitment documents, subject to and as supplemented by
the record of the hearing held before the Bankruptcy Court on
June 7, 2013.  On July 1, 2013, the Bankruptcy Court approved the
Debtors' entry into a certain Share Purchase Agreement.

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that with the approval of the Disclosure Statement, K-V
Pharmaceutical creditors are voting on a reorganization plan
incorporating a compromise where junior creditors can buy the
lion's share of the reorganized business.

According to the report, the bankruptcy court in New York approved
disclosure materials on July 17.  A confirmation hearing for
approval of the plan will take place Aug. 28.  The ability of
creditors to vote on the plan became an almost foregone conclusion
last month when the court approved a stock-purchase agreement and
exit financing enabling K-V to pay off senior secured noteholders
in full in cash, with interest.

The report notes that K-V has reported a $6.8 million net loss in
June on revenue of $8.6 million.  The month would have been
profitable were it not for $7.2 million in reorganization costs,
according to the operating report filed in bankruptcy court.
Originally, the plan called for holders of $225 million in first-
lien notes to become the new owners in exchange for debt.  Once
the revised plan is approved by creditors and the court, holders
of $200 million in convertible notes in large part will be the new
owners.

The report relates that to avoid a fight, the final version of the
plan allowed Silver Point Finance LLC, one of the senior
noteholders, to participate with holders of convertible
subordinated debt in ownership of the reorganized business.

In exchange for the $200 million in convertible debt, holders will
receive 7 percent of the reorganized company's stock, for a
predicted recovery of 10.9 percent, according to the revised
disclosure statement.  General unsecured creditors with claims
ranging between $13.9 million and $18.3 million will share a pot
of $10.25 million in cash, for a recovery of 56.2 percent to 73.6
percent.  The convertible noteholder group and Silver Point will
help finance the plan by purchasing 1.85 million shares for $20
each.  An additional 72.2 percent of the new stock will be sold to
convertible noteholders in a rights offering for $20 a share.

The report says that the offering is backstopped by the same
investor group and Silver Point.  As a fee for the backstop, the
investors and Silver Point will get 5 percent of the new stock.
The convertible noteholder group includes Capital Ventures
International, Greywolf Capital Overseas Master Fund and an
affiliate, and Kingdon Capital Management LLC.  Silver Point is
agent for senior noteholders in their roles as so-called DIP
lenders.  The senior noteholders contended earlier in the case
that the convertible noteholders were "out of-the-money."

                       About K-V Pharmaceutical

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

K-V Pharmaceutical Company and certain domestic subsidiaries on
Aug. 4, 2012, filed voluntary Chapter 11 petitions (Bankr.
S.D.N.Y. Lead Case No. 12-13346, under K-V Discovery Solutions
Inc.) to restructure their financial obligations.

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

The U.S. Trustee appointed five members to serve in the Official
Committee of Unsecured Creditors.  Kristopher M. Hansen, Esq.,
Erez E. Gilad, Esq., and Matthew G. Garofalo, Esq., at Stroock &
Stroock & Lavan LLP, represent the Creditors Committee.

Weil, Gotshal & Manges LLP's Robert J. Lemons, Esq., and Lori R.
Fife, Esq., represent an Ad Hoc Senior Noteholders Group.


KODIAK OIL: S&P Raises Corp. Credit Rating to 'B+'; Outlook Stable
------------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Denver-based exploration and production company
Kodiak Oil & Gas to 'B+' from 'B' and its ratings on the company's
senior unsecured debt to 'B' from 'B-' and removed the ratings
from CreditWatch with positive implications, where they had been
placed on June 5, 2013.  The outlook is stable.

The upgrade reflects Kodiak's improved scale of operations, both
production and reserves, following the close of the Liberty
acquisition.  Kodiak's net acreage in the prolific Bakken shale
has increased to 196,000 acres and expected production could reach
32,500 barrels per day (bpd) in 2013.  Although a leveraging
transaction, S&P expects Kodiak to benefit from the rapid growth
of reserves and production and that debt leverage will decrease to
between 2x and 2.5x in 2014. We note that Kodiak will be one of
the smaller 'B+' rated exploration and production companies and
that material growth will be required before further upgrades.

"The stable outlook reflects Standard & Poor's view that the
company should be able to fund its aggressive growth strategy and
preserve its credit measures at a level appropriate for the rating
category, such as debt leverage of 3x or less," said Standard &
Poor's credit analyst Paul Harvey.

S&P could consider a negative rating action if the company's debt
leverage exceeded 4.5x.  Such an event could occur if crude oil
were to fall to less than $60 per barrel and Kodiak did not make
an offsetting reduction in capital spending.

An upgrade is unlikely over the next 12 months given Kodiak's
limited scale of operations.  Before an upgrade, reserves would
likely need to exceed 175 million barrels while the company
maintains debt leverage less than 3.5x.


KR REALTY: Seeking Contempt Is Reason Enough to Reopen Case
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that a judge ruled that a bankruptcy court should have
reopened a quickly closed corporate bankruptcy so a creditor could
file proceedings to hold people in contempt for allegedly making
false statements in court papers.

According to the report, a corporate Chapter 7 petition filed in
August was dismissed in November when the trustee determined there
would be no assets for distribution.  Because the bankrupt was a
corporation, it didn't receive a discharge of debt.  Two months
later, a creditor filed papers asking the bankruptcy court to
reopen the case because it had been listed as having a $28,500
unsecured claim when in reality it was a $54,000 secured claim.
The bankruptcy court declined to reopen the case.

The report notes that U.S. District Judge James F. Holderman in
Chicago ruled on the dispute on July 16.  Without prejudging
whether contempt was appropriate for listing the claim
incorrectly, Judge Holderman said that simply listing the claim
was enough to "bring a motion for sanctions" contending there was
a violation of Bankruptcy Rule 9011 for making a false filing.

The report discloses that the bankruptcy should have been reopened
so the creditor could file a contempt motion, the judge said.
Judge Holderman noted that the bankrupt company could immediately
correct the list of claims.

The case is Ashman Law Offices LLC v. KR Realty & Investment Inc.
(In re KR Realty & Investment Inc.), 13-1902, U.S. District Court,
Northern District Illinois (Chicago).


LA JOLLA PHARMACEUTICAL: Incurs $3.2 Million Net Loss in Q2
------------------------------------------------------------
La Jolla Pharmaceutical Company filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $3.16 million for the three months ended June 30,
2013, as compared with a net loss of $7.69 million for the same
period a year ago.

For the six months ended June 30, 2013, the Company incurred a net
loss of $7.36 million, as compared with a net loss of $2.41
million for the six months ended June 30, 2012.

As of June 30, 2013, the Company had $1.98 million in total
assets, $308,000 in total liabilities, all current, and $1.67
million in total stockholders' equity.

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

                        http://is.gd/C0yPjH

                  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.


LARIVIERA BAR: Case Summary & 2 Unsecured Creditors
---------------------------------------------------
Debtor: LaRiviera Bar, LLC
        4079 Route 516
        Matawan, NJ 07747

Bankruptcy Case No.: 13-25414

Chapter 11 Petition Date: July 15, 2013

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

Judge: Christine M. Gravelle

Debtor's Counsel: Robert C. Nisenson, Esq.
                  ROBERT C. NISENSON, LLC
                  10 Auer Court, Suite E
                  East Brunswick, NJ 08816
                  Tel: (732) 238-8777
                  Fax: (732) 238-8758
                  E-mail: rnisenson@aol.com

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

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

A copy of the Company's list of its two unsecured creditors, filed
together with the petition, is available for free at
http://bankrupt.com/misc/njb13-25414.pdf

The petition was signed by Ida Bea, member.


LEHMAN BROTHERS: Brokerage's Luxembourg Settlement Is Approved
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the trustee liquidating the brokerage subsidiary of
Lehman Brothers Holdings Inc. received court approval July 17 for
a settlement with his counterparts liquidating affiliates in
Luxembourg named Lehman Brothers (Luxembourg) SA and Lehman
Brothers (Luxembourg) Equity Finance SA.

According to the report, the settlement gives the affiliates an
approved $5 million customer claim to be a paid in full like other
customer claims.  In addition, the affiliates have a general
creditor claim for $158 million.  The affiliates' claims arose
from stock lending transactions plus stock and cash held in
accounts with the U.S. company.  Although Lehman brokerage trustee
James Giddens didn't contest the amount of the claims, he
disagreed how they should be treated.

                       About Lehman Brothers

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

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

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

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

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

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

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

Lehman emerged from bankruptcy protection on March 6, 2012, more
than three years after it filed the largest bankruptcy in U.S.
history.  The Chapter 11 plan for the Lehman companies other than
the broker was confirmed in December 2011.

Lehman made its first payment of $22.5 billion to creditors in
April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and
a third distribution of $14.2 billion on April 4, 2013.  The
brokerage is yet to make a first distribution to non-customers,
although customers are being paid in full.

Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other
insolvency and bankruptcy proceedings undertaken by its
affiliates.


LIFE CARE: Hires American Legal as Claims and Noticing Agent
------------------------------------------------------------
Life Care St. Johns, Inc. sought and obtained permission from the
U.S. Bankruptcy Court to employ American Legal Claim Services, LLC
as claims and noticing agent, to serve all required notices in the
Debtor's case, including affidavits of service.

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

   a. Creditor matrix management;
   b. Claims processing; and
   c. Notice publication.

Jeffrey L. Pirrung, Managing Director of ALC, attests that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code.

The firm's rates are:

   Position               Hourly Rates
   --------               ------------
   Clerical                $29 -  $38
   Analyst                 $55 -  $95
   Consultant             $100 - $150
   SR Consultant          $155 - $185
   Managing Director             $195

Life Care St. Johns, Inc., filed a Chapter 11 petition (Bankr.
M.D. Fla. Case No. 13-04158) on July 3, 2013.  Bruce Jones signed
the petition as CEO.  Judge Jerry A. Funk presides over the case.
The Debtor estimated assets of at least $10 million and debts of
at least $50 million.  Stutsman Thames & Markey, P.A., serves as
the Debtor's counsel.  Navigant Capital Advisors, LLC, acts as the
Debtor's financial advisor.  American Legal Claim Services, LLC,
serves as claims and noticing agent.


LIFE CARE: Wants Navigant Capital as Financial Advisor
------------------------------------------------------
Life Care St. Johns, Inc. asks the U.S. Bankruptcy Court for
permission to employ Navigant Capital Advisors, LLC as financial
advisor.

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

   a. Capital Restructuring Services;
   b. Operational Assessment; and
   c. Bankruptcy Administrative Support.

The firm's rates are:

   Professional                      Rates
   ------------                      -----
   Senior Managing Directors      $750 - 895/hr
   Managing Directors             $695 - 825/hr
   Directors                      $550 - 695/hr
   Associate Directors            $450 - 550/hr
   Managing Consultants           $350 - 450/hr
   Consultants/Associates         $245 - 350/hr
   Paraprofessionals               $95 - 125/hr

Life Care St. Johns, Inc., filed a Chapter 11 petition (Bankr.
M.D. Fla. Case No. 13-04158) on July 3, 2013.  Bruce Jones signed
the petition as CEO.  Judge Jerry A. Funk presides over the case.
The Debtor estimated assets of at least $10 million and debts of
at least $50 million.  Stutsman Thames & Markey, P.A., serves as
the Debtor's counsel.  Navigant Capital Advisors, LLC, acts as the
Debtor's financial advisor.  American Legal Claim Services, LLC,
serves as claims and noticing agent.


LSB INDUSTRIES: S&P Assigns Preliminary 'B+' Corp. Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B+'
preliminary corporate credit rating to LSB Industries Inc.  The
outlook is stable.  At the same time, S&P assigned its 'B+'
preliminary issue-level rating to the company's $400 million
senior unsecured notes due 2021, with a preliminary recovery
rating of '3', indicating S&P's expectation for meaningful (50% to
70%) recovery in the event of a payment default.

LSB plans to use the proceeds from the note offering to refinance
all outstanding borrowings and for general corporate purposes,
including capital spending.

"The ratings on LSB reflect the company's rather narrow focus on
commodity nitrogen-based products, multiple operational problems
over the past year, and our expectation of significantly negative
free operating cash flow over the next two years," said credit
analyst Seamus Ryan.  "Nevertheless, the company benefits from
some end market diversity, the stability of the climate control
business, and our expectation of continued favorable industry
conditions.  We characterize LSB's business risk profile as "weak"
and its financial risk profile as "aggressive.""

The stable outlook reflects S&P's expectation that LSB's operating
performance will improve meaningfully in 2013 and 2014 as the
company recovers from operational difficulties.  S&P believes
these improvements, along with favorable industry conditions,
should allow the company to maintain adequate liquidity and FFO to
total debt of 15% to 20%.  S&P also expects that management will
not increase debt further to fund growth spending or shareholder
rewards.

S&P could raise the ratings if LSB can fully recover from
operational difficulties more quickly than S&P expects.  If
revenue grows at an annualized rate of about 15% with only a
modest increase in gross margins, FFO to total debt could surpass
20% and debt to EBITDA could approach 2.5x.  To consider higher
ratings, S&P would also expect the company to show a track record
of successful operations and prudent financial policy.

S&P could lower the ratings if LSB suffers significant further
downtime at any of its facilities such that revenue and gross
margins do not improve from 2012.  In this scenario, FFO to total
debt would likely fall below 12%.  S&P could also lower ratings if
the company further increases debt to fund long-term growth plans.


LUCA TECHNOLOGIES: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Luca Technologies Inc.
        500 Corporate Circle, Suite C
        Golden, CO 80401

Bankruptcy Case No.: 13-22013

Chapter 11 Petition Date: July 15, 2013

Court: United States Bankruptcy Court
       District of Colorado (Denver)

Judge: Sidney B. Brooks

Debtor's Counsel: Craig A. Christensen, Esq.
                  LINDQUIST & VENNUM PLLP
                  600 17th St., Suite 1800-S
                  Denver, CO 80202
                  Tel: (303) 573-5900
                  E-mail: cchristensen@lindquist.com

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

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

A copy of the Company's list of its 20 largest unsecured creditors
is available for free at http://bankrupt.com/misc/cob13-22013.pdf

The petition was signed by Matt Micheli, general counsel.


LYFE COMMUNICATIONS: D. Dickson Held 11% Equity Stake at July 16
----------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Dane J. Dickson disclosed that as of
July 16, 2013, he beneficially owned 13,562,688 shares of common
voting stock of LYFE Communications, Inc., representing
11.1 percent of the shares outstanding.  A copy of the regulatory
filing is available for free at http://is.gd/LzXp44

                     About LYFE Communications

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

LYFE Communications incurred a net loss of $1.74 million on
$531,531 of revenue for the year ended Dec. 31, 2012, as compared
with a net loss of $3.88 million on $621,830 of revenue for the
year ended Dec. 31, 2011.  The Company's balance sheet at
March 31, 2013, showed $1.19 million in total assets, $3.56
million in total liabilities, and a $2.36 million total
stockholders' deficit.

HJ & Associates, LLC, 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 has suffered losses since inception.  The Company
has not established operations with consistent revenue streams and
has a working capital deficit.  These factors raise substantial
doubt about the Company's ability to continue as a going concern.


MAIN STREET: Case Summary & 5 Unsecured Creditors
-------------------------------------------------
Debtor: Main Street Peckville, L.P.
        c/o Leslie Beth Baskin, Esq.
        1635 Market Street
        Seven Penn Center - 7th Floor
        Philadelphia, PA 19103

Bankruptcy Case No.: 13-16187

Chapter 11 Petition Date: July 15, 2013

Court: United States Bankruptcy Court
       Eastern District of Pennsylvania (Philadelphia)

Judge: Bruce I. Fox

Debtor's Counsel: Leslie Beth Baskin, Esq.
                  SPECTOR GADON ROSEN
                  1635 Market Street
                  Seven Penn Center - 7th Floor
                  Philadelphia, PA 19103
                  Tel: (215) 241-8888
                  Fax: (215) 241-8844
                  E-mail: lbaskin@lawsgr.com

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

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

A copy of the list of five largest unsecured creditors is
available for free at http://bankrupt.com/misc/paeb13-16187.pdf

The petition was signed by Jerry Naples, sole member.


MANASOTA GROUP: Late Filed 2012 10-K Shows $35,000 Net Income
-------------------------------------------------------------
Manasota Group, Inc., reported net income of $35,440 on $175,004
of total operating income for the year ended Dec. 31, 2012, as
compared with a net loss of $544,686 on $273,266 of total
operating revenue during the prior year.

For the three months ended March 31, 2013, the Company posted net
income of $6,122 on $43,751 of total operating revenue, as
compared with net income of $10,891 on $43,751 of total operating
revenue for the same period a year ago.

As of March 31, 2013, the Company had $1.20 million in total
assets, $1.51 million in total liabilities and a $312,286 total
shareholders' deficit.

The Company received a letter from the Office of Enforcement
Liaison in the SEC's Division of Corporation Finance on April 26,
2013.  The letter informed the Company that if it doe snot take
the necessary steps to return the Company into compliance with its
reporting requirements under the Exchange Act within the next 15
days, the SEC may commence administrative proceedings to revoke
the Company's registration under the Exchange Act and impose a
trading suspension with respect to the Common Stock.  On May 6,
2013, the Company filed a letter with the SEC setting forth a plan
for returning into such compliance by filing the annual report on
Form 10-K for 2011 on or before May 31, 2013, and all other
delinquent periodic reports on or before July 31, 2013, and
requesting that no such administrative proceedings or trading
suspension be commenced at this time.  With the filing of this
Report, the Company would have filed all of the delinquent
reports.

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

                        http://is.gd/MO6GV5

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

                        http://is.gd/paIsSX

                       About Manasota Group

Manasota Group, Inc., f/k/a Horizon Bancorporation, Inc., was
incorporated in the State of Florida on May 27, 1998, for the
purpose of becoming a bank holding company owning all of the
outstanding capital stock of Horizon Bank, a commercial bank
chartered under the laws of Florida and a member of the Federal
Reserve System.


MAXREP LLC: Court Narrows Counterclaims in Charter Fitness Suit
---------------------------------------------------------------
Chief Magistrate Judge Karen B. Molzen recommends that in the
lawsuit CHARTER FITNESS OF RIO RANCHO LLC v. MAXREP LLC, Case No.
Civ 12-0365RB/KBM (N.M.), the plaintiffs' Motion to Dismiss
Maxrep's Counterclaims is granted, in part, so that Count II of
the Maxrep's Counterclaim is dismissed with prejudice.

Under the lawsuit filed in Illinois state court on Oct. 21, 2011,
Charter Fitness and Peter Vrdolyak II allege breach of contract,
fraud and imposition of a constructive trust against Maxrep LLC,
Bill Rodway, and J.B. Privit.  The allegations stem from an asset
purchase agreement of three of Charter Fitness' physical fitness
facilities by Bill Rodway.  Maxrep was formed in June 2011 to
acquire the Charter Fitness facilities.

The counterclaims raised by Maxrep and Rodway are identical -- (1)
unjust enrichment Charter Fitness' and Vrdolyak's receipt of an
purchase price that exceeded the fair value of the assets and
rights Maxrep received; (2) fraudulent, or at least (3) negligent,
misrepresentation of financial condition of Charter Fitness; (4)
fraudulent concealment or at least (5) negligent nondisclosure of
the unpaid taxes that Maxrep would be assuming; (6) treble damages
for violation of the New Mexico Unfair Trade Practices Act, N.M.
Stat. Ann., Sec. 57-12-1 et seq. for the false and misleading
statements; and (7) imposition of a constructive trust against
Vrdolyak's assets in the amount of the contract sales price,
$525,000.  Maxrep's counterclaim raises two initial additional
claims: breach of contract and breach of the duty of good faith
and fair dealing.

Maxrep filed for Chapter 11 bankruptcy in the U.S. Bankruptcy
Court for the District of New Mexico on October 26, 2011, removed
the lawsuit to the U.S. Bankruptcy Court for the Northern District
of Illinois on Dec. 9, 2011, and asked it to transfer the lawsuit
to New Mexico.

Several months later, and with the agreement of the parties, the
Illinois bankruptcy court transferred the lawsuit, noting that the
parties intended to withdraw the bankruptcy reference following
transfer.

A copy of Judge Molzen's July 5, 2013 Proposed Findings and
Recommended Position is available at http://is.gd/fJVztNfrom
Leagle.com.


MEDIMPACT HOLDINGS: Moody's Assigns Caa2 Rating to New Sr. Notes
----------------------------------------------------------------
Moody's Investors Service assigned an Caa2 rating to MedImpact
Holdings, Inc.'s new $160 million senior secured note offering.
Proceeds will be used to fund the previously announced acquisition
of Medical Security Card Company, LLC and Apex Affinity, Inc.,
both offering discount drug card services to retailers and other
customers.

All of MedImpact's existing ratings, including its B3 Corporate
Family Rating, B3-PD Probability of Default rating and SGL-3
Speculative Grade Liquidity rating, remain unchanged.

Rating assigned:

MedImpact Holdings, Inc.

New $160 million senior secured notes at Caa2 (LGD5, 80%)

Ratings Rationale:

The incremental debt being issued was anticipated in conjunction
with the acquisitions. The proposed acquisitions will enhance the
company's product lines and provide opportunities to realize cost
and revenue synergies.

Pro-forma for the acquisitions, the company's debt/EBITDA will
rise from about 4.9 times to about 5.4 times based on financial
results for the twelve months ended March 31, 2013. Moody's
expects leverage to moderate, absent any additional large
acquisitions, dropping to 5.0 times or below by the end of 2014.

The B3 CFR reflects very high leverage, a small revenue base, cash
flow that is dependent on working capital benefits, and aggressive
financial practices stemming from a highly concentrated ownership
structure. The ratings also consider MedImpact's position as a
niche pharmacy benefit manager (PBM) that serves mid-sized
customers, including hospital systems, regional managed care
organizations and state Medicaid health plans. Recent new contract
wins and renewals should help support top-line growth and adequate
liquidity. MedImpact does not purchase drugs or own mail-order
fulfillment or specialty services, and often provides
administrative services, such as adjudication of claims to its
customers. While the ratings reflect Moody's belief that leverage
will moderate as EBITDA improves, there is the potential that the
company will pursue additional large debt-financed acquisitions in
order to improve scale.

The stable outlook reflects Moody's expectation that the company
will continue to generate positive free cash flow and adequate
liquidity, aided by good retention rates and new customer
contracts. If MedImpact realizes improved sales and profitability
so that debt/EBITDA is sustained below 4.0 times, the ratings
could be upgraded. In addition, Moody's would need to see RCF/debt
that is sustained well above 10%. This further assumes that
management demonstrates a commitment to more conservative
financial practices. If operating results (associated with loss of
members or pricing constraints) deteriorate, the ratings could be
downgraded. A need to borrow for additional large acquisitions or
to address payable needs or weakened liquidity could also result
in a rating downgrade. Debt/EBITDA sustained above 5.0 times could
also result in a ratings downgrade.

The company's SGL-3 reflects its adequate liquidity profile,
characterized by volatile working capital swings, which may
require draws on MedImpact's modest sized, though currently
undrawn, ABL revolver. While the ABL is backed by allowable
receivables, other assets - including real estate and those
related to aviation - secure the notes payable and therefore are
not available as an alternate liquidity source.

The senior secured notes are secured by equity, providing limited
protection for bondholders. In addition, the presence of sizeable
payables, along with the $20 million ABL revolver at the operating
company and the secured notes payable at various restricted
subsidiaries, result in the senior notes being rated two notches
below the CFR.

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

MedImpact Healthcare Systems, Inc., a wholly-owned operating
subsidiary of MedImpact Holdings, Inc., is a Pharmacy Benefit
Manager (PBM) headquartered in San Diego, California.


MF GLOBAL: Trustee Predicts Full Payment This Year
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the trustee liquidating MF Global Inc. said July 18
that all customers of the liquidated broker could have full
payment on their claims by the year's end, assuming no appeals.

According to the report, trustee James Giddens said he has begun
a distribution that will increase the recovery to 26 percent for
so-called 30.7 customers who traded on foreign exchanges.  When
cash arrives in August from this month's court approval of a
settlement with JPMorgan Chase Bank NA, Mr. Giddens said he will
make additional distributions in September bringing recoveries to
the high 90s for 4d customers who traded on domestic exchanges.
The 30.7 customers' recoveries will rise into the 60s, he said.

The report notes that previously, Mr. Giddens said domestic
customers should receive a 96 percent recovery following
implementation of settlements with the U.K. subsidiary and
JPMorgan.  Domestic customers already received 89 percent, he
said.  Once there is approval of a consent order with the U.S.
Commodity Futures Trading Commission, there can be a distribution
bringing recoveries to 100 percent for both foreign and domestic
customers, Mr. Giddens said.

The report discloses that depending on whether anyone appeals,
Mr. Giddens said the distribution "is likely to occur sometime in
the fall."  The parent MF Global Holdings Ltd. and the brokerage
subsidiary went into separate bankruptcies in October 2011 on
discovery of a $1.6 billion shortfall in funds that should have
been segregated for customers.  The holding company was in a
Chapter 11 reorganization while the brokerage subsidiary is being
liquidated by Mr. Giddens, a trustee appointed under the
Securities Investor Protection Act.  A Chapter 11 plan for the
holding company was approved by the bankruptcy court in April and
implemented in June.

                         About MF Global

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

On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance
USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y.
Case Nos. 11-15059 and 11-5058), after a planned sale to
Interactive Brokers Group collapsed.  As of Sept. 30, 2011, MF
Global had $41,046,594,000 in total assets and $39,683,915,000 in
total liabilities.

On Nov. 7, 2011, the United States Trustee appointed the statutory
creditors' committee in the Debtors' cases.  At the behest of the
Statutory Creditor's Committee, the Court directed the U.S.
Trustee to appoint a chapter 11 trustee.  On Nov. 28, 2011, the
Bankruptcy Court entered an order approving the appointment of
Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC,
as Chapter 11 trustee.

On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services
LLC and MF Global FX Clear LLC filed voluntary Chapter 11
petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and
11-15810).  On Dec. 27, the Court entered an order installing Mr.
Freeh as Chapter 11 Trustee of the New Debtors.

On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr.
Freeh also was installed as its Chapter 11 Trustee.

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

The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan
LLP, as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.

The Official Committee of Unsecured Creditors has retained
Capstone Advisory Group LLC as financial advisor, while lawyers at
Proskauer Rose LLP serve as counsel.

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

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

In April 2013, the Bankruptcy Court approved MF Global Holdings'
plan to liquidate its assets.  Bloomberg News reported that the
court-approved disclosure statement initially told
creditors with $1.134 billion in unsecured claims against the
parent holding company why they could expect a recovery of 13.4%
to 39.1% from the plan.  As a consequence of a settlement with
JPMorgan, supplemental materials informed unsecured creditors
their recovery was reduced to the range of 11.4% to 34.4%.  Bank
lenders will have the same recovery on their $1.174 billion claim
against the holding company.  As a consequence of the settlement,
the predicted recovery became 18% to 41.5% for holders of $1.19
billion in unsecured claims against the finance subsidiary,
one of the companies under the umbrella of the holding company
trustee.  Previously, the predicted recovery was 14.7% to 34% on
bank lenders' claims against the finance subsidiary.


MILAGRO OIL: Terminates Sequitur Consulting Agreement
-----------------------------------------------------
Milagro Oil & Gas, Inc., entered into an amendment to the
consulting agreement effective Sept. 1, 2012, among the Company,
Milagro Holdings, LLC, its parent, and Sequitur Energy Management
II, LLC, pursuant to which the Consulting Agreement will terminate
effective Aug. 31, 2013.

                         About Milagro Oil

Milagro Oil & Gas, Inc., is an independent energy company based in
Houston, Texas that is engaged in the acquisition, development,
exploitation, and production of oil and natural gas.  The
Company's historic geographic focus has been along the onshore
Gulf Coast area, primarily in Texas, Louisiana, and Mississippi.
The Company operates a significant portfolio of oil and natural
gas producing properties and mineral interests in this region and
has expanded its footprint through the acquisition and development
of additional producing or prospective properties in North Texas
and Western Oklahoma.

Milagro Oil disclosed a net loss of $33.39 million in 2012, a net
loss of $23.57 million in 2011 and a net loss of $70.58 million in
2010.  The Company's balance sheet at March 31, 2013, showed
$496.49 million in total assets, $461.55 million in total
liabilities, $235.97 million in redeemable series A preferred
stock, and a $201.03 million total stockholders' deficit.

Deloitte & Touche LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012.  The independent auditors noted that the
Company is not in compliance with certain covenants of its 2011
Credit Facility, and all of the Company's debt is classified
within current liabilities as of Dec. 31, 2012.  The Company's
violation of its debt covenants, combined with its financing needs
and negative working capital position, raise substantial doubt
about its ability to continue as a going concern.

                         Bankruptcy Warning

"The Company is currently exploring a range of alternatives to
reduce indebtedness to the extent necessary to be in compliance
with the maximum leverage ratio.  Alternatives that were
considered include using cash flow from operations or issuances of
equity and debt securities, reimbursements of prior leasing and
seismic costs by third parties who participate in our projects,
and the sale of interests in projects and properties.  As another
alternative, the Company has recently launched a private exchange
offering to exchange a portion of the Notes for equity, cash and
new notes.  If the conditions to the Exchange Offer are not
achieved, the Company will be unable to consummate the
restructuring.  As a result, the lenders under the 2011 Credit
Facility may accelerate their debt, which would also cause a
default and acceleration of the debt under the Notes, all of which
will have a material adverse effect on our liquidity, business and
financial condition and may result in the Company's bankruptcy or
the bankruptcy of its subsidiaries."

                           *     *     *

As reported by the TCR on May 24, 2013, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on Houston-
based Milagro Oil & Gas Inc. to 'CC' from 'CCC-'.

"We lowered the corporate credit and senior unsecured ratings to
'CC' to reflect the potential for a selective default on Milagro's
$250 million 10.5% senior secured notes due 2016, due to certain
aspects of the company's exchange offer that would constitute a
distressed exchange under our criteria," said Standard & Poor's
credit analyst Christine Besset.


MT & JM LLC: Case Summary & 5 Unsecured Creditors
-------------------------------------------------
Debtor: MT & JM, LLC
        50 Commerce Street
        Spring Valley, NY 10977

Bankruptcy Case No.: 13-23166

Chapter 11 Petition Date: July 14, 2013

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

Judge: Robert D. Drain

Debtor's Counsel: Rachel S. Blumenfeld, Esq.
                  LAW OFFICES OF RACHEL S. BLUMENFELD
                  26 Court Street, Suite 2400
                  Brooklyn, NY 11242
                  Tel: (718) 858-9600
                  Fax: (718) 858-9601
                  E-mail: rblmnf@aol.com

Scheduled Assets: $900,000

Scheduled Liabilities: $2,991,489

A list of the Company's five largest unsecured creditors, filed
together with the petition, is available for free at
http://bankrupt.com/misc/nysb13-23166.pdf

The petition was signed by Mark Tress, managing member.


MTS LAND: Has Interim OK to Increase DIP Loan to $2 Million
-----------------------------------------------------------
On July 11, 2013, the U.S. Bankruptcy Court for the District of
Arizona entered an interim order authorizing MTS Golf, LLC, and
MTS Land, LLC, to increase the amount of their existing
postpetition financing to $2,000,000 and extending the maturity
date through the earlier of Dec. 31, 2013, or the effective date
of a plan of reorganization.

The Debtors were previously authorized by the Court to enter into
a Loan Agreement dated Aug. 6, 2012, by and among Debtors and
Jaime Sohacheski and executing a promissory note for $1,080,000
and any related documents and granting the DIP Lender an
administrative expense pursuant to Section 364(b).  The DIP Loan
was authorized by the Court in an interim order on Sept. 17, 2012,
and by the final DIP Financing Order on Dec. 14, 2012.

All the other terms of the DIP Financing Order will remain the
same.  This interim order is subject to a final hearing on the
matter which set for July 30, 2013, at 1:30 p.m.

                          About MTS Land

MTS Land, LLC, and MTS Golf, LLC, own and operate the now dormant
Mountain Shadows Golf Club.  They filed separate Chapter 11
petitions (Bankr. D. Ariz. Case Nos. 12-16257 and 12-16257) in
Phoenix on July 19, 2012.  Mountain Shadows Golf Club --
http://www.mountainshadowsgolfclub.com/-- is an 18 hole, par 56
course located at Paradise Valley.  Nestled in the foothills of
Camelback Mountain, the 3,081-yard Executive course claims to be
one of the most scenic golf courses in Arizona.  MTS Land and MTS
Golf are affiliates of Irvine, Cal.-based Crown Realty &
Development Inc.  MTS Land and MTS Golf each estimated assets and
debts of $10 million to $50 million.

Judge Charles G. Case II oversees the Debtors' cases.  Gerald M.
Gordon, Esq., Robert C. Warnicke, Esq., and Teresa M. Pilatowicz,
Esq., at Gordon Silver, represent the Debtor.  The petition was
signed by Robert A. Flaxman, administrative agent.

Lender U.S. Bank is represented by Steven D. Jerome, Esq., and
Evans O'Brien, Esq., at Snell & Wilmer L.L.P.

The Plan filed in the Debtors' cases provides that all creditors
with allowed claims will be paid the amount of their allowed
claims in full through the Plan.  Holders of equity securities of
Debtors will retain all of their legal interests.

The U.S. Trustee for Region 14 advised the Court that an official
committee of unsecured creditors has not been appointed because an
insufficient number of persons holding unsecured claims against
the Debtors have expressed interest in serving on a committee.
The U.S. Trustee reserves the right to appoint a committee if
interest develop among the creditors.


MTS LAND: Hearing to Confirm 3rd Amended Plan to Commence Aug. 26
-----------------------------------------------------------------
A hearing to consider the confirmation of MTS Land, LLC, and MTS
Golf, LLC's Third Amended Chapter 11 Plan of Reorganization, as
Modified will be held on Aug. 26, 27, and 28, 2013, at 10:00 a.m.
Objections to confirmation, if any, must be filed no later than
Aug. 12, 2013.  Debtors may serve replies to such objections and
proposed modifications by no later than Aug. 19, 2013.

                          About MTS Land

MTS Land, LLC, and MTS Golf, LLC, own and operate the now dormant
Mountain Shadows Golf Club.  They filed separate Chapter 11
petitions (Bankr. D. Ariz. Case Nos. 12-16257 and 12-16257) in
Phoenix on July 19, 2012.  Mountain Shadows Golf Club --
http://www.mountainshadowsgolfclub.com/-- is an 18 hole, par 56
course located at Paradise Valley.  Nestled in the foothills of
Camelback Mountain, the 3,081-yard Executive course claims to be
one of the most scenic golf courses in Arizona.  MTS Land and MTS
Golf are affiliates of Irvine, Cal.-based Crown Realty &
Development Inc.  MTS Land and MTS Golf each estimated assets and
debts of $10 million to $50 million.

Judge Charles G. Case II oversees the Debtors' cases.  Gerald M.
Gordon, Esq., Robert C. Warnicke, Esq., and Teresa M. Pilatowicz,
Esq., at Gordon Silver, represent the Debtor.  The petition was
signed by Robert A. Flaxman, administrative agent.

Lender U.S. Bank is represented by Steven D. Jerome, Esq., and
Evans O'Brien, Esq., at Snell & Wilmer L.L.P.

The Plan filed in the Debtors' cases provides that all creditors
with allowed claims will be paid the amount of their allowed
claims in full through the Plan.  Holders of equity securities of
Debtors will retain all of their legal interests.

The U.S. Trustee for Region 14 advised the Court that an official
committee of unsecured creditors has not been appointed because an
insufficient number of persons holding unsecured claims against
the Debtors have expressed interest in serving on a committee.
The U.S. Trustee reserves the right to appoint a committee if
interest develop among the creditors.


NAVISTAR INTERNATIONAL: Icahn Held 16.5% Equity Stake at July 19
----------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Carl C. Icahn and his affiliates disclosed
that as of July 19, 2013, they beneficially owned 13,309,735
shares of common stock of Navistar International Corporation
representing 16.55 percent of the shares outstanding.  Mr. Icahn,
et al., previously reported beneficial ownership of 11,845,167
common shares or 14.95 percent equity stake as of Oct. 25, 2012.
On July 18, 2013, and July 19, 2013, Mr. Icahn, et al., purchased
an aggregate of 818,279 common shares of the Company.  A copy of
the amended regulatory filing is available at:

                        http://is.gd/h7qeUW

                   About Navistar International

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

Navistar incurred a net loss attributable to the Company of $3.01
billion for the year ended Oct. 31, 2012, compared with net income
attributable to the Company of $1.72 billion during the prior
year.  As of April 30, 2013, the Company had $8.72 billion in
total assets, $12.36 billion in total liabilities and a $3.64
billion total stockholders' deficit.

                          *     *     *

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

As reported by the TCR on June 19, 2013, Standard & Poor's Ratings
Services said it lowered its long-term corporate credit rating on
Illinois-based truckmaker Navistar International Corp. (NAV) to
'B-' from 'B'.  The rating downgrades reflect S&P's negative
reassessment of NAV's business risk profile to "vulnerable" from
"weak".

As reported by the TCR on Jan. 24, 2013, Fitch Ratings has
affirmed the Issuer Default Ratings (IDR) for Navistar
International Corporation and Navistar Financial Corporation at
'CCC' and removed the Negative Outlook on the ratings.  The
removal reflects Fitch's view that immediate concerns about
liquidity have lessened, although liquidity remains an important
rating consideration as NAV implements its selective catalytic
reduction (SCR) engine strategy. Other rating concerns are already
incorporated in the 'CCC' rating.


NEW CENTURY TRS: Bid to Remove Bankruptcy Trustee Denied
--------------------------------------------------------
Helen Galope failed to convince a Delaware bankruptcy judge to
impeach or remove Alan M. Jacobs as liquidating trustee in the
bankruptcy cases of New Century TRS Holdings, Inc., et al.

In a July 9, 2013 Memorandum available at http://is.gd/Lumn60from
Leagle.com, Bankruptcy Judge Kevin Carey held that Ms. Galope has
not proven any claim of Trustee misconduct nor has she provided
any evidence to support allegations that the Trustee is not
disinterested.  The judge further pointed out that there is no
evidence to support a conclusion that the Trustee's counsel's fees
were unreasonable or excessive.

                       About New Century

Founded in 1995, Irvine, Calif.-based New Century Financial
Corporation (NYSE: NEW) -- http://www.ncen.com/-- was a real
estate investment trust, providing mortgage products to borrowers
nationwide through its operating subsidiaries, New Century
Mortgage Corporation and Home123 Corporation.   The Company was
among firms hit by the collapse of the subprime mortgage business
industry in 2006.

The company and its debtor-affiliates filed for Chapter 11
protection on April 2, 2007 (Bankr. D. Del. Lead Case No.
07-10416).  Suzzanne Uhland, Esq., Austin K. Barron, Esq., and Ana
Acevedo, Esq., at O'Melveny & Myers LLP, and Mark D. Collins,
Esq., Michael J. Merchant, Esq., and Jason M. Madron, Esq., at
Richards, Layton & Finger, P.A., represent the Debtors.  The
Official Committee of Unsecured Creditors selected Hahn & Hessen
as its bankruptcy counsel and Blank Rome LLP as its co-counsel.

When the Debtors filed for bankruptcy, they disclosed total assets
of $36,276,815 and total debts of $102,503,950.

The Company sold its assets in transactions approved by the
Bankruptcy Court.

The Bankruptcy Court confirmed the Second Amended Joint Chapter 11
Plan of Liquidation of the Debtors and the Official Committee of
Unsecured Creditors on July 15, 2008, which became effective on
Aug. 1, 2008.  An appeal was taken and, on July 16, 2009, District
Judge Sue Robinson issued a Memorandum Opinion reversing the
Confirmation Order.  On July 27, 2009, the Bankruptcy Court
entered an Order Granting Motion of the Trustee for an Order
Preserving the Status Quo Including Maintenance of Alan M. Jacobs
as Liquidating Trustee, Plan Administrator and Sole Officer and
Director of the Debtors, Pending Entry of a Final Order Consistent
with the District Court's Memorandum Opinion.

On Nov. 20, 2009, the Court entered an Order confirming the
Modified Second Amended Joint Chapter 11 Plan of Liquidation.  The
Modified Plan adopted, ratified and confirmed the New Century
Liquidating Trust Agreement, dated as of Aug. 1, 2008, which
created the New Century Liquidating Trust and appointed Alan M.
Jacobs as Liquidating Trustee of New Century Liquidating Trust and
Plan Administrator of New Century Warehouse Corporation.


NEW ENGLAND COMPOUNDING: Aims to Sue Third Parties on Outbreak
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that New England Compounding Pharmacy Inc., the drug
manufacturer whose tainted products caused a fungal meningitis
outbreak, is asking the bankruptcy court in Boston to take a
procedural step allowing the company or its creditors to sue third
parties for their roles in giving rise to product liability
claims.  The bankruptcy judge is holding a hearing on July 24 for
a declaration that NECP is insolvent.

According to the report, the finding is necessary for the company
or creditors to bring suits in Tennessee.  NECP says the finding
of insolvency is a mere formality.  The company needs to join
lawsuits, such as the multidistrict litigation in Boston federal
court, to bring as much money into the bankrupt estate as
possible.

                 About New England Compounding

New England Compounding Pharmacy Inc., filed a Chapter 11 petition
(Bankr. D. Mass. Case No. 12-19882) in Boston on Dec. 21, 2012,
after a meningitis outbreak linked to an injectable steroid,
methylprednisolone acetate ("MPA"), manufactured by NECC, killed
39 people and sickened 656 in 19 states, though no illnesses have
been reported in Massachusetts.  The Debtor owns and operates the
New England Compounding Center is located in Framingham, Mass.  In
October 2012, the company recalled all its products, not just
those associated with the outbreak.

The company said at the outset of bankruptcy that it would work
with creditors and insurance companies to structure a Chapter 11
plan dealing with personal injury claims.

Daniel C. Cohn, Esq., at Murtha Cullina LLP, serves as the
Debtor's counsel.  Verdolino & Lowey, P.C. is the financial
advisor.

Assets are listed for $1.3 million with debt totaling $886,000.
NECP's official lists of assets and debt mostly show property and
liabilities with unknown values.

An official unsecured creditors' committee was formed to represent
individuals with personal-injury claims. The members selected
Brown & Rudnick LLP to be the committee's lawyers.

The bankruptcy judge removed company management and inserted a
Chapter 11 trustee to take over the company and its liquidation.
The trustee is suing the company's managers and has frozen their
assets.


NORSE ENERGY: Asks Judge to Auction Drilling Leases
---------------------------------------------------
Katy Stech writing for Dow Jones' DBR Small Cap reports that
unable to wait for New York regulators to lift the state's ban on
natural-gas drilling, executives behind the struggling Norse
Energy Corp. USA asked a bankruptcy judge to allow them to auction
off some of the company's rights to drill underneath 130,000 acres
of upstate New York land.

                        About Norse Energy

Norse Energy Corp. USA filed a Chapter 11 bankruptcy petition
(Bankr. W.D.N.Y. Case No. 12-13685) on Dec. 7, 2012.

The Debtor is the U.S. subsidiary of Norse Energy Corp. ASA from
Lysaker, Norway.  The Debtor is the holder of oil and gas leases
on 130,000 acres in central and western New York.  The oil and gas
exploration and production company said financial problems were
the result of a moratorium on drilling in New York.

The Debtor disclosed $12.6 million in assets and $36 million in
liabilities in its schedules.

The Debtor is represented by Janet G. Burhyte, Esq., at Gross,
Shuman, Brizdle & Gilfillan, P.C., in Buffalo, New York.

Norse has a $3.8 million loan financing bankruptcy.  It requires
proposing a reorganization plan or beginning to sell the assets by
July.


NOVADEL PHARMA: Stockholders Approve Sale of Assets to Suda
-----------------------------------------------------------
NovaDel Pharma Inc. disclosed that, during the Special Meeting of
the Company's Stockholders held on July 19, 2013, its stockholders
approved the sale of substantially all of the Company's assets to
Suda Ltd.  However, approval for the liquidation and dissolution
of the Company was not received by the requisite number of
stockholders and therefore the proposal did not pass.  Therefore,
NovaDel will not file for dissolution at this time and will
continue to pursue alternative avenues in order to maximize
stockholder value.

As previously disclosed, the Suda Transaction includes the sale of
NovaDel's patents and trademarks relating to its NovaMist
technology.  The Suda Transaction, as contemplated, does not
include the NitroMist(R) or ZolpiMist(TM) intellectual property or
licenses.  At closing, NovaDel will receive at closing $400,000 in
cash, 50,000,000 shares of Suda common stock and 10,000,000
options for the purchase of Suda common shares at a purchase price
of $0.05 per share.  It is the Company's intention to use part of
the proceeds from the Suda Transaction, after transaction
expenses, to reduce its outstanding liabilities.  The closing of
the Suda Transaction remains subject to certain closing
conditions, which NovaDel believes have been met or will be met in
the near future.  Further information regarding the closing of the
Suda Transaction will be provided in a subsequent press release as
such information becomes available.

                     About NovaDel Pharma

NovaDel Pharma Inc. -- http://www.novadel.com-- is a specialty
pharmaceutical company that develops oral spray formulations of
marketed pharmaceutical products.  The Company's patented oral
spray drug delivery technology seeks to improve the efficacy,
safety, patient compliance, and patient convenience for a broad
range of prescription pharmaceuticals.  NovaDel has two marketed
products that have been approved by the FDA: NitroMist(R) for the
treatment of angina, and ZolpiMist(TM) for the treatment of
insomnia.


NUVILEX INC: Acquires BBB From SG Austria for $1.5 Million
----------------------------------------------------------
Nuvilex, Inc., and SG Austria Private Limited notified
shareholders that they had executed and completed the majority of
tasks necessary to fulfill and complete the Third Addendum to the
original Asset Purchase Agreement between the companies, dated
May 26, 2011.  Under the terms of the Third Addendum, Nuvilex
acquired 100 percent of the equity interests in Bio Blue Bird AG
from BBB's parent company SG Austria and, in addition, received a
14.5 percent equity interest in SG Austria for payments made to
date.

Nuvilex paid US$1.5 million in cash to acquire BBB.  Funding was
accomplished through a private placement sale to accredited
investors of 12,000,000 shares of the Company's restricted common
stock for $0.125 per share.  The original Agreement planned for
100,000,000 shares of the common stock of the Company to be issued
in connection with a transaction to acquire all assets and stock
of SG Austria.  The Third Addendum instead provides that the
Registrant would acquire 100 percent of the equity interests in
BBB, 14.5 percent of the equity interest in SG Austria, and Escrow
Shares would be returned to the Registrant's treasury.

BBB is now a debt-free wholly-owned subsidiary of the Nuvilex and
provides exclusive worldwide licenses for the use of encapsulation
for oncology, through patents licensed by BBB from Bavarian Nordic
(BAVA.CO, Listed on NASDAQ OMX Copenhagen), a vaccine-focused
biotechnology company developing and producing novel vaccines for
the treatment and prevention of life-threatening diseases.  This
licensing enables the Registrant to carry out any form of living-
cell encapsulation-based cancer treatment and encapsulation of
virus expressing cells for treating diseases.

Licensing Agreement

On July 10, 2013, Nuvilex negotiated and obtained a Licensing
Agreement, to further expand the interests of the Company which is
entirely unrelated to the Third Addendum and purchase of Bio Blue
Bird AG.

This Licensing Agreement with Austrianova Singapore Pte Ltd.
grants to the Company an exclusive worldwide license to use the
Cell-In-A-Box(R) trademark and its associated technology.

New Interim CFO

On July 2, 2013, the Board of Directors voted unanimously to
support Dr. Robert Ryan so that he may focus on the increasing
needs of his primary positions as President and Chief Executive
Officer, by appointing Patricia Gruden, the present Chairman of
the Board, to become the Company's Interim Chief Financial
Officer, effective on July 9, 2013.  Ms. Gruden will continue in
her role as Chairman of the Board of Directors.

Effective on July 10, 2013, the Company accepted from Dr. Ryan his
resignation as the Company's Interim CFO.  This change has no
effect on Dr. Ryan's current positions as President and Chief
Executive Officer, in which he will remain through 2017.

There have been no transactions since April 30, 2012, involving
Ms. Gruden, nor is there any currently proposed transaction in
which the Company was or is to be a participant and the amount
involved exceeds $120,000, and in which Ms. Gruden had or will
have a direct or indirect material interest.

At this time, Ms. Gruden will not be compensated in her role as
Interim Chief Financial Officer.

Compensatory Arrangements of Certain Officers

The Board of Directors voted unanimously to extend the employment
of Dr. Ryan for a four year term, commencing on July 1, 2013,
through April 30, 2017.  In connection with this employment
arrangement, the Dr. Ryan's annual salary will be $60,000 per year
and the Company will issue to him 2,400,000 restricted shares of
common stock.

The Board of Directors voted unanimously to extend the employment
of Dr. Gerald W. Crabtree as chief operating officer for a four
year term, commencing on July 1, 2013, through April 30, 2017.  In
connection with this employment arrangement, Dr. Crabtree's annual
salary, commencing on Sept. 1, 2013, will be $60,000 per year and
the Company will issue to him 1,200,000 restricted shares of
common stock.

                         About Nuvilex Inc.

Silver Spring, Md.-based Nuvilex, Inc.'s current strategy is to
focus on developing and marketing products designed to improve the
health and well-being of those who use them.  The Company reported
a net loss of $1.89 million on $66,558 of total revenue for the
year ended April 30, 2012, compared with a net loss of $1.39
million on $125,997 of total revenue during the prior year.

The Company's balance sheet at Jan. 31, 2013, showed $2.45 million
in total assets, $3.90 million in total liabilities, $580,000 in
preferred stock, and a $2.02 million total stockholders' deficit.

Robison, Hill & Co., issued a "going concern" qualification on the
consolidated financial statements for the year ended April 30,
2012, citing recurring losses from operations which raises
substantial doubt about the Company's ability to continue as a
going concern.


OMTRON USA: 3 Buyers Purchase Poultry Assets for $6 Million
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that poultry producer Omtron USA LLC sold most of the
assets at an auction for $5.95 million.  The bankruptcy court in
Durham, North Carolina, approved the sales July 18.

According to the report, the assets were bought by three
purchasers.  Two served as stalking horses by submitting the
opening bids at auction.  The assets included three processing
plants, two feed mills, a hatchery and a maintenance shop.

                        About Omtron USA

Omtron USA bought poultry producer Townsends Inc. out of
bankruptcy in 2011, shut down operations in later that year,
and filed its own Chapter 11 petition (Bankr. D. Del. Case No.
12-13076) on Nov. 9, 2012, in Delaware.  On Dec. 21, 2012, the
Delaware Court entered its order granting the transfer of the
Debtor's case to U.S. Bankruptcy Court for the Middle District of
North Carolina, under Case No. 12-81931.

John H. Strock, III, Esq., at Fox Rothschild LLP, in Wilmington,
Delaware, serves as counsel to the Debtor.  Duff & Phelps
Securities LLC serves as investment banker, Upshot Services LLC as
its claims and noticing agent.  The Debtor listed $40,633,406 in
assets and $4,518,756 and liabilities.

Omtron paid $24.9 million in February 2011 for the North Carolina
operations belonging to Townsends Inc.

The three-member Official Committee of Unsecured Creditors tapped
to retain Lowenstein Sandler LLP and Womble Carlyle Sandridge &
Rice, LLP, as its counsel and CohnReznick, LLP, as its financial
advisor.


ORCHARD SUPPLY: Common Stock Delisted From NASDAQ
-------------------------------------------------
The NASDAQ Stock Market LLC filed a Form 25 with the U.S.
Securities and Exchange Commission to remove from listing or
registration the common stock of Orchard Supply Hardware Stores
Corp. on NASDAQ.

                       About Orchard Supply

San Jose, Cal.-based Orchard Supply Hardware Stores Corporation
operates neighborhood hardware and garden stores focused on paint,
repair and the backyard.  It was spun off from Sears Holdings
Corp. in 2012.

Orchard Supply and two affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 13-11565) on June 16 to facilitate a
restructuring of the company's balance sheet and a sale of its
assets for $205 million in cash to Lowe's Companies, Inc., absent
higher and better offers.  In addition to the $205 million cash,
Lowe's has agreed to assume payables owed to nearly all of
Orchard's supplier partners.

Bankruptcy Judge Christopher S. Sontchi oversees the case.
Michael W. Fox signed the petitions as senior vice president and
general counsel.  The Debtors disclosed total assets of
$441,028,000 and total debts of $480,144,000.

Stuart M. Brown, Esq., at DLA Piper LLP (US), in Wilmington,
Delaware; and Richard A. Chesley, Esq., Chun I. Jang, Esq., and
Daniel M. Simon, Esq., at DLA Piper LLP (US), in Chicago,
Illinois, are the Debtors' counsel.  Moelis & Company LLC serves
as the Debtors' investment banker.  FTI Consulting, Inc., serves
as the Debtors' financial advisors.  A&G Realty Partners, LLC,
serves as the Debtors' real estate advisors.  BMC Group Inc. is
the Debtors' claims and noticing agent.


PGA FLYOVER: Has Until Aug. 15 to Propose Chapter 11 Plan
---------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida
established Aug. 15, 2013, as the deadline for PGA Flyover
Corporate Park LLC to file a proposed chapter 11 Plan and
disclosure statement.

PGA Flyover Corporate Park LLC filed a Chapter 11 petition (Bankr.
S.D. Fla. Case No. 13-18701) in West Palm Beach, Florida on
April 17, 2013.  Bradley S. Shraiberg, Esq., at Shraiberg, Ferrara
& Landau, P.A., in Boca Raton, Florida, serves as counsel to the
Debtor.  The Debtor disclosed $10 million to $50 million in assets
and liabilities.

The Debtor, owner of the mixed use development known as the PGA
Professional and Design Center in Florida, filed a liquidating
plan that would satisfy 100% of its liabilities.

PGA Flyover, an entity managed and owned by Florida developer
Daniel S. Catalfumo, says it has commenced the bankruptcy case to
resolve the wasteful scorched earth litigation tactics engaged in
by BBX Capital Asset Management, LLC, the current owner of a final
judgment of $40.9 million.

The PGA Professional and Design Center is located on the Southeast
quadrant of PGA Boulevard and RCA Boulevard in Palm Beach Gardens,
an attractive location with strong development potential.

Under the Plan, holders of general unsecured claims are impaired
and will recover 50% or 100% of their allowed claims.  BBX's
secured claim is impaired.  PGA will cause its properties to be
transferred to BBX as payment for the remaining amount of the
secured claim.  Interests will be extinguished and will not
receive any distribution under the Plan.


PIONEER FREIGHT: Chapter 15 Case Summary
----------------------------------------
Chapter 15 Debtor: Pioneer Freight Futures Company Limited
                   c/o Tricor Services (BVI) Ltd.
                   Palm Grove House, P.O. Box 3340
                   Road Town, Tortola VG 1110, BVI

Chapter 15 Case No.: 13-12324

Chapter 15 Petition Date: July 16, 2013

Court: Southern District of New York (Manhattan)

Judge: James M. Peck

Chapter 15 Debtor's Counsel: Howard Seife, Esq.
                             CHADBOURNE & PARKE LLP
                             30 Rockefeller Plaza
                             New York, NY 10112
                             Tel: (212) 408-5361
                             Fax: (212) 541-5369
                             E-mail: hseife@chadbourne.com

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

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

The petition was signed by Mark Richard Byers.


PONCE DE LEON: To Present Plan for Confirmation on Sept. 18
-----------------------------------------------------------
The hearing to consider the confirmation of Ponce De Leon 1043,
Inc.'s Amended Plan of Reorganization is slated for Sept. 18,
2013, at 9:30 a.m.  The July 3 hearing to consider confirmation
was cancelled.

The Debtor filed a Chapter 11 Plan of Reorganization on April 13,
2012.  It won approval of the explanatory Disclosure Statement on
June 25, 2012.  The Debtor amended the Plan on Jan. 25, 2013.

Secured creditor PRLP 2011 Holdings LLC, which has objected to the
confirmation of the Plan, submitted a proof of claim against the
Debtor for $14,496,907.  According to the Debtor, the outstanding
obligation to PRLP has been reduced to approximately $10.1
million.  The Debtor will treat this obligation to PRLP under two
Scenarios.

Under Scenario A, the preferred scenario by the Debtor, the Debtor
will retain the property and PRLP will retain the liens securing
its claims.  On account of such claim PRLP will receive deferred
cash payments totaling the full amount of its claim, of a value as
of the effective date of the Plan estimated in $10.1 million
approx. within 36 months.  The treatment will continue the sale of
the unsold units for a term of 36 months with a mutually
satisfactory budget for the use of the cash collateral and a
strong and well-planned marketing strategy and lease program to be
agreed upon with the secured creditor, before the confirmation
hearing.

Under Scenario B, the Debtor will surrender to PRLP property of
the estate equal in value or equivalent to the value of PRLP's
secured claim as of the confirmation date.  This property will be
the remaining residential units at Metro Plaza Towers Condominium
project, the commercial spaces and parking spaces.

General unsecured creditors were listed in the the Debtor's
Schedules in the total amount of $3,386,263, including the amount
owed to QB Construction Inc.  After review of the proofs of claims
filed to date, those listed by the Debtor, and the agreements with
several creditors, excluding QB Construction Inc., who has
accepted to be classified separately in a junior class, the
liability to unsecured creditors under this class, including
disputed, contingent and unliquidated claims is estimated in the
amount of $41,065.  The Debtor will pay 100% of the allowed claims
in this class with interest at prime rate (3.25%) under the terms
of the Plan.  In the event the Debtor pays PRLP under the terms of
Scenario A, the Debtor will be making monthly installment payments
to this Class of creditors for months 37 - 72 of the Debtor's Plan
of Reorganization.  In the event the Debtor pays PRLP under the
terms provided by Scenario B its shareholders will make a capital
contribution to pay general unsecured creditors in full with
interest within one year from the effective date of the Plan.

Equity security and interest holders will not receive any dividend
or other payment under the Debtor's Plan.  All current equity
holders of the Debtor, however, will retain their equity
interests.

The Debtor will generate revenue by selling all of the remaining
residential units and selling or leasing commercial spaces in the
Metro Plaza Towers Projected including the public parking spaces.
Additionally, the Debtor says it is in the process of trying to
obtain tax credits which, if obtained, would provide additional
revenue for the Debtor and enable it to accelerate payments to
creditors.

A copy of the Amended Plan is available at:

        http://bankrupt.com/misc/poncedeleon1403.doc177.pdf

                        About Ponce De Leon

San Juan, P.R.-based Ponce De Leon 1403, Inc., developed,
constructed, and operates the Metro Plaza Tower condominium and
commercial property project in Santurce, Puerto Rico.  The Metro
Plaza Tower project consists of two 15-story towers atop a base
structure that serves as a parking garage, common area, and retail
space.  Each tower houses 87 residential units.  The base
structure provides approximately 567 parking spaces and has
approximately 14,000 square feet of commercial space available for
lease.  The common areas of the project include a swimming pool, a
gym, gardens and a gazebo.

Ponce De Leon 1403 Inc. filed for Chapter 11 protection (Bank. D.
P.R. Case No. 11-07920) on Sept. 19, 2011.  The Debtor estimated
both assets and debts of between US$10 million and US$50 million.

Carmen Conde Torres, Esq., and Luisa S. Valle Castro, at C. Conde
& Assoc., in Old San Juan, Puerto Rico, represent the Debtor as
counsel.


PROMMIS HOLDINGS: Wants Plan Filing Deadline Moved to Oct. 14
-------------------------------------------------------------
Prommis Holdings, LLC, et al., ask the Hon. Brendan L. Shannon of
the U.S. Bankruptcy Court for the District of Delaware to extend
to 90 days, or until Oct. 14, 2013, the exclusive period during
which the Debtors may file a Chapter 11 plan.  The Debtors also
seek for extension of the solicitation period by up to 60 days, or
until Dec. 13, 2013.

Objections to the Debtors' request for an extension must be filed
by July 30, 2013, at 4:00 p.m. EDT.  The Court will hold a hearing
on Aug. 21, 2013, at 10:00 a.m. EDT.

"The Debtors' cases have been somewhat complex, in particular
given the many moving parts involved in the Debtors' four sale
transactions, as well as certain expedited litigation matters that
arose early in these cases," Steven K. Kortanek, Esq., at Womble
Carlyle Sandridge & Rice, LLP, the attorney for the Debtor, says.
According to Mr. Kortanek, the plan process could only begin in
earnest after the highly expedited sales processes and related
transactional and litigation matters concluded.  Mr. Kortanek
states that the Debtors had several unresolved contingencies.  The
sale transactions, the Debtors' cash collateral use motion, and
the bar date were all contingencies that required resolution.
Most of the Debtors' contingencies are behind them, while certain
additional matters must be addressed before a plan can be
successfully prosecuted.

The extensions requested, according to Mr. Kortanek, will afford
the Prommis Debtors and their stakeholders an adequate runway to
follow through on the plan process in the event that any course
corrections are warranted, without the risk of the substantial
additional costs and disruption that could follow an expiration of
either of the Exclusive Periods.

The Debtor is also represented by:

         Thomas M. Horan
         Ericka F. Johnson
         WOMBLE CARLYLE SANDRIDGE & RICE, LLP
         222 Delaware Avenue, Suite 1501
         Wilmington, DE 19801
         Tel: (302) 252-4320
         Fax: (302) 252-4330
         E-mail: thoran@wcsr.com
                 erjohnson@wcsr.com

               - and -

         Christopher Marcus, P.C.
         KIRKLAND & ELLIS LLP
         601 Lexington Avenue
         New York, New York 10022
         Tel: (212) 446-4800
         Fax: (212) 446-4900
         E-mail: christopher.marcus@kirkland.com

                     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 (Bankr. D. Del. Lead Case
No. 13-10551) on March 18, 2013.

Three subsidiaries -- EC Closing Corp., EC Closing Corp. of
Washington, and EC Posting Closing Corp. -- sought Chapter 11
protection (Bankr. D. Del. Case Nos. 13-11619 to 13-11621) on
June 25, 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 David S. Meyer at 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 million and $50 million and the lead Debtor's debts between
$50 million and $100 million.  Prommis Solutions, LLC, a debtor-
affiliate disclosed $18,488,803 in assets and $260,232,313 in
liabilities as of the Chapter 11 filing.  The petitions were
signed by Charles T. Piper, chief executive officer.

The U.S. Trustee for Region 3 appointed three creditors to serve
in the Official Committee of Unsecured Creditors.  The Committee
tapped Saul Ewing LLP and Hahn & Hessen as its co-counsels, and
FTI Consulting, Inc., as its financial advisor.


PWK TIMBERLAND: LaPorte's Chavgney Pierce Approved as CPA
---------------------------------------------------------
The Bankruptcy Court for the Western District of Louisiana,
according to PWK Timberland LLC's case docket, authorized the
employment of Chavgney G. Pierce, CPA/ABV-- cpierce@laporte.com --
at LaPorte, CPAs & Business Advisors.

The firm will assist the Debtor and the former members/creditors
of the Debtor in determining the value of the membership interests
of the former members.  The amount of the claims of the former
members will be determined, in part, by the results of this
valuation process.  The monetary claims of the former members are
essentially the only debt of the Debtor.

Pursuant to the engagement letter, the Debtor and the
creditors/former members were required to submit a retainer of
$25,000 each, prior to Mr. Pierce and his firm beginning their
valuation work.  The Debtor has been informed that the former
members have paid their share of the retainer.  The Debtor has
sufficient funds on hand to pay its share of the retainer and any
future costs.

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

                        About PWK Timberland

Lake Charles, Louisiana-based PWK Timberland LLC sought Chapter 11
protection (Bankr. W.D. La. Case No. 13-20242) on March 22, 2013.
Gerald J. Casey, Esq., serves as counsel to the Debtor.
The Debtor disclosed $15,038,448 in assets and $1,792,957 in
liabilities as of the Chapter 11 filing.

The Debtor's Chapter 11 plan is due Sept. 18, 2013


PITT PENN: CohnReznick Okayed as Ch.11 Trustee's Financial Advisor
------------------------------------------------------------------
The Bankruptcy Court authorized Norman L. Pernick, the chapter 11
trustee in the bankruptcy cases of Pitt Penn Holding Co., Inc., et
al., to employ CohnReznick, LLP as his financial advisor to, among
other things, provide these services:

   a. obtain and/or reconstruct financial results for each of the
      Debtors for the period from inception/acquisition date
      through the present;

   b. analyze cash transactions and identify related
      transactions; determine if related were exchanged for fair
      value.

   c. gain control over bank accounts and information systems and
      implement procedures to ensure Debtors' compliance with
      policies and procedures implemented by the Trustee.

Bernard A. Katz attests his firm is a "disinterested person" as
the term is defined in Section 101(14) of the Bankruptcy Code.

The firm's rates are:

    Professional                            Hourly Rates
    ------------                            ------------
    Partner/Senior Partner                    $585-$800
    Managers/Seniors Managers/Directors       $435-$620
    Other Professional Staff                  $275-$410
    Paraprofessionals                           $185

The firm will also seek reimbursement for out-of-pocket expenses.

           About Pitt Penn and Industrial Enterprises

Pitt Penn Holding Co., Inc., and Pitt Penn Oil Co., LLC, each
filed voluntary petitions for Chapter 11 relief (Bankr. D. Del.
Case Nos. 09-11475 and 09-11476) on April 30, 2009.  Industrial
Enterprises of America, Inc., f/k/a Advanced Bio/Chem, Inc., filed
for Chapter 11 protection (Bankr. D. Del. Case No. 09-11508) on
May 1, 2009.  EMC Packaging, Inc., filed a voluntary petition for
Chapter 11 relief (Bankr. D. Del. Case No. 09-11524) on May 4,
2009.  Unifide Industries, LLC, and Today's Way Manufacturing LLC,
each filed a voluntary petition for Chapter 11 relief (Bankr. D.
Del. Case Nos. 09-11587 and 09-11586) on May 6, 2009.

PPH, PPO, EMC, Unifide, and Today's Way are each subsidiaries of
IEAM.  The cases are jointly administered under Case No. 09-11475.

Christopher D. Loizides, Esq., at Loizides, P.A., in Wilmington,
Del., represents the Debtors as counsel.  In its petition,
Industrial Enterprises disclosed total assets of $50,476,697 and
total debts of $17,853,997.

Industrial Enterprises originally operated as a holding company
with four wholly owned subsidiaries, PPH, EMC, Unifide, and
Today's Way.  PPH, through its wholly owned subsidiary, PPO, was a
leading manufacturer, marketer and seller of automotive chemicals
and additives.

EMC's original business consisted of converting hydrofluorocarbon
gases R134a and R152a into branded private label refrigerant and
propellant products.  Unifide was a leading marketer and seller of
automotive chemicals and additives.  Today's Way manufactured and
packaged the products which were sold by Unifide.


PITT PENN: Chapter 11 Trustee Can Hire Cole Schotz as Counsel
-------------------------------------------------------------
The Bankruptcy Court authorized Norman L. Pernick, the chapter 11
trustee in the bankruptcy cases of Pitt Penn Holding Co., Inc., et
al., to employ Cole, Schotz, Meisel, Forman & Leonard, P.A. as his
counsel.

As reported by the Troubled Company Reporter on June 26, 2013, the
firm's rates are:

        Professional                           Hourly Rate
        ------------                           -----------
        Members                                $350 to $785
        Special Counsel                        $365 to $410
        Associates                             $210 to $400
        Paralegals                             $165 to $245
        Litigation Support Specialist          $100 to $250

The current rates of the professionals expected to perform
significant work in this case are:

        Professional                           Hourly Rate
        ------------                           -----------
        Alan Rubin, Member                       $610
        Warren A. Usatine, Member                $595
        Wendy F. Klein, Member                   $485
        Patrick J. Reilley, Member               $430
        David S. Godl, Associate                 $265
        Saul A. Ehrenpreis, Associate            $210
        Kimberly A. Karsetter, Paragel           $200

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

           About Pitt Penn and Industrial Enterprises

Pitt Penn Holding Co., Inc., and Pitt Penn Oil Co., LLC, each
filed voluntary petitions for Chapter 11 relief (Bankr. D. Del.
Case Nos. 09-11475 and 09-11476) on April 30, 2009.  Industrial
Enterprises of America, Inc., f/k/a Advanced Bio/Chem, Inc., filed
for Chapter 11 protection (Bankr. D. Del. Case No. 09-11508) on
May 1, 2009.  EMC Packaging, Inc., filed a voluntary petition for
Chapter 11 relief (Bankr. D. Del. Case No. 09-11524) on May 4,
2009.  Unifide Industries, LLC, and Today's Way Manufacturing LLC,
each filed a voluntary petition for Chapter 11 relief (Bankr. D.
Del. Case Nos. 09-11587 and 09-11586) on May 6, 2009.

PPH, PPO, EMC, Unifide, and Today's Way are each subsidiaries of
IEAM.  The cases are jointly administered under Case No. 09-11475.

Christopher D. Loizides, Esq., at Loizides, P.A., in Wilmington,
Del., represents the Debtors as counsel.  In its petition,
Industrial Enterprises disclosed total assets of $50,476,697 and
total debts of $17,853,997.

Industrial Enterprises originally operated as a holding company
with four wholly owned subsidiaries, PPH, EMC, Unifide, and
Today's Way.  PPH, through its wholly owned subsidiary, PPO, was a
leading manufacturer, marketer and seller of automotive chemicals
and additives.

EMC's original business consisted of converting hydrofluorocarbon
gases R134a and R152a into branded private label refrigerant and
propellant products.  Unifide was a leading marketer and seller of
automotive chemicals and additives.  Today's Way manufactured and
packaged the products which were sold by Unifide.


PITT PENN: Stroz Friedberg Approved as E-Discovery Consultant
-------------------------------------------------------------
The Bankruptcy Court authorized Norman L. Pernick, the chapter 11
trustee in the bankruptcy cases of Pitt Penn Holding Co., Inc., et
al., to employ Stroz Friedberg LLC as his e-discovery consultant
to perform services in connection with the discovery sought as
part of the competing plan process in the Debtors' cases.

As reported by the Troubled Company Reporter on May 31, 2013, the
Debtors also requested permission to employ forensic experts Stroz
Friedberg as service providers.  According to the Debtors,
computer forensic examination of their servers is necessary to
obtain accurate financial information that is essential for PPH,
PPO and other subsidiary debtors.

            About Pitt Penn and Industrial Enterprises

Pitt Penn Holding Co., Inc., and Pitt Penn Oil Co., LLC, each
filed voluntary petitions for Chapter 11 relief (Bankr. D. Del.
Case Nos. 09-11475 and 09-11476) on April 30, 2009.  Industrial
Enterprises of America, Inc., f/k/a Advanced Bio/Chem, Inc., filed
for Chapter 11 protection (Bankr. D. Del. Case No. 09-11508) on
May 1, 2009.  EMC Packaging, Inc., filed a voluntary petition for
Chapter 11 relief (Bankr. D. Del. Case No. 09-11524) on May 4,
2009.  Unifide Industries, LLC, and Today's Way Manufacturing LLC,
each filed a voluntary petition for Chapter 11 relief (Bankr. D.
Del. Case Nos. 09-11587 and 09-11586) on May 6, 2009.

PPH, PPO, EMC, Unifide, and Today's Way are each subsidiaries of
IEAM.  The cases are jointly administered under Case No. 09-11475.

Christopher D. Loizides, Esq., at Loizides, P.A., in Wilmington,
Del., represents the Debtors as counsel.  In its petition,
Industrial Enterprises disclosed total assets of $50,476,697 and
total debts of $17,853,997.

Industrial Enterprises originally operated as a holding company
with four wholly owned subsidiaries, PPH, EMC, Unifide, and
Today's Way.  PPH, through its wholly owned subsidiary, PPO, was a
leading manufacturer, marketer and seller of automotive chemicals
and additives.

EMC's original business consisted of converting hydrofluorocarbon
gases R134a and R152a into branded private label refrigerant and
propellant products.  Unifide was a leading marketer and seller of
automotive chemicals and additives.  Today's Way manufactured and
packaged the products which were sold by Unifide.


QUANTUM FUEL: Board Approves Executive Bonus Plan
-------------------------------------------------
The Compensation Committee of the Board of Directors of Quantum
Fuel Systems Technologies Worldwide, Inc., approved the Company's
Executive Cash Bonus Plan.  The Compensation Committee will act as
the Administrator of the Cash Bonus Plan.

Bonus payments will be made on an annual basis based on an
evaluation by the Compensation Committee of the Company's
achievement of the Performance Targets.  The Compensation
Committee has the discretion to increase or decrease the amount of
the cash award by not more than 20 percent; provided, however, the
cash award cannot be increased above the Award Limit applicable to
such executive.  The Board of Directors of the Company has the
right to amend, terminate or suspend the Cash Bonus Plan at any
time.

A copy of the Executive Bonus Plan is available for free at:

                        http://is.gd/984XHi

                        About Quantum Fuel

Lake Forest, Cal.-based Quantum Fuel Systems Technologies
Worldwide, Inc. (Nasdaq: QTWW) develops and produces advanced
vehicle propulsion systems, fuel storage technologies, and
alternative fuel vehicles.  Quantum's portfolio of technologies
includes electronic and software controls, hybrid electric drive
systems, natural gas and hydrogen storage and metering systems and
other alternative fuel technologies and solutions that enable fuel
efficient, low emission, natural gas, hybrid, plug-in hybrid
electric and fuel cell vehicles.

Quantum Fuel disclosed a net loss attributable to stockholders of
$30.91 million in 2012 and a net loss attributable to common
stockholders of $38.49 million in 2011.  The Company's balance
sheet at March 31, 2013, showed $58.40 million in total assets,
$49.77 million in total liabilities and $8.62 million in total
stockholders' equity.

Haskell & White LLP, in Irvine, 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 does not have sufficient existing sources of
liquidity to operate its business and service its debt obligations
for a period of at least twelve months.  These conditions, along
with the Company's working capital deficit and recurring operating
losses, raise substantial doubt about the Company's ability to
continue as a going concern.


QUEEN ELIZABETH: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Queen Elizabeth Realty Corp.
        157 Hester Street
        New York, NY 10013

Bankruptcy Case No.: 13-12335

Chapter 11 Petition Date: July 17, 2013

Court: U.S. Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: Stuart M. Bernstein

Debtor's Counsel: Jonathan S. Pasternak, Esq.
                  DELBELLO DONNELLAN WEINGARTEN WISE & WIEDERKEHR,
                  LLP
                  One North Lexington Avenue
                  White Plains, NY 10601
                  Tel: (914) 681-0200
                  Fax: (914) 684-0288
                  E-mail: jpasternak@ddw-law.com

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

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

A copy of the Company's list of largest unsecured creditors filed
together with the petition does not contain any entry.

The petition was signed by Jeffrey Wu, president.


QUICKSILVER RESOURCES: $491,625 Retention Bonuses Approved
----------------------------------------------------------
The Compensation Committee of Quicksilver Resources Inc. approved
the award of cash and equity retention bonuses to John C. Regan,
senior vice president - chief financial officer and chief
accounting officer, and Stan G. Page, senior vice president - U.S.
Operations.

Mr. Regan will receive $247,500 in cash while Mr. Page will get
$244,125, both amounts are payable in two equal installments on
July 15, 2014, and 2015.

The equity retention awards are in the form of restricted stock
and had grant date values of $247,500 (150,000 shares of Company
common stock) for Mr. Regan and $244,125 (147,955 shares of
Company common stock) for Mr. Page, and will vest on July 15,
2016.

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

                       http://is.gd/QTmVo1

                         About Quicksilver

Quicksilver Resources Inc. is an exploration and production
company engaged in the development and production of long-lived
natural gas and oil properties onshore North America.  Based in
Fort Worth, Texas, the company is widely recognized as a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane.  Following more than 30
years of operating as a private company, Quicksilver became public
in 1999 and is listed on the New York Stock Exchange under the
ticker symbol KWK.  The company has U.S. offices in Fort Worth,
Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig,
Colorado and Cut Bank, Montana.  The Company's Canadian
subsidiary, Quicksilver Resources Canada Inc., is headquartered in
Calgary, Alberta.

                            *   *    *

As reported by the TCR on June 17, 2013, Moody's Investors Service
downgraded Quicksilver Resources Inc.'s Corporate Family Rating to
Caa1 from B3.  "This rating action is reflective of Quicksilver's
revised recapitalization plan," stated Michael Somogyi, Moody's
Vice President and Senior Analyst.  "Quicksilver's inability to
complete its recapitalization plan as proposed elevates near-term
refinancing risk given its weak operating profile and raises
concerns over the sustainability of the company's capital
structure."

In the June 27, 2013, edition of the TCR, Standard & Poor's
Ratings Services said it lowered its corporate credit rating on
Fort Worth, Texas-based Quicksilver Resources Inc. to 'CCC+' from
'B-'.  "We lowered our corporate credit rating on Quicksilver
Resources because we do not believe the company will be able to
remedy its unsustainable leverage," said Standard & Poor's credit
analyst Carin Dehne-Kiley.


RAMAPO LIGHTING: Case Summary & 9 Unsecured Creditors
-----------------------------------------------------
Debtor: Ramapo Lighting & Electric Supply, Inc.
        32 South Central Avenue
        Spring Valley, NY 10977

Bankruptcy Case No.: 13-23147

Chapter 11 Petition Date: July 11, 2013

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

Judge: Robert D. Drain

Debtor's Counsel: Ronald V. De Caprio, Esq.
                  LAW OFFICE OF RONALD V. DE CAPRIO
                  65 West Ramapo Road
                  Garnerville, NY 10923
                  Tel: (845) 354-3212
                  Fax: (845) 354-3213
                  E-mail: ronaldvdecaprio@decapriolaw.com

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

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

A copy of the Company's list of its nine unsecured creditors,
filed together with the petition, is available for free at
http://bankrupt.com/misc/nysb13-23147.pdf

The petition was signed by Abraham Schwartz, president.


RAMS ASSOCIATES: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Rams Associates, L.P.
        1215 Wyckoff Road
        Farmingdale, NJ 07727

Bankruptcy Case No.: 13-25541

Chapter 11 Petition Date: July 16, 2013

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

Judge: Christine M. Gravelle

Debtor's Counsel: Morris S. Bauer, Esq.
                  NORRIS MCLAUGHLIN & MARCUS, P.A.
                  P.O. Box 5933
                  Bridgewater, NJ 08807-5933
                  Tel: (908) 722-0700
                  Fax: (908) 722-0755
                  E-mail: msbauer@nmmlaw.com

                         - and ?

                  Larry Lesnik, Esq.
                  NORRIS, MCLAUGHLIN & MARCUS, P.A.
                  P.O. Box 5933
                  Bridgewater, NJ 08807-5933
                  Tel: (908) 722-0700
                  E-mail: llesnik@nmmlaw.com

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

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

The petition was signed by John Sabo, general partner.

Affiliate that filed separate Chapter 11 petition:

        Entity                        Case No.       Petition Date
        ------                        --------       -------------
Rams Associates, L.P.                 13-23969            06/25/13

Debtor's List of Its 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
John C. Sabo                       --                   $5,158,773
107 Brown Avenue
Spring Lake, NJ 07762

Gerard Chiara                      --                   $1,100,000
94 Boulevard
Mountain Lakes, NJ 07046

Catalano Group                     --                     $724,968
25 Abe Voorhees Drive
Manasquan, NJ 08736

Fred Messina                       --                     $550,000
1085 SE Killean Court
Port Saint Lucie, FL 34952

Barbara Pedicone                   --                     $400,000
31 Continental Circle
Totowa, NJ 07512

Kent Doyle                         --                     $342,000
29 Radcliffe Drive
Succasunna, NJ 07876

David Bendich                      --                     $255,694
143 Highview Drive
Woodbridge, NJ 07095

John Mele                          --                     $210,000

Trinity Capital, LLC               --                     $145,062

Elaine & Ted Kurtz                 --                     $130,000

John Catalano, Sr.                 --                     $100,000

John Catalano, Jr.                 --                      $66,772

Carl Augusta                       --                      $65,000

Michael Zarrillo                   --                      $50,000

Rosemary Barclay                   --                      $32,000

Thomas Wojnas                      --                      $30,000

Ellen Magliaro                     --                      $26,600

Frank Antalec, Jr.                 --                      $25,000

Kenneth Kleeman                    --                      $20,000

Maximum Performance                --                      $14,150


RANCHO HOUSING: Gets Discharge from Personal Liability for Debts
----------------------------------------------------------------
On July 16, 2013, the U.S. Bankruptcy Court for the Central
District of California entered an order releasing Rancho Housing
Alliance, Inc., from personal liability for debts discharged under
11 U.S.C. Section 727 (or) 1141 (or) 1228 (or) 1328, except those
debts determined by order of a court with competent jurisdiction
not to be discharged pursuant to 11 U.S.C. Section 523.

All creditors whose debts are discharged by this order and all
creditors whose judgments are declared null and void by
this order are enjoined from instituting or continuing any action
or employing any process or engaging in any act to collect such
debts as personal liabilities of the Debtor.

                   About Rancho Housing Alliance

Rancho Housing Alliance, Inc., is a California non-profit public
benefit corporation authorized and operating pursuant to Division
2 of Title I of the California Corporations Code.  RHA has members
but does not issue equity securities of any kind.  Each member
also serves on the Debtor's board of directors.  However,
operational control of the Debtor rests with its Executive
Director, Mr. Jeffrey Hays.

RHA's specific charitable purposes are to benefit and support
another California non-profit public benefit corporation known as
Desert Alliance for Community Empowerment, Inc.  In assisting
DACE, RHA, among other things, provides affordable, decent, safe
and sanitary housing for low income persons where adequate housing
does not exist and assists low-income households to secure
education, training and services for self-sufficiency.  In meeting
these goals, RHA owns and operates a number of properties and
programs.

RHA filed for Chapter 11 bankruptcy (Bankr. C.D. Cal. Case No. 11-
27519) on May 27, 2011.  Judge Scott C. Clarkson presides over the
case.  Brett Ramsaur, Esq., and Michael B. Reynolds, Esq., at
Snell & Wilmer LLP, serve as the Debtor's counsel.  The Debtor
disclosed $12,882,123 in assets and $22,404,858 in liabilities as
of the Chapter 11 filing.


RANCHO HOUSING: Court Confirms Fourth Amended Chapter 11 Plan
-------------------------------------------------------------
On July 15, 2013, the U.S. Bankruptcy Court for the Central
District of California entered an order confirming Rancho Housing
Alliance, Inc.'s Fourth Amended Chapter 11 Plan of Reorganization
dated March 15, 2013.

A copy of the Confirming Order is available at:

        http://bankrupt.com/misc/ranchohousing.doc178.pdf

The Reorganized Debtor must appear at the post-confirmation status
conference to be held on Oct. 15, 2013, at 1:30 p.m.  Pursuant to
Local Bankruptcy Rule 3020-1(b), the Reorganized Debtor will file
a status report explaining what progress has been made toward
consummation of the confirmed plan of reorganization no later than
Oct. 1, 2013.  The post-confirmation status report will be served
on the United States Trustee, the 20 largest unsecured creditors,
and those parties who have requested special notice.  Further
reports will shall be filed every 180 days thereafter and served
on the same entities, unless otherwise ordered by the court.

As reported in the TCR March 20, 2013, Rancho Housing Alliance,
Inc., on March 15, 2013, delivered to the Bankruptcy Court a
fourth iteration of its Chapter 11 plan of reorganization and
explanatory disclosure statement.

The Debtor seeks to reorganize by using estate assets,
postpetition revenues and new capital raised from the sale of new
equity to make payments to interested parties.  Some payments will
be made over time.  Some payments will commence on the Effective
Date of the proposed Plan, which will be 60 days after the
Bankruptcy Court issues an order confirming the Plan.

A copy of the Fourth Amended Disclosure Statement is available at
http://bankrupt.com/misc/RANCHOHOUSING4thAmendedDS.pdf

                   About Rancho Housing Alliance

Rancho Housing Alliance, Inc., is a California non-profit public
benefit corporation authorized and operating pursuant to Division
2 of Title I of the California Corporations Code.  RHA has members
but does not issue equity securities of any kind.  Each member
also serves on the Debtor's board of directors.  However,
operational control of the Debtor rests with its Executive
Director, Mr. Jeffrey Hays.

RHA's specific charitable purposes are to benefit and support
another California non-profit public benefit corporation known as
Desert Alliance for Community Empowerment, Inc.  In assisting
DACE, RHA, among other things, provides affordable, decent, safe
and sanitary housing for low income persons where adequate housing
does not exist and assists low-income households to secure
education, training and services for self-sufficiency.  In meeting
these goals, RHA owns and operates a number of properties and
programs.

RHA filed for Chapter 11 bankruptcy (Bankr. C.D. Cal. Case No.
11-27519) on May 27, 2011.  Judge Scott C. Clarkson presides over
the case.  Brett Ramsaur, Esq., and Michael B. Reynolds, Esq., at
Snell & Wilmer LLP, serve as the Debtor's counsel.  The Debtor
disclosed $12,882,123 in assets and $22,404,858 in liabilities as
of the Chapter 11 filing.


REALOGY CORP: Expects $1.5 Billion of Net Revenue in 2nd Quarter
----------------------------------------------------------------
Realogy Holdings Corp. provided preliminary estimates of certain
of its financial and operational results for the second quarter
ended June 30, 2013:

   * Net revenue is expected to be in the range of $1.529 billion
     to $1.539 billion, representing an increase of 17 percent to
     18 percent compared to second quarter 2012.

   * Adjusted EBITDA is expected to be in the range of $276
     million to $280 million, representing a 26 percent to 28
     percent increase from prior year results.

   * Net income attributable to the Company for the quarter is
     expected to be in the range of $80 million to $90 million, an
     improvement of approximately $110 million compared to the
     second quarter of 2012.  The 2013 second quarter net income
     is after taking into account approximately $67 million of
     interest expense, $44 million of depreciation and
     amortization, $43 million of loss on the early extinguishment
     of debt and $26 million of expense relating to the April 2013
     issuance of common stock under the phantom value plan, which
     was primarily non-cash.

   * Basic earnings per share for the second quarter of 2013 is
     expected to be in the range of $0.55 to $0.62, or, excluding
     the loss on early extinguishment of debt and phantom value
     plan expense, $1.03 to $1.09.

"The significant improvement in our expected second quarter
Adjusted EBITDA is a result of our increased homesale transaction
volume, the strength of our business model and the strength of the
housing market recovery," said Richard A. Smith, Realogy's
chairman, chief executive officer and president.  "Our homesale
transaction volume increased 21% year-over-year during the
quarter, which is four percentage points higher than the top end
of our prior guidance issued on May 1, 2013.  The increased volume
is attributed to demand outstripping supply, moderately improved
inventory levels and continued historically high affordability
levels despite a rising mortgage rate environment."

On a combined basis including the franchise (RFG) and company-
owned (NRT) real estate services segments, Realogy's overall
second quarter homesale transaction volume (homesale transaction
sides times average sale price) improved 21 percent year-over-year
(compared to its previously stated guidance range of 14 percent to
17 percent).  Specifically, RFG had a 10 percent increase in
homesale transaction sides and a 10 percent increase in average
homesale price year-over-year during the second quarter to
approximately $237,000, while NRT, with its concentration in 35
major metropolitan markets, had a 12 percent increase in homesale
transaction sides and a 7 percent increase in average homesale
price to approximately $478,000.

"Based on the visibility we have into the coming months from our
open contracts in June and July, we currently anticipate third
quarter 2013 homesale transaction volume to increase in the high
teens year-over-year on a Realogy combined basis, leading to
continued strength in revenue and EBITDA growth in the third
quarter," said Anthony E. Hull, executive vice president chief
financial officer and treasurer.  "We will provide an update on
third quarter 2013 driver trends when we hold our second quarter
conference call July 24."  At June 30, 2013, the Company's net
debt was $4.0 billion, which included $140 million of borrowings
under its revolving credit facility.

The preliminary estimate of the Company's second quarter 2013
financial results have not yet been finalized by management or
reviewed by the Company's independent registered public accounting
firm.

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

                        http://is.gd/KwlFW0

                        About Realogy Corp.

Realogy Corp. -- http://www.realogy.com/-- a global provider of
real estate and relocation services with a diversified business
model that includes real estate franchising, brokerage, relocation
and title services.  Realogy's world-renowned brands and business
units include Better Homes and Gardens Real Estate, CENTURY 21,
Coldwell Banker, Coldwell Banker Commercial, The Corcoran Group,
ERA, Sotheby's International Realty, NRT LLC, Cartus and Title
Resource Group.  Collectively, Realogy's franchise systems have
around 15,000 offices and 270,000 sales associates doing business
in 92 countries around the world.

Headquartered in Parsippany, N.J., Realogy is owned by affiliates
of Apollo Management, L.P., a leading private equity and capital
markets investor.  Realogy fully supports the principles of the
Fair Housing Act.

Realogy Holdings Corp. and Realogy Group LLC reported a net loss
attributable to the Companies of $543 million on $4.67 billion of
net revenues for the year ended Dec. 31, 2012.  Realogy Holdings
and Realogy Group incurred a net loss of $441 million on $4.09
billion of net revenues in 2011, following a net loss of $99
million on $4.09 billion of net revenues for 2010.

The Company's balance sheet at March 31, 2013, showed $7.41
billion in total assets, $5.97 billion in total liabilities and
$1.44 billion in total equity.

                        Bankruptcy Warning

"Our ability to make scheduled payments or to refinance our debt
obligations depends on our financial and operating performance,
which is subject to prevailing economic and competitive conditions
and to certain financial, business and other factors beyond our
control.  We cannot assure you that we will maintain a level of
cash flows from operating activities and from drawings on our
revolving credit facilities sufficient to permit us to pay the
principal, premium, if any, and interest on our indebtedness or
meet our operating expenses.

If our cash flows and capital resources are insufficient to fund
our debt service obligations, we may be forced to reduce or delay
capital expenditures, sell assets or operations, seek additional
debt or equity capital or restructure or refinance our
indebtedness.  We cannot assure you that we would be able to take
any of these actions, that these actions would be successful and
permit us to meet our scheduled debt service obligations or that
these actions would be permitted under the terms of our existing
or future debt agreements.

If we cannot make scheduled payments on our debt, we will be in
default and, as a result:

   * our debt holders could declare all outstanding principal and
     interest to be due and payable;

   * the lenders under our senior secured credit facility could
     terminate their commitments to lend us money and foreclose
     against the assets securing their borrowings; and

   * we could be forced into bankruptcy or liquidation," the
     Company said in its annual report for the period ended
     Dec. 31, 2012.

                           *     *     *

In the Dec. 12, 2012, edition of the TCR, Moody's Investors
Service upgraded Realogy Group LLC's Corporate Family and
Probability of Default ratings to B3.  The B3 Corporate Family
rating (CFR) incorporates Moody's view that Realogy's capital
structure has made meaningful progress towards being stabilized
following the issuance of primary equity, and is therefore more
sustainable although still highly leveraged.

As reported by the TCR on Feb. 18, 2013, Standard & Poor's Ratings
Services raised its corporate credit rating on Realogy Corp. to
'B+' from 'B'.

"The one notch upgrade in the corporate credit rating to 'B+'
reflects an increase in our expectation for operating performance
at Realogy in 2013, and S&P's expectation that total lease
adjusted debt to EBITDA will improve to the low-6x area and funds
from operations (FFO) to total adjusted debt will be improve to
the high-single-digits percentage area in 2013, mostly due to
EBITDA growth in the low- to mid-teens percentage area in 2013,"
S&P said.


REMEDENT INC: Reports $982K Net Loss in Fiscal 2013
---------------------------------------------------
Grant Thornton bedrijfsrevisoren CVBA, in Brussels, Belgium, in
their audit report on Remedent, Inc.'s consolidated financial
statements as of and for the year ended March 31, 2013, raised
substantial doubt about the Company's ability to continue as a
going concern.

The independent auditors explained that the Company incurred a net
loss of $981,936 during the year ended March 31, 2013, and as of
that date, the Company's current liabilities exceeded its current
assets by $1,337,846.  The Company also experienced cash outflows
from operations during the year ending March 31, 2013, totaling
$946,316 and had cash on hand at March 31, 2013, of $64,504.
Also, the reimbursement schedule for a long term debt commitment
has not been complied with.

The Company reported a net loss of $981,936 on $2.9 million of
sales for the year ended March 31, 2013, compared with net income
of $1.3 million on $9.7 million of sales for the year ended
March 31, 2012.

Net sales decreased by approximately 69.7% to $2,937,276 in the
year ended March 31, 2013, as compared to $9,687,292 in the year
ended March 31, 2012.  According to the regulatory filing, the
decrease in sales is primarily due to the deconsolidation of the
Company's OTC division at the quarter ending September 2011 and
also because of the deconsolidation of its Asian Division at the
end of January 2012, resulting in decreased revenue.
Additionally, included during the fiscal year ending March 31,
2012, were non-recurring royalty fees in reference to the DenMat
Distribution agreement and the non-recurring fee in connection
with the First Fit Distribution agreement.

The Company's balance sheet at March 31, 2013, showed $6.5 million
in total assets, $5.0 million in total liabilities, and
stockholders' equity of $1.5 million.

A copy of the Form 10-K is available at http://is.gd/ikQ6CX

Remedent, Inc., is a manufacturer and distributor of cosmetic
dentistry products, including a full line of professional dental
tooth whitening products which are distributed in Europe, Asia and
the United States.  The Company manufactures many of its products
in its facility in Ghent, Belgium as well as outsourced
manufacturing in its facility in Beijing, China and Ghent.  The
Company distributes its products using both its own internal sales
force and through the use of third party distributors.


RESIDENTIAL CAPITAL: Hedge Funds Balk at Deal With Insurer FGIC
---------------------------------------------------------------
Patrick Fitzgerald writing for Dow Jones' DBR Small Cap reports
that a group of hedge funds that invested in mortgage-backed
securities insured by the Financial Guaranty Insurance Co. is
objecting to the bond insurer's $596.5 million settlement with
Residential Capital LLC.

                     About Residential Capital

Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012.

Neither Ally Financial nor Ally Bank is included in the bankruptcy
filings.

ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.

ResCap disclosed $15.68 billion in assets and $15.28 billion in
liabilities as of March 31, 2012.

Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap.  Morrison & Foerster LLP is acting as legal
adviser to ResCap.  Curtis, Mallet-Prevost, Colt & Mosle LLP is
the conflicts counsel.  Rubenstein Associates, Inc., is the public
relations consultants to the Company in the Chapter 11 case.
Morrison Cohen LLP is advising ResCap's independent directors.
Kurtzman Carson Consultants LLP is the claims and notice agent.

Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.

ResCap sold most of the businesses for a combined $4.5 billion.
The Bankruptcy Court in November 2012 approved ResCap's sale of
its mortgage servicing and origination platform assets to Ocwen
Loan Servicing, LLC and Walter Investment Management Corporation
for $3 billion; and its portfolio of roughly 50,000 whole loans to
Berkshire Hathaway for $1.5 billion.

Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL CAPITAL
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by affiliates of Residential Capital LLC and its
affiliates (http://bankrupt.com/newsstand/or 215/945-7000).


RESIDENTIAL CAPITAL: Lawyers Accused of Conflict of Interest
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that an ad hoc group of holders of the 9.625 percent
junior secured notes issued by Residential Capital LLC argues that
lawyers for ResCap and the official creditors' committee have a
conflict of interest and should be barred from taking positions in
court on any dispute where one bankrupt ResCap company has a claim
against another.

According to the report, the nub of the controversy is ResCap's
proposed reorganization plan and settlement where the junior
noteholders are slated for a 71.4 percent to 77.1 percent recovery
on their $2.223 billion in claims.  The junior noteholders believe
the property underlying their claims has sufficient value so they
should be paid in full, with interest accruing after bankruptcy.
To reach full payment, the junior noteholders believe ResCap has
valid claims against affiliates.

The report notes that in papers filed in bankruptcy court last
week, junior noteholders point to positions taken by lawyers for
ResCap and the committee to the effect that claims by one company
against another have no value.  Junior noteholders contend that
the existence of potential claims by one ResCap company against
another creates a conflict of interest for the lawyers and also
for Lewis Kruger, ResCap's chief restructuring officer.

The report relates that at an Aug. 21 hearing, the junior
noteholders want the bankruptcy judge to rule that the companies'
and the committee's lawyers must sit on the sidelines whenever
there is a dispute by one entity against another.  They believe
that the intra-company claims are worth between $500 million and
"likely in excess of a billion dollars."  Separately, the junior
noteholders want the judge to rule they can participate in
mediation and not be accused of using non-public information in
trading bonds or claims.  The disclosure statement explaining
ResCap's reorganization plan comes up for approval at the same
Aug. 21 hearing in bankruptcy court.  The plan is based in large
part on a settlement where ResCap's parent Ally Financial Inc.
will pay $2.1 billion in return for a release of claims.  ResCap's
$2.147 billion in general unsecured claims are scheduled for a
distribution of 36.3 percent, according to the disclosure
statement.  Unsecured creditors with $2 billion in claims against
the so-called GMACM companies are looking at 30.1 percent.

                   About Residential Capital

Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012.

Neither Ally Financial nor Ally Bank is included in the bankruptcy
filings.

ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.

ResCap disclosed $15.68 billion in assets and $15.28 billion in
liabilities at March 31, 2012.

Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap.  Morrison & Foerster LLP is acting as legal
adviser to ResCap.  Curtis, Mallet-Prevost, Colt & Mosle LLP is
the conflicts counsel.  Rubenstein Associates, Inc., is the public
relations consultants to the Company in the Chapter 11 case.
Morrison Cohen LLP is advising ResCap's independent directors.
Kurtzman Carson Consultants LLP is the claims and notice agent.

Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.

ResCap sold most of the businesses for a combined $4.5 billion.
The Bankruptcy Court in November 2012 approved ResCap's sale of
its mortgage servicing and origination platform assets to Ocwen
Loan Servicing, LLC and Walter Investment Management Corporation
for $3 billion; and its portfolio of roughly 50,000 whole loans to
Berkshire Hathaway for $1.5 billion.

Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL CAPITAL
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by affiliates of Residential Capital LLC and its
affiliates (http://bankrupt.com/newsstand/or 215/945-7000).


REVSTONE INDUSTRIES: Lender Seeks to Put Subsidiaries in Chapter 7
------------------------------------------------------------------
Stephanie Gleason writing for Dow Jones' DBR Small Cap reports
that after more than seven months under Chapter 11 protection, the
cases of two non-operating Revstone Industries LLC subsidiaries
are draining resources from the bankruptcy estates and should be
converted to Chapter 7 liquidations, a Revstone lender argued in
court documents.

                     About Revstone Industries

Lexington, Kentucky-based Revstone Industries LLC, a maker of
truck parts, filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
No. 12-13262) on Dec. 3, 2012.  Judge Brendan Linehan Shannon
oversees the case.  In its petition, Revstone estimated under
$50 million in assets and debts.

Affiliate Spara LLC filed its Chapter 11 petition (Bankr. D. Del.
Case No. 12-13263) on Dec. 3, 2012.

Lexington-based Greenwood Forgings, LLC (Bankr. D. Del. Case No.
13-10027) and US Tool & Engineering LLC (Bankr. D. Del. Case No.
13-10028) filed separate Chapter 11 petitions on Jan. 7, 2013.
Judge Shannon also oversees the cases.

A motion for joint administration of the cases has been filed.

Duane David Werb, Esq., at Werb & Sullivan, serves as bankruptcy
counsel to Greenwood and US Tool.  Greenwood estimated $1 million
to $10 million in assets and $10 million to $50 million in debts.
US Tool & Engineering estimated under $1 million in assets and
$1 million to $10 million in debts.  The petitions were signed by
George S. Homeister, chairman.


RG STEEL: Wins Court Approval to Employ APS International as Agent
------------------------------------------------------------------
RG Steel Sparrows Point LLC received the green light from U.S.
Bankruptcy Judge Kevin Carey to hire APS International.

RG Steel tapped the firm to serve as its agent in connection with
a lawsuit it lodged against Imperial Trading Corp.  APS' primary
task as agent is to serve a complaint and summons on the
defendant.

The lawsuit is RG Steel Sparrows Point, LLC v. Imperial Trading
Corp., 13-51097, U.S. Bankruptcy Court, District of Delaware.

                          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: Wins Approval to Sell Asset to Moose One for $837,700
---------------------------------------------------------------
U.S. Bankruptcy Judge Kevin Carey gave RG Steel Wheeling LLC the
go-signal to sell a real property in Mesa County, Colorado, to
Moose One LLC for $837,700.

Judge Carey granted Moose One the benefits and protections
afforded by Section 363(m) of the Bankruptcy Code.

                          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: Group Appeals Ruling Allowing Caruso as RGSW Substitute
-----------------------------------------------------------------
A group of creditors filed an appeal to review a bankruptcy
judge's decision that authorized RG Steel Chief Financial Officer
Richard Caruso to act on behalf of RG Steel Wheeling LLC under a
trust agreement.

The group led by Richard Carter seeks to have the case heard by
the U.S. District Court for the District of Delaware.

As reported on July 5 by the Troubled Company Reporter, U.S.
Bankruptcy Judge Kevin Carey authorized Mr. Caruso to act on
behalf of the steel maker in order to direct PNC Bank N.A. to
return the funds held in trust by the bank.

RG Steel Wheeling, as successor to Wheeling-Pittsburgh Steel
Corp., is a party to a 1990 agreement between WPSC and PNC Bank
N.A.  The companies signed the agreement to establish the trust to
hold and distribute funds held in connection with WPSC's employee
benefit plans.

The appellants are represented by:

         Scott D. Cousins
         COUSINS CHIPMAN & BROWN, LLP
         1007 North Orange Street, Suite 1110
         Wilmington, Delaware 1980 1
         Telephone: (302) 295-0191
         Facsimile: (302) 295-0199
         E-mail: cousins~ccbllp.com

                - and -

         Arch W. Riley, Jr.
         SPILMAN THOMAS & BATTLE, PLLC
         1233 Main Street, Suite 4000
         Post Office Box 831
         Wheeling, West Virginia 26003-8731
         Telephone: (304) 230-6955

                          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.


RITE AID: $739.6 Million of 2017 Notes Validly Tendered
-------------------------------------------------------
Rite Aid Corporation's previously announced cash tender offer for
any and all of its outstanding 9.5 percent senior notes due 2017
expired at midnight, Eastern Time, on July 16, 2013.  As of the
Expiration Date, approximately $739.6 million aggregate principal
amount of the 2017 Notes had been validly tendered and not validly
withdrawn, representing approximately 91.31 percent of the
outstanding 2017 Notes.

All of those 2017 Notes had been validly tendered on or prior to
the consent payment deadline, which was 5:00 p.m., Eastern Time,
on July 1, 2013, and were accepted for purchase on July 2, 2013.
The remaining $70.4 million aggregate principal amount of the 2017
Notes were called for redemption on Aug. 1, 2013, and were
satisfied and discharged by the Company on July 17, 2013.

                        About Rite Aid Corp.

Drugstore chain Rite Aid Corporation (NYSE: RAD) --
http://www.riteaid.com/-- based in Camp Hill, Pennsylvania, is
one of the nation's leading drugstore chains with 4,626 stores in
31 states and the District of Columbia.

Rite Aid disclosed net income of $118.10 million on $25.39 billion
of revenue for the year ended March 2, 2013, as compared with a
net loss of $368.57 million on $26.12 billion of revenue for the
year ended March 2, 2012.  As of June 1, 2013, the Company had
$6.94 billion in total assets, $9.30 billion in total liabilities
and a $2.35 billion total stockholders' deficit.

                           *     *     *

As reported by the TCR on March 1, 2013, Moody's Investors Service
upgraded Rite Aid Corporation's Corporate Family Rating to B3 from
Caa1 and Probability of Default Rating to B3-PD from Caa1-PD.  At
the same time, the Speculative Grade Liquidity rating was revised
to SGL-2 from SGL-3.  This rating action concludes the review for
upgrade initiated on Feb. 4, 2013.

Rite Aid carries a 'B-' corporate credit rating from Standard &
Poor's Ratings Services.


RITE AID: Jean Coutu Ceased to Own Shares as of July 17
-------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, The Jean Coutu Group (PJC) Inc., Jean Coutu,
and 3958230 Canada Inc. disclosed that July 17, 2013, they ceased
own shares of common stock of Rite Aid Corporation.

PJC, on July 17, 2013, transmitted a Form 144 with the SEC
disclosing its intent to sell up to 65,401,162 shares of common
stock of Rite Aid in open market transactions.  On July 17, 2013,
PJC sold 3,950,000 shares of common stock and, on July 18, 2013,
2013, PJC sold 61,451,162 shares of common stock in brokered
transactions pursuant to Rule 144.  PJC determined to dispose of
its shares of common stock of the Company based on market
conditions at the time of the Sale.

On June 4, 2007, Rite Aid completed its acquisition of the Brooks
and Eckerd drugstore chains from PJC.  Pursuant to the terms of
the acquisition, Rite Aid paid approximately $2.36 billion in
cash, and issued 250,000,000 shares of common stock of the Company
to PJC.  The shares of common stock have been held by PJC for
investment purposes since the completion of the acquisition.

As a result of the Sale, PJC's beneficial ownership of common
stock of the Issuer fell below this threshold.  As agreed with the
Company, on July 18, 2013, Francois J. Coutu resigned from the
Board of Directors of the Company effective Oct. 30, 2013.

A copy of the amended regulatory filing is available at:

                        http://is.gd/n2MISA

                        About Rite Aid Corp.

Drugstore chain Rite Aid Corporation (NYSE: RAD) --
http://www.riteaid.com/-- based in Camp Hill, Pennsylvania, is
one of the nation's leading drugstore chains with 4,626 stores in
31 states and the District of Columbia.

Rite Aid disclosed net income of $118.10 million on $25.39 billion
of revenue for the year ended March 2, 2013, as compared with a
net loss of $368.57 million on $26.12 billion of revenue for the
year ended March 2, 2012.  As of June 1, 2013, the Company had
$6.94 billion in total assets, $9.30 billion in total liabilities
and a $2.35 billion total stockholders' deficit.

                           *     *     *

As reported by the TCR on March 1, 2013, Moody's Investors Service
upgraded Rite Aid Corporation's Corporate Family Rating to B3 from
Caa1 and Probability of Default Rating to B3-PD from Caa1-PD.  At
the same time, the Speculative Grade Liquidity rating was revised
to SGL-2 from SGL-3.  This rating action concludes the review for
upgrade initiated on Feb. 4, 2013.

Rite Aid carries a 'B-' corporate credit rating from Standard &
Poor's Ratings Services.


RIVERSIDE MEDICAL: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Riverside Medical, Inc.
        1010 Wayne Rd., Ste. 301
        Savannah, TN 38372

Bankruptcy Case No.: 13-11802

Chapter 11 Petition Date: July 15, 2013

Court: United States Bankruptcy Court
       Western District of Tennessee (Jackson)

Judge: Jimmy L. Croom

Debtor's Counsel: Michael T. Tabor, Esq.
                  203 S. Shannon
                  P.O. Box 2877
                  Jackson, TN 38302-2877
                  Tel: (731) 424-3074
                  E-mail: marissav@bellsouth.net

Scheduled Assets: $1,377,638

Scheduled Liabilities: $1,586,767

A list of the Company's 20 largest unsecured creditors, filed
together with the petition, is available for free at
http://bankrupt.com/misc/tnwb13-11802.pdf

The petition was signed by James Dave Boroughs, director and
president.


ROSETTA GENOMICS: Amends Co-Marketing Agreement with Precision
--------------------------------------------------------------
Rosetta Genomics Ltd. and its wholly owned subsidiary Rosetta
Genomics Inc. and Precision Therapeutics, Inc., have amended the
Revised Co-Marketing Agreement entered into on Oct. 11, 2012, with
an effective date of Sept. 1, 2012.  Pursuant to the Agreement,
Rosetta has granted Precision Therapeutics the co-exclusive right,
along with Rosetta, to market Rosetta's Cancer Origin Testtm
(formerly miRview(R) mets2) in the United States.  Precision
Therapeutics must use commercially reasonable efforts to market
and promote the sale of the Cancer Origin Testtm in the United
States.  Rosetta will record all revenues for Cancer Origin Testtm
sold and is responsible for sample collection, processing and
billing.

The Agreement, as amended, has an initial term of one year from
the Effective Date and will be automatically renewed for an
additional six-month period.  The Agreement may be terminated by
either party:

   (i) upon the material breach of or default by the other party,
       which breach or default is not cured within 30 days of
       notice from the non-breaching party;

  (ii) if the other party admits to being or is declared
       insolvent, or voluntary or involuntary proceedings are
       instituted by or against it in bankruptcy, or receivership,
       or for a winding-up or for the dissolution or re-
       organization of its assets, which proceedings are not
       dismissed within 30 days thereafter; and

(iii) based on medical safety, regulatory reasons, injunction
      (whether temporary or not), or if Rosetta no longer has the
       right to use any patent incorporated in the test.

In addition, Rosetta may terminate the Agreement (i) for any
reason during the Additional Period upon 30 days prior written
notice and (ii) upon 14 days prior written notice if Medicare
issues a decision not to cover the Cancer Origin Testtm or if
Medicare ceases to reimburse Rosetta for the test.

                           About Rosetta

Based in Rehovot, Israel, Rosetta Genomics Ltd. is seeking to
develop and commercialize new diagnostic tests based on a recently
discovered group of genes known as microRNAs.  MicroRNAs are
naturally expressed, or produced, using instructions encoded in
DNA and are believed to play an important role in normal function
and in various pathologies.  The Company has established a CLIA-
certified laboratory in Philadelphia, which enables the Company to
develop, validate and commercialize its own diagnostic tests
applying its microRNA technology.

Rosetta Genomics disclosed a net loss of US$10.45 million on
US$201,000 of revenue for the year ended Dec. 31, 2012, as
compared with a net loss of US$8.83 million on US$103,000 of
revenue during the prior year.  The Company's balance sheet at
Dec. 31, 2012, showed US$32.53 million in total assets, US$1.63
million in total liabilities and US$30.90 million in total
shareholders' equity.

                        Bankruptcy Warning

In its annual report for the year ended Dec. 31, 2012, the Company
said:

"We will require substantial additional funding and expect to
augment our cash balance through financing transactions, including
the issuance of debt or equity securities and further strategic
collaborations.  On December 7, 2012, we filed a shelf
registration statement on Form F-3 with the SEC for the issuance
of ordinary shares, various series of debt securities and/or
warrants to purchase any of such securities, either individually
or in units, with a total value of up to $75 million, from time to
time at prices and on terms to be determined at the time of such
offerings.  The filing was declared effective on December 19,
2012.  However there can be no assurance that we will be able to
obtain adequate levels of additional funding on favorable terms,
if at all.  If adequate funds are not available, we may be
required to:

   * delay, reduce the scope of or eliminate certain research and
     development programs;

   * obtain funds through arrangements with collaborators or
     others on terms unfavorable to us or that may require us to
     relinquish rights to certain technologies or products that we
     might otherwise seek to develop or commercialize
     independently;

   * monetizing certain of our assets;

   * pursue merger or acquisition strategies; or

   * seek protection under the bankruptcy laws of Israel and the
     United States."


ROTHSTEIN ROSENFELDT: Plan Confirmed for Ponzi Schemer's Firm
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that creditors of the law firm run by admitted Ponzi
schemer Scott Rothstein will soon be receiving recoveries on their
claims following the bankruptcy judge's signature July 17 on a
confirmation order approving the firm's liquidating Chapter 11
plan.

According to the report, in April the trustee for the firm
Rothstein Rosenfeldt Adler PA was dealt a defeat when the
bankruptcy judge in Fort Lauderdale, Florida, refused to approve a
disclosure statement explaining a prior version of the plan.
Trustee Herbert Stettin modified the plan, winning support from
the official creditors' committee and the judge the second time
around.

The report notes that the changes forestalled a movement by
dissident creditors for conversion of the Chapter 11 case to
liquidation in Chapter 7.  The revised plan, filed in May, is
centered around a $72.4 million settlement payment from TD Bank
NA.  In response to creditor objections, the payment is made in
sooner and third party releases were cut back.  The committee
selects the liquidating trustee, who is predicted in disclosure
materials to pay unsecured creditors in full eventually.

                   About Rothstein Rosenfeldt

Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler
PA -- http://www.rra-law.com/-- was suspected of running a
$1.2 billion Ponzi scheme.  U.S. authorities claimed in a civil
forfeiture lawsuit filed Nov. 9, 2009, that Mr. Rothstein, the
firm's former chief executive officer, sold investments in non-
existent legal settlements.  Mr. Rothstein pleaded guilty to five
counts of conspiracy and wire fraud on Jan. 27, 2010.

Creditors of Rothstein Rosenfeldt Adler signed a petition sending
the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No.
09-34791).  The petitioners include Bonnie Barnett, who says she
lost $500,000 in legal settlement investments; Aran Development,
Inc., which said it lost $345,000 in investments; and trade
creditor Universal Legal, identified as a recruitment firm, which
said it is owed $7,800.  The creditors alleged being owed money
invested in lawsuit settlements.

Herbert M. Stettin, the state-court appointed receiver for
Rothstein Rosenfeldt, was officially carried over as the
Chapter 11 trustee in the involuntary bankruptcy case.

On June 10, 2010, Mr. Rothstein was sentenced to 50 years in
prison.

The official committee of unsecured creditors appointed in the
case is represented by Michael Goldberg, Esq., at Akerman
Senterfitt.


RTS OIL: Incurs $1-Mil. Net Loss in Fiscal 2013
-----------------------------------------------
RTS Oil Holdings, Inc., formerly Geo Point Technologies, Inc.,
filed on June 16, 2013, its annual report on Form 10-K for the
year ended March 31, 2013.

Mantyla McReynolds LLC, in Salt Lake City, Utah, raised
substantial doubt about RTS Oil's ability to continue as a going
concern.  The independent auditors noted that the Company has
incurred significant losses and negative cash flows from operating
activities since inception, has negative working capital and an
accumulated deficit, is in default on certain debt, and is
dependent on additional debt or equity financing in order to
continue its operations.

The Company reported a net loss of $1.03 million on $160,703 of
revenues for the year ended March 31, 2013, compared with a net
loss of $2.34 million on $246,239 of revenues for the year ended
March 31, 2013.

The Company's balance sheet at March 31, 2013, showed
$4.17 million in total assets, $3.93 million in total current
liabilities, and stockholders' equity of $243,036.

A copy of the Form 10-K is available at http://is.gd/1iWAbZ

Salt Lake City-based RTS Oil Holdings, Inc. (formerly Geo Point
Technologies, Inc.) owns and operates an oil refinery in Karatau,
Kazakhstan, that refines crude oil into diesel fuel, gasoline, and
mazut, a heating oil.


SAN JOSE FINANCING: Fitch Affirms 'BB' Revenue Bonds Ratings
------------------------------------------------------------
Fitch Ratings has affirmed the 'BB' rating on the following
San Jose Financing Authority parking revenue bonds.

-- $33.4 million parking revenue bonds.

The Rating Outlook is Stable.

Security

The bonds are special limited obligations of the authority,
secured by a pledge of surplus tax increment revenues (tax
revenue) from the redevelopment agency (subordinate to senior and
subordinate tax allocation bonds) and gross parking revenue from
the city's parking enterprise fund.

Key Rating Drivers

REDUCED PLEDGED REVENUES: The 'BB' rating reflects the performance
of the parking fund and the city's legal commitment to replenish
the operating reserve. Surplus tax revenue is not expected to be
available to support debt service payments in fiscal 2014 or in
the near future even with significant project area assessed
valuation (AV) growth in fiscal 2014.

PARKING FUND FINANCIAL PROFILE: The parking fund's financial
profile is weak as persistent operating deficits and loans to the
redevelopment agency have eroded historically strong reserves.
Current reserve levels are adequate for the rating but likely to
continue declining.

OPERATING RESERVE: The city's pledge to maintain a parking system
operating reserve equal to 25% of expected expenditures becomes
increasingly important as the likelihood of a call on that reserve
increases. The city (implied ULTGO rating of 'AA+') has not needed
to contribute to the reserve to date, but Fitch views the city's
capacity and willingness to meet its obligations as key to
supporting the current rating.

COMPETITIVE PARKING SYSTEM: The parking system benefits from its
strong competitive position, including its monopoly over essential
on-street parking spaces, the diversity of its parking locations
and parking options, and moderate degree of revenue raising
flexibility.

ECONOMIC CONDITIONS DRIVE DEMAND: The parking system is exposed to
broader economic trends which include a recovering but still below
pre-recession level of economic activity resulting in a still
elevated office vacancy rate and reduced demand for parking.

RATING SENSITIVITIES

SURPLUS TAX REVENUES: An increase in surplus tax revenues
sufficient to support debt service, while not anticipated in the
near term, would be a credit positive and may result in upward
rating action.

CREDIT PROFILE

NO SURPLUS TAX REVENUE AVAILABLE IN FISCAL 2014

Surplus tax revenues are not expected to be available to pay debt
service in fiscal 2014, continuing a multi-year trend of relying
on parking system revenues and reserves to make full and timely
payments.

The 'BB' rating reflects Fitch's view that surplus tax revenues
are unlikely to be available in the near future. However,
prospects for the availability of surplus tax revenue have
improved due to a significant 11.39% increase in project area
assessed value for fiscal 2014 and a recent court decision that
would increase the incremental tax revenue available to the
agency. The ruling will take effect on Aug. 20, 2013, unless
appealed. Fitch's analysis does not assume receipt of additional
funds given the uncertainty regarding a potential appeal of the
court's decision.

Fitch would view the restoration of the agency's capacity to make
debt service payments from surplus tax revenues positively.

PARKING FUND'S WEAK FINANCIAL PROFILE

The parking fund's financial performance improved in fiscal 2012,
as expected, as the agency was able to use one-time funds to make
a portion of the debt service payment. However, the parking fund
resumed full debt service payments in fiscal 2013 and is expected
to do so again in fiscal 2014 leading to projected deficits for
both years. The parking fund is expected to record a deficit of
nearly $1.2 million (budgetary basis) for fiscal 2013, based upon
unaudited results. Fitch expects the budgetary deficit for fiscal
2014 to increase to approximately $2.2 million.

The city has implemented both parking rate increases and
expenditure reductions to improve the fund's financial
performance. These changes have improved the fund's financial
performance, but operating revenue may not be sufficient to cover
debt service and operating and maintenance (O&M) costs on a
permanent basis.

The parking fund's historically strong reserves have been greatly
reduced through operating deficits and loans to the agency for the
purpose of making debt service payments on the bonds. The loans,
totaling $13.5 million, were written off in fiscal 2012, as
expected, as they were not deemed enforceable obligations of the
agency. At the end of fiscal 2012, the parking fund retained
approximately $12.9 million in unrestricted cash reserves. Fitch
views the cash balance as adequate for the rating but unlikely to
support the fund's indefinite payment of debt service on a stand-
alone basis given historical operating performance.

IMPORTANCE OF CITY COMMITMENT

The city has legally pledged to maintain an operation and
maintenance reserve fund within the parking fund equal to 25% of
O&M expenses. Fitch views the city's commitment as a key rating
driver given the weakening performance of pledged revenues. The
'BB' rating incorporates the likelihood that parking revenues will
be insufficient in the near-to-medium term, triggering a call on
the operating reserve and replenishment by the city pursuant to
the City Parking Pledge Agreement.

PARKING SYSTEM'S GOOD FUNDAMENTALS

The city's parking system includes eight garages, nine parking
lots, and on-street metered spaces. The city estimates that the
city's system accounts for about 36% of the total publicly
available parking supply in the downtown area.

Parking demand is generated through a diverse set of activities,
including daily work commuters, special event attendees, and
short-term parking. Increased economic activity in the downtown
area has increased parking demand with daytime occupancy rates
rising modestly to 51% in fiscal 2013, up 1% from the previous
year. However, city officials noted that stronger demand was
recorded later in the year and trends are expected to continue in
a positive direction, supported by declining commercial vacancy
rates and generally increased activity.

San Jose is sizeable, covering over 178 square miles at the
southern end of the San Francisco Bay. The city is the largest in
the Bay Area with an estimated population of nearly 1 million, and
the third largest in the state. Its economy, like that of the
region, continues to be tied to the high technology sector. The
city benefits from its proximity to several universities, an
abundance of venture capital companies, and a highly educated,
affluent workforce.


SCH CORP: Dist. Court Says CFI's Appeal on Case Dismissal Is Moot
-----------------------------------------------------------------
In a July 8, 2013 Memorandum Order available at
http://is.gd/6jJ1HHfrom Leagle.com, District Judge Sue L.
Robinson granted Carl Singley's motion to dismiss the appeal filed
by CFI Class Action Claimants.

CFI's appeal challenged a bankruptcy court's oral ruling denying
CFI's motion to dismiss the bankruptcy cases of SCH Corp., et al.
CFI's appeal is equitably moot, the judge held.

Mr. Singley is the disbursing agent, litigation designee and
responsible officer for Liquidating Debtors SCH Corp., American
Corrective Counselling SErvices, Inc. and ACCS Corp.  The Debtors
filed for bankruptcy on Jan. 19, 2009 (Bankr. D. Del. Case No.
09-10198).  The Debtors obtained confirmation of an amended
Chapter 11 plan on Nov. 2, 2009, which plan was declared effective
on Dec. 21, 2009.  Before filing for bankruptcy, class action
litigations against the debtors occurred in various states,
alleging violations of the Fair Debt Collection Practices Act and
similar state statutes.  Plaintiffs in California, Florida and
Indiana were given the acronym "CFI Claimants".

The appeals case is CFI CLASS ACTION CLAIMANTS, Appellants,
v. CARL SINGLEY, Appellee, Civ. No. 12-1577-SLR.

CFI Class Action Claimants are represented by Christopher D.
Loizides, Esq., of Loizides & Associates.

Carl Singley is represented by Anthony Michael Saccullo, Esq., and
Thomas Henry Kovach, Esq., of A M Saccullo Legal, LLC; as well as
Daniel Kevin Astin, Esq. -- dastin@ciardilaw.com , John Daniel
McLaughlin, Jr., Esq. -- cmclaughlin@ciardilaw.com , and Joseph J.
McMahon, Jr. -- jmcmahon@ciardilaw.com -- of  Ciardi Ciardi &
Astin.


SCHOOL SPACE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: School Space Solutions LLC
        19069 Van Buren Boulevard, Ste 114-441
        Riverside, CA 92508

Bankruptcy Case No.: 13-22184

Chapter 11 Petition Date: July 17, 2013

Court: United States Bankruptcy Court
       Central District of California (Riverside)

Judge: Scott C. Clarkson

Debtor's Counsel: Daniel A. Higson, Esq.
                  HIGSON CHENEY MANSFIELD, PC
                  1835 Knoll Dr
                  Ventura, CA 93003
                  Tel: (805) 642-6405
                  Fax: (805) 642-4648
                  E-mail: deanna@hcmlawfirm.com

Scheduled Assets: $393,012

Scheduled Liabilities: $1,084,106

A copy of the Company's list of its 20 largest unsecured
creditors, filed together with the petition, is available for free
at http://bankrupt.com/misc/cacb13-22184.pdf

The petition was signed by Darin W. Shoemaker, managing member.


SEAN DUNNE: Denied Stay by U.S. Court; Irish Bankruptcy Can Begin
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Sean Dunne, an Irish real estate developer, failed to
persuade the bankruptcy judge in Connecticut in the U.S. to bar
Ulster Bank Ireland Ltd. from initiating a parallel bankruptcy in
Ireland.

Saying he has resided in the U.S. with his wife and children for
more than three years, Mr. Dunne filed a Chapter 7 bankruptcy
petition in Connecticut in March.

According to the report, the bankruptcy judge ruled in June that
the bank could initiate a parallel bankruptcy against Dunne in
Ireland.  Mr. Dunne appealed.  While the appeal is pending, Dunne
wanted the bankruptcy court to grant a stay pending appeal, so the
bank would be precluded from beginning the Irish bankruptcy until
the appeal is decided.

The report notes that in a 14-page opinion on July 18, U.S.
Bankruptcy Judge Alan H.W. Shiff in Bridgeport, Connecticut,
denied the stay.  He said that Dunn "will not be irreparably
injured absent a stay."  Judge Shiff is allowing the bank only to
conduct initial proceedings in Ireland, first to determine whether
Mr. Dunne should be bankrupt and then to select a trustee.  Judge
Shiff isn't permitting further proceedings at this time.

The report relates that Mr. Dunne has the right to request a stay
from a federal district judge now that he was denied a stay by
Judge Shiff.  Mr. Dunne's Chapter 7 trustee, Richard M. Coan,
agreed with the idea of having a parallel bankruptcy in Ireland.
He said Dunne's "Irish connections are paramount." The U.S. court
authorized Coan to "minimize costs" on matters "more properly
resolved" in the Irish bankruptcy.  Ulster Bank began involuntary
bankruptcy proceedings in Ireland six week before Mr. Dunne filed
for Chapter 7 bankruptcy in the U.S.  The U.S. proceedings
automatically stopped the bank from serving papers on Mr. Dunne
commencing the Irish bankruptcy in earnest.

                        About Sean Dunne

Irish real estate developer Sean Dunne filed a liquidating
Chapter 7 bankruptcy petition (Bankr. D. Conn. Case No. 13-50484)
on March 30, 2013, in Bridgeport, Connecticut.  Mr. Dunne says he
now lives and works in Connecticut.

Mr. Dunne said he filed for bankruptcy in the U.S. because Ulster
Bank was applying to an Irish court for permission to commence
bankruptcy proceedings there.

The formal lists of property and debt Dunne filed in May in the
U.S. court shows assets with a total claimed value of $55.2
million and liabilities totaling $942.2 million.  The assets
include $40.8 million of real estate, all in Ireland. Among the
$280.2 million in secured creditors and $612.2 million in
unsecured creditors, almost all are in Ireland.


SHAMROCK-HOSTMARK: Hearing on Plan Outline Continued to Aug. 27
---------------------------------------------------------------
The hearing to consider the approval of the disclosure statement
describing Shamrock-Hostmark Princeton Hotel, LLC's Chapter 11
Plan has been continued to Aug. 27, 2013, at 10:00 a.m.

As reported in the Troubled Company Reporter on May 1, 2013,
according to the Disclosure Statement, the Debtors intend to
emerge from bankruptcy by restructuring their debts and ownership
through an equity commitment from the venture.  The Debtors'
interests and properties will vest 100 percent in the Venture,
which will be comprised of equity investor HCK2 Capital Ventures,
LLC and Shamrock-Hostmark Hotel Fund, L.P. and which will repay
lender's secured claims over seven years pursuant to modified loan
terms.  Payments to creditors will be funded from the equity
contribution.

A copy of the Disclosure Statement is available for free at
http://bankrupt.com/misc/SHAMROCK-HOSTMARK_ds.pdf

                      About Shamrock-Hostmark

Schaumburg, Ill.-based Shamrock-Hostmark Princeton Hotel,
LLC, filed for Chapter 11 protection (Bank. N.D. Ill. Case No.
12-25860) on June 27, 2012.  William Gingrich signed the petition
as vice president-CFO, of Hostmark Hospitality Group.  Shamrock-
Hostmark Princeton Hotel disclosed $522,413 in assets and
$15,457,812 in liabilities as of the Chapter 11 filing.  Judge
Jacqueline P. Cox presides over the case.

Shamrock-Hostmark Andover and four affiliates are units of
investment fund Shamrock-Hostmark Hotel Fund that own hotels.
Shamrock-Hostmark Princeton owns the DoubleTree by Hilton Hotel
Princeton located in Princeton, New Jersey.  Shamrock-Hostmark
Texas owns Crowne Plaza Hotel in San Antonio, TX.  Shamrock-
Hostmark Palm owns Embassy Suites Palm Desert in Palm Desert, CA.
Shamrock-Hostmark Andover owns the Wyndham Boston Andover in
Andover, MA.  Shamrock-Hostmark Tampa owns the DoubleTree by
Hilton Hotel Tampa Airport - Westshore in Tampa, FL.

Brian A. Audette, Esq., David J. Gold, Esq., David M. Neff, Esq.,
and Eric E. Walker, Esq., at Perkins Coie LLP, in Chicago,
Illinois, represent the Debtor as counsel.


SHILO INN: Court to Hold Final Hearing on Cash Use on July 30
-------------------------------------------------------------
On July 30, 2013, the U.S. Bankruptcy Court for the Central
District of California will hold a hearing to consider the entry
of an order authorizing Shilo Inn, Twin Falls, LLC, et al., to use
cash collateral of California Bank and Trust on a final basis, in
accordance with the Debtors' operating budgets.

CBT is the primary, senior secured lender in each of the Debtors'
seven cases, and in each instance, CBT has a secured lien on the
seven Hotels and an interest in their cash collateral.

The Debtors will use cash collateral to pay the expenses of
maintaining and operating the Hotels, as set forth in the Budgets.
Any opposition or response to the Motion must be filed no later
than fourteen (14) days before the hearing on the Motion.

The Debtors submitted operating budgets covering the period from
Aug. 1, 2013, to Dec. 31, 2013.

                    About Shilo Inn, Twin Falls

Shilo Inn, Twin Falls, LLC, and six affiliates filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 13-21601) on May 1, 2013.
Judge Vincent P. Zurzolo presides over the case.  Shilo Inn, Twin
Falls estimated assets of at least $10 million and debts of at
least $1 million.

Shilo Inn, Twin Falls; Shilo Inn, Nampa Blvd, LLC; Shilo Inn,
Newberg, LLC; Shilo Inn, Seaside East, LLC, Shilo Inn, Moses Lake,
Inc.; and Shilo Inn, Rose Garden, LLC each operates and owns a
hotel.  California Bank and Trust is the primary, senior secured
lender for each of the Debtors.

The Debtors sought Chapter 11 protection after CBT on May 1, 2013,
filed for receiverships in district court.

John-Patrick M, Fritz, Esq., and David B. Golubchik, Esq., at
Levene Neale Bender Rankin, et al., in Los Angeles, represent
Shilo Inn, Twin Falls, LLC, as counsel.


SHILO INN: Files Schedules of Assets and Liabilities
----------------------------------------------------
Shilo Inn, Twin Falls, LLC, has filed with the U.S. Bankruptcy
Court for Central District of California its schedules of assets
and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $10,500,000
  B. Personal Property              $369,582
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $10,621,439
  E. Creditors Holding
     Unsecured Priority
     Claims                                            $9,956
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                           $54,215
                                  -----------     -----------
        TOTAL                     $10,869,582     $10,685,611

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

                      About Shilo Inn, Twin Falls

Shilo Inn, Twin Falls, LLC, and six affiliates filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 13-21601) on May 1, 2013.
Judge Richard M. Neiter presides over the case.  Shilo Inn, Twin
Falls estimated assets of at least $10 million and debts of at
least $1 million.

Shilo Inn, Twin Falls; Shilo Inn, Nampa Blvd, LLC; Shilo Inn,
Newberg, LLC; Shilo Inn, Seaside East, LLC, Shilo Inn, Moses Lake,
Inc.; and Shilo Inn, Rose Garden, LLC each operates and owns a
hotel.  California Bank and Trust is the primary, senior secured
lender for each of the Debtors.

The Debtors sought Chapter 11 protection after CBT on May 1, 2013,
filed for receiverships in district court.

David B. Golubchick, Esq., at Levene, Neale, Bender, Yoo & Brill
LLP, represents the Debtor in its restructuring effort.


SHUANEY IRREVOCABLE: Hires Wilson Harrell as Attorney
-----------------------------------------------------
Shuaney Irrevocable Trust asks the U.S. Bankruptcy Court for
permission to employ J. Steven Ford, Esq. of the law firm Wilson,
Harrell, Farrington, Ford, Wildon, Spain, & Parson, PA as attorney
under a general retainer.

According to papers filed by the Debtor in court, J. Steven Ford
has disclosed to the Debtor that he or other members of his firm
have previously represented two of the Debtor's creditors in
unrelated matters which the Debtors believes will not adversely
affect Mr. Ford's representation of the Debtor.  Mr. Ford has also
represented Paradise Liquors of the Emerald Coast, LLC, in a
Chapter 11 case filed Feb. 17, 2012 and dismissed March 6, 2012.

The Shuaney Irrevocable Trust owns a 15% interest in Paradise
Liquors of the Emerald Coast, LLC.

                About Shuaney Irrevocable Trust

Shuaney Irrevocable Trust, in Fort Walton Beach, Florida, filed
for Chapter 11 bankruptcy (Bankr. N.D. Fla. Case No. 11-31887) on
Dec. 1, 2011.  The Debtor scheduled $20,996,723 in assets and
$19,625,890 in debts.  The Law Office of Mark Freund serves as
counsel to the Debtor.  Judge William S. Shulman presides over the
case.

The U.S. Trustee for Region 21 was unable to appoint an Official
Committee of Unsecured Creditors of Shuaney Irrevocable Trust.


SKRO FAMILY: Loan Agreement Extension Approved
----------------------------------------------
Judge Sidney B. Brooks of the U.S. Bankruptcy Court for the
District of Colorado approved the extension of the loan agreement
between JSGE, LLC, a Colorado limited liability company, the
Estate of Jannie Richardson, and The SRKO Family Limited
Partnership, as the borrower.

                   About The SRKO Family LP

The SRKO Family Limited Partnership, dba Colorado Crossing, is
based in Colorado Springs, Colorado.  SRKO Family is the owner of
the financially troubled Colorado Crossing project.  The Company
was run by Colorado Springs developer Jannie Richardson.

The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Colo. Case No. 10-13186) on Feb. 19, 2010.  The Debtor disclosed
$34,421,448 in assets and $80,619,854 in liabilities as of the
Petition Date.  Lee M. Kutner at Kutner Miller Brinen, P.C.
represents the Debtor.

On March 11, 2011, the Bankruptcy Court entered an order approving
a stipulation pursuant to which the Chapter 11 trustee in the
affiliated Richardson Chapter 11 case (Case No. 10-16450) was
named as the manager of the Debtor's general partner.  Craig A.
Christensen, Esq., at Lindquist & Vennum LLP, represents C. Randel
Lewis, the Chapter 11 trustee of the Jannie Richardson bankruptcy
estate.


SONA MOBILE: Contract Breach Suit v. eBet Goes to SDNY Court
------------------------------------------------------------
In the adversary complaint TIMOTHY S. CORY; WILLIAM A. LEONARD;
and LENARD E. SCHWARTZER; Plaintiffs, v. eBET LIMITED; eBET
SERVICES PTY, LTD.; and ANTHONY P. TOOHEY; Defendants, Adv. No.
11-01118-BTB (D. Nev.), Judge Philip M. Pro granted:

   (1) Defendant Anthony P. Toohey's Motion to Dismiss Amended
       Adversary Complaint; and

   (2) Defendants eBet Limited and eBet Services Pty, Ltd.'s
       Motion to Dismiss;

to the extent that the Court will enforce the forum selection
clause.  Accordingly, Judge Pro directed the Clerk of Court to
transfer the action to the U.S. District Court for the Southern
District of New York.

The Plaintiffs will have 30 days from the date the case is
transferred to file a copy of the Amended Complaint with the New
York District Court.

The parties' dispute stems from a pre-bankruptcy agreement where
the eBet Defendants agreed to provide consulting, maintenance, and
financial services for the Sona Companies.  The Master Services
Agreement contains a forum selection clause stating that New York
courts have exclusive jurisdiction over any dispute that "arises
out or in connection with" the MSA.  Plaintiffs allege that eBet
CEO Anthony Toohey breached his duty of loyalty to the Sona
Companies by acting on both sides of a transaction between the
Sona Companies and the eBet Defendants in a self interested manner
that harmed the Sona Companies' shareholders, eventually forcing
the Sona Companies into bankruptcy.  Plaintiffs also allege Mr.
Toohey breached his duty of care to the Sona Companies in various
ways.

A copy of Judge Pro's July 5, 2013 Order is available at
http://is.gd/7rxALufrom Leagle.com.

eBET Defendants and Anthony P. Toohey are represented by Robert S.
Larsen, Esq. -- rlarsen@gordonrees.com , Robert E Schumacher, Esq.
-- rschumacher@gordonrees.com , and Stephanie J Smith, Esq. --
ssmith@gordonrees.com of Gordon & Rees LLP.

Defendants Timothy S. Cory, William A. Leonard, and Lenard E.
Schwartzer are represented by Duane H Gillman, Esq. --
dgillman@djplaw.com -- and Jessica G Peterson, Esq. --
jpeterson@djplaw.com -- of Durham Jones & Pinegar.

                       About Sona Mobile

Based in New York, Sona Mobile Holdings Corp. is a software and
service provider  specializing in value-added services to data-
intensive vertical and horizontal market segments including the
gaming industry.  Debtors Sona Mobile Holdings Corp., Sona
Innovations, Inc., and Sona Mobile, Inc. filed for voluntary
bankruptcy in the U.S. Bankruptcy Court for the District of Nevada
on March 30, 2009.  Timothy S. Cory is the chapter 7 trustee of
Sona Mobile Holdings Corp., William A. Leonard is the chapter 7
trustee of Sona Innovations, Inc., and Lenard E. Schwartzer is the
chapter 7 trustee of Sona Mobile, Inc.


SOUTH SHORE FISHERIES: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Debtor: South Shore Fisheries, Ltd.
        395 West Montauk Highway
        Lindenhurst, NY 11725

Bankruptcy Case No.: 13-73697

Chapter 11 Petition Date: July 15, 2013

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

Judge: Alan S. Trust

Debtor's Counsel: Michael J. Macco, Esq.
                  MACCO & STERN LLP
                  135 Pinelawn Road, Suite 120 South
                  Melville, NY 11747
                  Tel: (631) 549-7900
                  Fax: (631) 549-7845
                  E-mail: lsimms@maccosternlaw.com

Estimated Assets: $0 to $50,000

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

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

The petition was signed by Salvatore Gambino, Jr., president.


SPECTRASCIENCE INC: Michael Oliver Named CFO
--------------------------------------------
The Board of Directors of SpectraScience, Inc., appointed Michael
P. Oliver, the Company's president and chief executive officer, as
the Company's chief financial officer effective July 15, 2013.
Mr. Oliver will continue under his prior compensation arrangement
without change.

Mr. Oliver, 64, joined the Company as President and Chief
Executive Officer in November 2010, and was elected a director in
February 2011.  Before joining the Company and since 2007, Mr.
Oliver was Executive Vice President for Worldwide Marketing and
Business Development for Silicon Border Development, a privately-
owned developer of industrial properties for high technology
companies.  From 2004 to 2007, Mr. Oliver was a Senior Vice
President at Thomas Group, a consultancy that specialized in
operational improvement.  From 1998 to 2003, Mr. Oliver was
engaged as in a business development role with
PricewaterhouseCoopers working with medical device and technology
companies.  From 1990 to 1998, Mr. Oliver was a member of four
separate management teams that took struggling medical device
companies, increased their revenues and profitability and sold
them to strategic buyers.  In those companies he served in the
capacity of head of sales and marketing and, in two cases, had
major operational responsibilities as well.  He began his career
with American Hospital Supply Corporation serving in a variety of
sales, marketing and general management positions.  Mr. Oliver
received his MSA from George Washington University and his BS from
the United States Naval Academy.

                        About SpectraScience

San Diego, Cal.-based SpectraScience, Inc., focuses on
developing its WavSTAT(R) Optical Biopsy System.  The WavSTAT
employs a non-significant risk technology that optically
illuminates tissue in real-time to distinguish between normal and
pre-cancerous or cancerous tissue.

McGladrey LLP, in Des Moines, Iowa, expressed substantial doubt
about SpectraScience, Inc.'s ability to continue as a going
concern.  The independent auditors noted that the Company has
suffered recurring losses from operations and its ability to
continue as a going concern is dependent on the Company's ability
to attract investors and generate cash through issuance of equity
instruments and convertible debt.

The Company reported a net loss of $9.1 million on $461,296 of
revenue in 2012, compared with a net loss of $4.8 million on
$26,735 of revenue in 2011.  The Company's balance sheet at
March 31, 2013, showed $2.60 million in total assets, $6.47
million in total liabilities, all current, and a $3.86 million
total shareholders' deficit.


SPENDSMART PAYMENTS: 662,540 Original Warrants Tendered
-------------------------------------------------------
The SpendSmart Payments Company consummated its offer to amend
certain of its outstanding warrants to purchase an aggregate of
2,529,572 shares of the Company's common stock, including:

   (i) outstanding warrants to purchase an aggregate of 634,916
       shares of the Company's common stock issued to investors
       participating in the Company's private placement financing
       completed on Dec. 13, 2012, and  Nov. 30, 2012, of which
       541,667 are exercisable at an exercise price of $7.50 per
       share and 93,249 are exercisable at an exercise price of
       $9.00 per share;

  (ii) outstanding warrants to purchase an aggregate of 1,016,518
       shares of the Company's common stock issued to investors
       participating in the Company's private placement financings
       closed on July 19, 2012, June 20, 2012,
       May 24, 2012, and March 31, 2012, of which 833,333 are
       exercisable at an exercise price of $7.50 per share and
       183,185 are exercisable at an exercise price of $9.00 per
       share;

(iii) outstanding warrants to purchase an aggregate of 446,188
       shares of the Company's common stock issued to investors
       participating in the Company's private placement financing
       completed on Oct. 21, 2011, and Nov. 21, 2011, of which
       333,334 are exercisable at an exercise price of $7.50 per
       share and 112,854 are exercisable at an exercise price of
       $9.00 per share; and

  (iv) outstanding warrants to purchase an aggregate of 431,950
       shares of the Company's common stock issued to investors
       participating in the Company's private placement financings
       closed on Nov. 16, 2010, of which 125,000 are exercisable
       at an exercise price of $6.00 per share and 306,950 are
       exercisable at an exercise price of $9.00 per share.

The Offer to Amend and Exercise expired at 5:00 p.m. Eastern Time
on July 15, 2013.  Pursuant to the Offer to Amend and Exercise, an
aggregate of 662,540 Original Warrants were tendered by their
holders and were amended and exercised in connection therewith for
an aggregate exercise price of approximately $1,490,715, including
the following: 85,974 $9.00 December Warrants; 99,703 $9.00
Investor Warrants; 83,334 $7.50 Investor Warrants; 82,408 $9.00
2011 Warrants; 93,751 $7.50 2011 Warrants; 154,870 $9.00 2010
Warrants; and 62,500 $6.00 2010 Warrants.

Following the amendment and exercise of the 662,540 Original
Warrants, the Company had 9,906,421 shares of common stock issued
and outstanding.

                          About SpendSmart

San Diego, Cal.-based The SpendSmart Payments Company is a
Colorado corporation.  Through the Company's subsidiary
incorporated in the state of California, The SpendSmart Payments
Company, the Company issues and services prepaid cards marketed to
young people and their parents.  The Company is a publicly traded
company trading on the OTC Bulletin Board under the symbol "SSPC."

The Company's balance sheet at March 31, 2013, showed
$2.77 million in total assets, $1.82 million in total current
liabilities, and stockholders' equity of $947,763.


SPIRE CORP: Common Stock Delisted From NASDAQ
---------------------------------------------
The NASDAQ Stock Market LLC notified the U.S. Securities and
Exchange Commission regarding the removal of Spire Corp's common
stock from the Exchange.

As previously disclosed, on June 26, 2012, Spire Corp received a
notice from Nasdaq advising the Company that for 30 consecutive
trading days preceding the date of the notice, the bid price of
the Company's common stock had closed below the $1.00 per share
minimum required for continued listing on The Nasdaq Capital
Market pursuant to Nasdaq Marketplace Rule 5550(a)(2).  The
Company was given 180 calendar days, or until Dec. 24, 2012, to
regain compliance with the Minimum Bid Price Rule.  On Dec. 26,
2012, the Company received a notice from Nasdaq indicating that
the Nasdaq staff had determined that the Company was eligible for
an additional 180 calendar day period, or until June 24, 2013, to
demonstrate compliance with the Minimum Bid Price Rule.  The
Company was not able to regain compliance by June 24, 2013.

The Company did not appeal the Staff's delisting determination.

                          About Spire Corp

Bedford, Massachusetts-based Spire Corporation currently develops,
manufactures and markets customized turn-key solutions for the
solar industry, including individual pieces of manufacturing
equipment and full turn-key lines for cell and module production
and testing.

McGladrey LLP, in Boston, Massachusetts, expressed substantial
doubt about Spire Corporation's ability to continue as a going
concern.  The independent auditors noted that during the year
ended Dec. 31, 2012, the Company incurred a loss from continuing
operations of $4.8 million and continuing operating cash flows
used $6.9 million in cash.  In addition, the independent auditors
noted that the Company's credit agreements are due to expire on
June 29, 2013.

The Company reported a net loss of $1.9 million on total net sales
and revenues of $22.1 million in 2012, compared with a net loss of
$1.5 million on total net sales of $58.7 million in 2011.  The
Company's balance sheet at March 31, 2013, showed $15.06
million in total assets, $9.88 million in total liabilities and
$5.18 million in total stockholders' equity.


SPIRIT REALTY: Completes $7.4 Billion Merger with Cole Credit
-------------------------------------------------------------
Spirit Realty Capital, Inc., and Cole Credit Property Trust II,
Inc., completed their merger on July 17, 2013.  The transaction
was previously approved by both companies' stockholders at
meetings held on June 12, 2013.

The combined company is one of the largest publicly traded net-
lease real estate investment trusts (REITs) in the United States,
owning approximately 1,900 properties in 48 states.  As a result
of the merger, the company also has significantly enhanced scale
and scope, a more diversified portfolio of high-quality real
estate assets and enhanced access to capital.

"The successful completion of this transformative merger
establishes us as one of the leaders in the dynamic and attractive
net-lease sector of the REIT market, which continues to be an area
of increasing focus for institutional investors," said Thomas H.
Nolan, Jr., chairman and chief executive officer of Spirit Realty
Capital.  "By combining with CCPT II, we have made significant
progress on the strategic objectives we articulated at the time of
our IPO less than one year ago.  The new company's diversified
portfolio and flexible balance sheet will enable us to capitalize
on a range of future opportunities, including both organic direct
portfolio acquisitions and strategic transactions.  We remain
focused on improving our portfolio diversity and scaling our
business in order to continue to deliver a durable and growing
dividend to shareholders."

The combined entity retains the Spirit Realty Capital name and
will list its common shares on the New York Stock Exchange (NYSE)
under the existing ticker symbol "SRC" beginning July 18, 2013.
Spirit Realty Capital stockholders received a fixed exchange ratio
of 1.9048 shares of common stock of the combined company for each
share of Spirit Realty Capital common stock owned.  Based on
Spirit Realty Capital's closing price of $18.55 per share on
July 16, 2013, the inverse exchange ratio is valued at $9.74 per
CCPT II share and reflects a positive cumulative total return for
CCPT II stockholders.

Marc Nemer, chief executive officer of Cole Real Estate
Investments, Inc., parent company of CCPT II's sponsor and
manager, said: "From the outset, we have been confident that this
transaction is in the best interest of stockholders.  The
successful completion of this merger demonstrates our ability to
deliver positive results.  Our commitment to a disciplined
investment philosophy of acquiring income-producing properties,
net-leased long-term to creditworthy tenants, allowed CCPT II to
meet its investment objectives, despite a very challenging time in
the real estate cycle.  Stockholders now have full liquidity with
Spirit Realty Capital, a proven net-lease operator."

The management team of Spirit Realty Capital will lead the
combined company, along with a nine-member board of directors,
seven of whom are existing board members of Spirit Realty Capital
and two of whom were designated by CCPT II.  The combined company
will continue to employ Spirit Realty Capital's proven credit
analysis and asset management skill set.

Pro-Rated Dividends

As previously announced, Spirit Realty Capital and CCPT II will
independently pay a pro-rated cash dividend for the period from
and including July 1, 2013 (the first date of the third quarter),
through and including the day before the merger, July 16, 2013, to
stockholders of record at each of the respective companies as of
5:00 p.m. New York time on July 16, 2013.

The daily dividend of $0.0034 per share per day for Spirit Realty
Capital stockholders was calculated based on a quarterly dividend
rate of $0.3125 per share.  The pro-rated cash dividend for the
period in the third quarter leading to the merger equates to
$0.0544 per share.

The daily dividend rate for CCPT II stockholders is $0.001712523
per share and equates to $0.02740 per share for the same period.

These pro-rated dividends for the Spirit Realty Capital
stockholders and the CCPT II stockholders will each be paid on or
about July 19, 2013.

Transfer of Shares

Spirit Realty Capital has chosen American Stock Transfer & Trust
Company, LLC (AST) as the combined company's transfer agent.
Pursuant to the terms of the merger agreement, current Spirit
Realty Capital shareholders will receive a fixed exchange ratio of
1.9048 CCPT II shares for each share of Spirit Realty Capital
common stock owned.  It is expected that the stock price for the
combined company, when it begins trading on July 18, 2013, will
reflect a lower dollar amount resulting from the division of
July 17, 2013's closing share price by the fixed exchange ratio of
1.9048.  Although the share price will change, Spirit Realty
Capital shareholders received nearly two shares of CCPT II for
each share of Spirit Realty Capital. Previous holders of CCPT II
received one share of the combined company for each share of CCPT
II previously owned.

Advisors

Barclays served as financial advisor to Spirit Realty Capital and
Latham & Watkins LLP served as legal advisor to Spirit Realty
Capital.  Morgan Stanley and UBS Investment Bank served as
financial advisors to CCPT II, and Goodwin Procter LLP served as
legal advisor to CCPT II.  Gleacher & Company served as financial
advisor to the Special Committee of CCPT II and Ropes & Gray
served as legal advisor to the Special Committee of CCPT II.

New Accounting Firm

At a meeting held on July 17, 2013, the audit committee of the
Board of Directors of the Company approved the dismissal of
Deloitte & Touche LLP as independent registered public accounting
firm of the Company.  The reports of Deloitte on the Company's
consolidated financial statements for the past two fiscal years
did not contain an adverse opinion or a disclaimer of opinion and
were not qualified or modified as to uncertainty, audit scope, or
accounting principles.

On July 17, 2013, the audit committee of the Board of Directors
approved the engagement of Ernst & Young LLP, as its independent
registered public accounting firm to audit the Company's
consolidated financial statements for the fiscal year ending
Dec. 31, 2013.  Prior to the Mergers, Old Spirit's historical
consolidated financial statements were audited by EY.

Officers and Directors Resign

In connection with the Mergers and pursuant to the Merger
Agreement, on July 17, 2013, as of the Effective Time, (i) each of
Christopher H. Cole, Marcus R. Bromley and George N. Fugelsang
resigned from the board of directors of the Company; (ii)
Christopher H. Cole ceased to be the chairman, chief executive
officer and president of the Company; (iii) D. Kirk McAllaster,
Jr., ceased to be the executive vice president and chief financial
officer of the Company; and (iv) Gavin B. Brandon ceased to be the
vice president of accounting of the Company.

$400 Million Credit Facility

On July 17, 2013, the Surviving Partnership and its various
affiliates, entered into a credit agreement with various lenders
and with Deutsche Bank Securities Inc., as lead arranger and book
running manager, and with Deutsche Bank AG New York Branch, as
lead arranger and administrative agent.  The Surviving
Partnership's obligations under the Credit Agreement are
guaranteed by the Company, OP Holdings, Spirit Master Funding IV,
LLC, and Spirit Master Funding V, LLC.  Pursuant to the Credit
Agreement, consistent with the terms, conditions and provisions of
a three-year revolving credit facility, the Surviving Partnership
and its affiliates may obtain loans or extensions of credit in an
aggregate amount not exceeding $400,000,000.

The initial term expires on July 17, 2016, and may be extended for
an additional 12 months subject to the satisfaction of specified
requirements.  The credit facility bears interest, at the
Surviving Partnership's option, of either (i) the "Base Rate" plus
1.00 percent to 2.00 percent; or (ii) LIBOR plus 2.00 percent to
3.00 percent, depending on the Surviving Partnership's leverage
ratio.  The Surviving Partnership is also required to pay a fee on
the unused portion of the credit facility at a rate of either 0.25
percent or 0.35 percent per annum, based on percentage thresholds
for the average daily unused balance during a fiscal quarter.

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

                        http://is.gd/XdSx3w

CMBS

On July 17, 2013, Spirit SPE Loan Portfolio 2013-2, LLC, of which
the Surviving Partnership is the sole Member, entered into a Loan
Agreement with German American Capital Corporation, pursuant to
which GACC may make extensions of credit to Spirit SPE 2013-2 in
an aggregate amount not to exceed $100,865,909.  In connection
with the GACC Loan Agreement, the Surviving Partnership has
entered into a Guaranty of Recourse Obligations of Borrower, dated
as of the date of the GACC Loan Agreement, in favor of GACC,
pursuant to which the Surviving Partnership will provide a
guaranty of Spirit SPE 2013-2's recourse obligations under the
GACC Loan Agreement, as more fully described therein.

On July 17, 2013, Spirit SPE Loan Portfolio 2013-3, LLC, of which
the Surviving Partnership is the sole Member, entered into a Loan
Agreement with Barclays Bank PLC, pursuant to which Barclays may
make extensions of credit to Spirit SPE 2013-3 in an aggregate
amount not to exceed $102,134,090.  In connection with the
Barclays Loan Agreement, the Surviving Partnership has entered
into a Guaranty of Recourse Obligations of Borrower, dated as of
the date of the Barclays Loan Agreement, in favor of Barclays,
pursuant to which the Surviving Partnership will provide a
guaranty of Spirit SPE 2013-3's recourse obligations under the
Barclays Loan Agreement.

In connection with the Mergers, the Company and Cole Operating
Partnership II, LP, terminated the secured revolving credit
facility, pursuant to that certain Amended and Restated Credit
Agreement dated as of Dec. 17, 2010, by and among the Cole
Operating Partnership II, LP, Bank of America, N.A., as
administrative agent, swing line lender and L/C issuer, and the
various financial institutions parties thereto, as guaranteed by
the Company.

Also in connection with the Mergers, the current agreements
between the Company and each of Cole REIT Advisors II, LLC' and
Cole Realty Advisors, Inc. (f/k/a Fund Realty Advisors, Inc.) were
terminated upon the closing of the Company Merger.

Copies of the Forms 8-K are available for free at:

                       http://is.gd/iWAmrB
                       http://is.gd/iY8SuT
                       http://is.gd/Yq8EMR

                       About Spirit Realty

Spirit Finance Corporation (now known as Spirit Realty Capital,
Inc.) headquartered in Phoenix, Arizona, is a REIT that acquires
single-tenant, operationally essential real estate throughout
United States to be leased on a long-term, triple-net basis to
retail, distribution and service-oriented companies.

The Company incurred a net loss of $76.23 million in 2012, a net
loss of $63.86 million in 2011, and a net loss of $86.53 million
net loss in 2010.  The Company's balance sheet at Dec. 31, 2012,
showed $3.24 billion in total assets, $1.99 billion in total
liabilities and $1.25 billion in total stockholders' equity.

                           *     *     *

As reported by the TCR on Jan. 30, 2013, Standard & Poor's Ratings
Services placed its 'B' corporate credit rating on Spirit Realty
Capital Inc. (Spirit) on CreditWatch with positive implications.

"The CreditWatch placement follows the announcement that Spirit
will merge with Cole Credit Property Trust II (unrated), a
nontraded REIT, in a stock-for-stock exchange," said credit
analyst Elizabeth Campbell.  "The merged company, which will
retain the name Spirit, will become the second-largest publicly
traded triple-net-lease REIT in the U.S. with a pro forma
enterprise value of approximately $7.1 billion."

As reported by the TCR on April 19, 2013, Moody's Investors
Service withdrew its Caa1 corporate family rating for Spirit
Realty Capital.  Moody's has withdrawn the rating for business
reasons.


SPRINT COMMUNICATIONS: Moody's Raises Corp Family Rating to 'Ba3'
-----------------------------------------------------------------
Moody's Investors Service upgraded several ratings of Sprint
Communications, Inc., including the company's corporate family
rating to Ba3 from B1, the company's probability of default rating
to Ba3-PD from B1-PD, and Sprint's senior unsecured rating to B1
from B3 following the closing of the merger agreement with
SoftBank Corp., and a separate merger agreement with Clearwire
Corp.

SoftBank, with an issuer rating of Ba1, acquired a 78% stake in
Sprint, a transaction valued at $21.6 billion. Moody's believes
that the merger with SoftBank will help Sprint to improve its
operating performance in the highly competitive US wireless
industry due to the infusion of $5.0 billion of new equity capital
and SoftBank's track record of operational turnarounds of wireless
companies in Japan (increasing market share and expanding
margins). The merger with Clearwire, a company with a vast holding
of spectrum, addresses Sprint's spectrum needs for at least the
next several years. Moody's also affirmed the company's
speculative grade liquidity rating of SGL-1, indicating a very
good liquidity position. The outlook is stable.

Moody's has taken the following rating actions:

Issuer: Sprint Communications, Inc.

Corporate Family Rating -- Ba3, from B1

Probability of Default Rating -- Ba3-PD, from B1-PD

Speculative Grade Liquidity Rating -- SGL-1, affirmed

Outlook -- Stable, from Rating Under Review

Senior Unsecured Notes -- B1, LGD5 (74%) from B3, LGD5 (78%)

Junior Guaranteed Unsecured Notes -- Ba2, LGD3 (37%) from Ba3,
LGD3 (37%)

Senior Unsecured Gtd. Bank Credit Facility -- Baa3, LGD2 (14%)
from Ba1, LGD2 (15%)

Senior Unsecured Shelf -- (P)B1, from (P)B3

Issuer: Sprint Capital Corp.

Outlook -- Stable, from Rating Under Review

Senior Unsecured Notes -- B1, LGD5 (74%) from B3, LGD5 (78%)

Senior Unsecured MTN Program -- (P)B1 from (P)B3

Issuer: iPCS Inc.

Outlook -- Stable, from Rating Under Review

Senior Secured 2nd Priority Notes -- B1, LGD5 (74%) from B3,
LGD5 (78%)

Issuer: Clearwire Corp.

Corporate Family Rating -- WR, from Caa2

Probability of Default Rating -- WR, from Caa3-PD

Speculative Grade Liquidity Rating -- WR, from SGL-4

Outlook -- Stable, from Rating Under Review

Senior Secured 1st Lien Notes -- Baa3, LGD1 (1%) from B3, LGD2
(19%)

Senior Secured 2nd Lien Notes -- Baa3, LGD1 (2%) from Caa3, LGD4
(57%)

Issuer: Clearwire Escrow Corporation

Outlook -- Stable, from Rating Under Review

Senior Secured 1st Lien Notes -- Baa3, LGD1 (1%) from B3, LGD2
(19%)

Ratings Rationale

Sprint's Ba3 Corporate Family Rating recognizes its large scale,
its valuable spectrum assets, slowly improving operating profile,
substantial liquidity, and the implicit support from Sprint's
parent company and majority shareholder, SoftBank. Offsetting
these strengths are high leverage, weak margins, and Moody's
projection for negative free cash flow through 2015. Near flawless
execution across all aspects of the business, including the
requirement to quickly redesign and modernize its entire network
will be necessary before Sprint can hope to grow its market share
in the brutally competitive US wireless industry.

Sprint and SoftBank will look to quickly maximize synergies after
the closing of the deal. Reducing operating expenses will be
crucial to successfully executing a financial turnaround.
Combined, Sprint and SoftBank are expected to have the third
largest position in terms of smartphones sold in the Japan and
United States. With this scale, the company should be able to
order larger numbers of smartphones at lower prices than they pay
currently.

SoftBank has a proven track record and significant expertise in
the wireless industry and will look to maximize network efficiency
in order to reduce network operating expenses, reduce Information
Technology-related costs, and improve churn as Network Vision is
further deployed. Capital efficiency should also be realized due
to the combined company's larger scale and Sprint's enhanced
spectrum portfolio following the closing of the Clearwire deal.
SoftBank believes that a 32-36% reduction in capital spending
through synergies can eventually be achieved. SoftBank is
experienced with managing heavy wireless traffic, building and
deploying TDD-LTE technology and building out and maximizing core
capacity at cell towers.

Wireless data demand is driving up spectrum needs for carriers as
well as the perceived value of spectrum. Suffice to say, Sprint
was facing a spectrum shortfall issue and the company's
acquisition of Clearwire addresses spectrum needs for at least the
next several years to support future growth. Clearwire's vast
spectrum holdings in the 2.5 GHz band provides Sprint with
tremendous depth and a platform for differentiation. With the
expertise and guidance from SoftBank, Moody's anticipates Sprint
will leverage its 2.5 GHz spectrum capacity to achieve sustainable
competitive speeds on its network.

In order for Sprint to reach its target goal of 200 million POPs
covered by 4G LTE by year-end 2013 and complete Network Vision,
capital spending will remain highly elevated through 2014. The
company has publicly stated that it plans to spend a total of $16
billion in capital in 2013 and 2014. Moody's expects capital
spending to decline to about $6 billion (unadjusted) annually
after 2014. Sprint and Clearwire had a little over $8 billion of
cash at the end of the 1Q 2013. Capital spending totaled almost
$1.5 billion during the quarter. Sprint was scheduled to receive
about $2 billion of new equity capital from SoftBank when their
transaction closed and was expected to spend about $4 billion to
purchase the shares of Clearwire that it didn't already own. High
capital spending, modest revenue growth and low EBITDA margins
supports Moody's projection for negative free cash flow through
2015. Moody's projects over $10 billion of cumulative negative
free cash flow through 2015. Moody's expects Sprint will raise
additional capital, either by going to market or receiving
additional funding by SoftBank, to address its cash needs over the
next few years.

Moody's believes that Sprint is currently at a significant
competitive disadvantage to Verizon and AT&T since the two largest
US wireless carriers have much larger LTE coverage, an
increasingly important factor behind subscriber provider
decisions. Also, Verizon and AT&T have recently intensified their
efforts to gain prepaid subscribers (a customer set the companies
did not focus on previously) which makes up about one-third of
Sprint's retail subscriber base. In addition, T-Mobile USA
recently came out with some aggressive service pricing plans and a
new program called JUMP, which allows customers to upgrade their
phones up to twice a year. However, Sprint, along with T-Mobile
USA, still have the benefit over Verizon and AT&T of offering
unlimited data plans (albeit with weaker current LTE coverage
compared to Verizon and AT&T). Unlimited data plans also run the
risk of restraining future margin expansion at the expense of
retaining customers as the demand for wireless data will continue
to increase.

The ratings for the debt instruments reflect both the overall
probability of default of Sprint, to which Moody's assigns a PDR
of Ba3-PD, and the loss given default assessments of individual
debt instruments.

Sprint's $3.0 billion unsecured credit facility is rated Baa3
(LGD2 - 14%). The three-notch lift from the Ba3 CFR reflects the
structural seniority provided by the guarantees from the operating
subsidiaries of Sprint. Sprint's Senior Unsecured Notes are rated
B1 (LGD5 - 74%) and Sprint's Junior Guaranteed Unsecured Notes are
rated Ba2 (LGD3 - 37%). The Ba2 rating assigned to Sprint's Junior
Guaranteed Unsecured Notes reflects its seniority ahead of
Sprint's Senior Unsecured Notes, and its subordinate ranking to
the Senior Unsecured Guaranteed Bank Credit Facility.

The B1 (LGD5 - 74%) rating for Sprint's subsidiary, Sprint
Capital, reflects the guarantees from the parent on a senior
unsecured basis. The senior secured 2nd priority notes of Sprint's
subsidiary, iPCS Inc., are rated B1 (LGD5 - 74%) and is secured
solely with the underlying assets of iPCS. Moody's rates
Clearwire's senior secured 1st lien notes and senior secured 2nd
lien notes Baa3 (LGD1 -- 1%) and Baa3 (LGD1 -- 2%), respectively,
three notches above the Ba3 CFR due to their priority claim and
significant loss protection. The 1st lien notes are secured by
substantially all of Clearwire's domestic assets, and are
guaranteed, on a joint and several basis, by all domestic
operating subsidiaries. Reflected in its LGD analysis is Moody's
expectation that Sprint will likely redeem $2.947 billion of
Clearwire's 1st lien notes due 2015 within the next 12 months and
refinance the debt at Sprint's parent level. Moody's also ranks
the company's $1.0 billion secured equipment credit facility ahead
of the unsecured credit facility and pari passu to Clearwire's 1st
lien notes.

The stable outlook reflects Moody's belief that operational
performance (churn, subscriber trends, market share) will improve
and that operating synergies will be achieved enabling slow, but
steady margin expansion. The stable outlook also incorporates an
expectation that the Network Vision project will remain on
schedule and will produce the expected benefits.

Sprint's ratings could be raised if its turnaround accelerates.
Specifically, if leverage were likely to drop below 4.0x, and free
cash flow were to turn positive rating pressure would ensue (note
that all cited financial metrics are referenced on a Moody's
adjusted basis).

Sprint's ratings could be lowered if the network upgrade falls
behind schedule or doesn't yield the financial and operational
benefits promised or if Sprint's competitive position deteriorates
as evidenced by postpaid CDMA churn rising (outside of normal
quarterly variances) or overall market share declines. Also, if
the company allows its liquidity position to weaken significantly,
negative rating pressure will ensue. Specifically, if leverage was
likely to exceed 6.0x (Moody's adjusted) on a sustained basis, the
ratings could be downgraded.

The principal methodology used in this rating was the Global
Telecommunications Industry published in December 2010. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.


STAR WEST: S&P Rates $850 Million Debt 'BB-'
--------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BB-'
rating and '2' recovery rating to project finance entity Star West
Generation LLC's $750 million TLB due 2020 and $100 million senior
secured RCF due 2018.

The new credit facilities have replaced the $550 million TLB and
$100 million RCF at SWG LLC and the $171.2 million term loan,
$5 million RCF, and $24.4 million letter-of-credit facility at
GWF.  A $287.6 million term loan and $105.9 million letter-of-
credit facility at GWF's operating company, GWF Energy LLC, will
remain in place.  The stable outlook reflects S&P's expectation
that debt will be repaid from predictable cash flows from power
purchase agreements through most of the loan's tenor.

The new credit facilities are essentially a combination of debt at
the two portfolios.  Star West upsized the term loan to
$750 million from the initially proposed $725 million amount.  The
incremental proceeds were used to fund a day-one distribution to
Star West's shareholders.

The combined portfolio consists of five natural gas-fired power
plants totaling 1,676 megawatts (MW).  Two CCGT plants are in
Arizona totaling 1,149 MW and one CCGT plant (335 MW) and two
simple-cycle plants (each 96 MW) are located in California.

"The stable outlook reflects stable cash flows from tolling
agreements for years to come and our expectation that the Tracy
conversion will continue to ramp up without operational issues,"
said Standard & Poor's credit analyst Rubina Zaidi.

Factors that might lead to a negative outlook or a lower rating
are sustained weaker performance at the plants, with DSCRs
dropping from the expected 1.3x area on a consolidated basis to
the 1.1x area.  Also, any developments, such as prolonged force
majeure events that lock up distributions, could pressure ratings.
A positive outlook or higher rating would require superior
financial performance than S&P currently expects on a sustained
basis and higher confidence that refinancing risk will not be a
major concern, which could occur through additional contracts or a
very favorable climate for these assets in Arizona and California.
In this case, consolidated DSCRs would improve and remain above
1.4x or refinancing risk would be below $250 per kW.


STELLAR BIOTECHNOLOGIES: Appoints New Corporate Secretary
---------------------------------------------------------
Stellar Biotechnologies, Inc., has appointed Kathi Niffenegger,
CPA, to the position of Corporate Secretary.

Ms. Niffenegger has held the positions of U.S. Corporate
Controller for Stellar since 2012 and outside CPA since the
Company's inception in 1999.

Frank Oakes, Stellar President and CEO said, "Kathi is an
experienced professional with more than 30 years in accounting and
finance in a wide range of industries.  Importantly, she has a
thorough understanding of Stellar's business which will be
invaluable in her role as Corporate Secretary, working closely
with the Board and overseeing matters of corporate governance and
policy."

                           About Stellar

Port Hueneme, Cal.-based Stellar Biotechnologies, Inc.'s
business is to commercially produce and market Keyhole Limpet
Hemocyanin ("KLH") as well as to develop new technology related to
culture and production of KLH and subunit KLH ("suKLH")
formulations.  The Company markets KLH and suKLH formulations to
customers in the United States and Europe.

KLH is used extensively as a carrier protein in the production of
antibodies for research, biotechnology and therapeutic
applications.

The Company's balance sheet at March 31, 2013, showed
US$1.4 million in total assets, US$4.6 million in total
liabilities, and a stockholders' deficit of US$3.2 million.
The Company reported a net loss of US$4.4 million on US$177,208 of
revenues for the six months ended Feb. 28, 2013, compared with a
net loss of US$2.1 million  on US$193,607 of revenues for the six
months ended Feb. 29, 2012.


STREAMTRACK INC: Delays Form 10-Q for May 31 Quarter
----------------------------------------------------
Streamtrack, Inc., informed the U.S. Securities and Exchange
Commission that it will be delayed in the filing of its quarterly
report for the period ended May 31, 2013.  The Company said
the compilation, dissemination and review of the information
required to be presented in the Form 10-Q for the relevant period
has imposed time constraints that have rendered timely filing of
the Form 10-Q impracticable without undue hardship and expense to
the Company.  The Company undertakes the responsibility to file
that report no later than five days after its original prescribed
due date.

Santa Barbara, Cal.-based StreamTrack, Inc., is a digital media
and technology services company.  The Company provides audio and
video streaming and advertising services through the RadioLoyalty
Platform to over 1,100 internet and terrestrial radio stations and
other broadcast content providers.

The Company's balance sheet at Feb. 28, 2013, showed $1.5 million
in total assets, $4.3 million in total liabilities, and a
stockholders' deficit of $2.8 million.

"For the three and six months ended Feb. 28, 2013, the Company
recorded a net loss of $964,200 and $1,830,191, respectively.  The
net losses indicate that the Company may have difficulty
continuing as a going concern," according to the Company's
quarterly report for the period ended Feb. 28, 2013.


SULTAN SONS: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Sultan Sons, Inc.
        100 South Industrial Blvd
        Euless, TX 76040

Bankruptcy Case No.: 13-43178

Chapter 11 Petition Date: July 11, 2013

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

Judge: D. Michael Lynn

Debtor's Counsel: David Max Seeberger, Esq.
                  DAVID M. SEEBERGER ATTORNEY AT LAW
                  4001 W. Airport Freeway Suite 510
                  Bedford, TX 76021
                  Tel: (817) 494-1927
                  Fax: (817) 255-5070
                  E-mail: dseeberger@sbcglobal.net

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

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

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

The petition was signed by Tariq Sultan, president.


SUNTECH POWER: Files $192.7 Million Claim Against SPI
-----------------------------------------------------
In connection with the grant of a definitive moratorium on
creditor claims from the judicial authorities in Schaffhausen,
Switzerland to Suntech Power International, Ltd., the Company's
principal operating subsidiary in Europe, Suntech Power Holdings
Co., Ltd., and various of its affiliated entities, including Power
Solar Systems Co., Ltd., the Company's principal subsidiary in the
British Virgin Islands, and Wuxi Suntech Power Co., Ltd., the
Company's principal operating subsidiary in China, have submitted
creditor claims to the administrator overseeing the moratorium.

The Company, PSS, and Wuxi Suntech submitted applications to
register with the SPI administrator claims of approximately
US$192.7 million, US$324 million, and US$454.3 million,
respectively.  Those amounts followed a restructuring of
intercompany debt among various operating units.  In addition,
other affiliates of the Company submitted applications to register
with the SPI administrator claims aggregating approximately
US$23.8 million.  The actual amounts recovered by the Company and
its affiliates as creditors of SPI may differ significantly from
the amounts registered.  Several of the affiliates of the Company
which registered claims as creditors are also debtors to SPI.

As previously announced, the definitive moratorium was granted on
June 19, 2013, for a six month period and may be extended
thereafter, and allows SPI time to restructure debt and reach an
agreement with creditors.  In addition, in connection with the
intercompany debt restructuring, the Company's principal Japanese
and Singaporean subsidiaries, Suntech Power Japan Corporation and
Suntech Power Investment Pte. Ltd., respectively, have been
reorganized under Wuxi Suntech.

The Company believes the restructuring was necessary to facilitate
possible financing of the Company's operations in the future and
potentially attract new investors.

                           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.


SYNAGRO TECHNOLOGIES: Plan for EQT Buyout Heads for Creditor Vote
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Synagro Technologies Inc. scheduled an Aug. 20
confirmation hearing where the bankruptcy judge in Delaware will
consider approving the Chapter 11 plan allowing EQT Partners AB to
take ownership.  On July 18, the judge approved disclosure
materials allowing creditors to begin voting on the plan.

According to the report, originally, EQT was to buy the business
through a sale of assets.  Synagro changed course and decided to
transfer ownership through a plan to avoid problems entailed with
transferring contracts and permits to the buyer.  EQT will take
ownership under a contract valued at $480 million, including $465
million in cash.

The report relates that the $316 million in first-lien debt will
be paid in full in cash.  For their $45 million secured claim,
second-lien creditors will recover about 95 percent.  Trade
suppliers with as much as $16 million in claims are to be paid in
full.  The plan offers general unsecured creditors a $50,000 cash
pot and a sharing in proceeds from lawsuits, for a recovery of as
much as 10 percent.  Second-lien creditors will share in lawsuit
recoveries on account of their deficiency claims.

The report relates that objections to the plan are due by Aug. 16.

The report discloses that liabilities include $79 million on a
first-lien revolving credit and $249 million on a first-lien term
loan.  Bank of America NA is agent for the lenders.  The second-
lien term loan is $100 million, with U.S. Bank NA as agent.  There
is $96 million in bonds on four projects not to be affected by
bankruptcy.

                         About Synagro

Synagro Technologies, Inc., based in Houston, Texas, is the
recycler of bio-solids and other organic residuals in the U.S. and
is one of the largest national companies focused exclusivity on
biosolids recycling, which has a market size of $2 billion.  The
Company was formed in 1986, under the name RPM Marketing, Inc.
Synagro's corporate headquarters is currently located in Houston,
Texas but is in the process of being transferred to White Marsh,
Maryland.  The Company also has offices in Lansdale, Pennsylvania,
Rayne, Louisiana, and Watertown, Connecticut.

Synagro Technologies and 29 affiliates sought Chapter 11
protection (Bankr. D. Del. Case no. 13-11041) on April 24, 2013.

Synagro was owned by The Carlyle Group at the time of the
bankruptcy filing.  It was acquired in April 2007 by Carlyle in a
$741 million transaction.

Synagro is being advised by the law firm of Skadden Arps Slate
Meagher & Flom, along with financial adviser AlixPartners and
investment bankers Evercore Partners.  Kurtzman Carson &
Consultants serves as notice and claims agent.


SYNOVUS FINANCIAL: Fitch Raises Issuer Default Ratings to 'BB'
--------------------------------------------------------------
Fitch Ratings has upgraded the long-term Issuer Default Ratings
(IDR) and viability rating (VR) of Synovus Financial Corp. (SNV)
and its subsidiaries to 'BB/bb' from 'BB-/bb-'. At the same time,
Fitch has affirmed SNV's short-term IDR at 'B'. The Rating Outlook
remains Positive. In addition, Fitch expects to assign the planned
$130 million of noncumulative perpetual preferred stock a rating
of 'B'.

Rating Action and Rationale

On July 18, 2013,  SNV communicated its intention to repay the
TARP funds it received from the U.S. Treasury during the financial
crisis. This action follows the termination of the outstanding
MOUs at both SNV and its subsidiary, Synovus Bank during 2Q'13.
The upgrade of SNV's rating reflects Fitch's previously
communicated view that both of these regulatory-related actions,
taken together or separately would likely be viewed favorably.
Furthermore, SNV has sustained positive asset quality progress and
Fitch believes that these trends will continue over the
intermediate to long-term, leading to consistently positive
earnings performance, a rating sensitivity previously
communicated.

Fitch has maintained the Outlook at Positive reflecting its view
that credit risk has stabilized and that management will continue
to address its elevated level of problem credits in the
intermediate term through various remediation tactics.
Furthermore, Fitch expects that capital levels will be maintained
at adequate levels to absorb on going credit losses. However,
given Fitch's view on SNV's earnings power over the mid-term (12
to 18 months) as well as the company's still-high level of
nonperforming assets (NPAs) compared to higher rated banks, Fitch
believes SNV is well-situated in the 'BB' rating category for the
time being.

KEY RATING DRIVERS AND SENSITIVITIES - IDRS and VR

Fitch notes that since SNV's Outlook was revised from Negative to
Positive in February 2013, the company has continued to make
meaningful progress in addressing its elevated risk profile which
will likely lead to further positive operating results. This is
evidenced by the aforementioned termination of formal documents
with state and federal regulators as well as the company receiving
approval from federal regulators to repay TARP.

Fitch calculates SNV's NPAs at just under 6.40% at 2Q'13, an
improvement of nearly 60 bps since 4Q'12 and 180 bps year-over-
year but still elevated when compared to higher-rated banks. Fitch
notes that half of its NPAs consist of troubled debt restructures
(TDRs). Fitch also notes that nonperforming loan (NPL) inflows
have continued their descent and were just $67 million in 2Q'13
and $151 million through the first half of 2013. This compares
quite favorably to inflows $264 million during the same period a
year prior.

Fitch anticipates that NPL inflows will, for the most part, remain
between $50 and $75 million per quarter. To the extent that Fitch
observes NPL inflows dipping below $50 million consistently,
quarter-to-quarter, further positive rating action could be taken.
However, Fitch believes that SNV's improvement in fundamental
asset quality performance, a primary rating driver, will be a
long-term process as existing NPAs are likely stickier than those
that have been worked out of to this point. Fitch's expectations
in regards to asset quality trends are reflected in SNV's rating
and outlook.

Fitch believes that capital levels are adequate for the bank's
upgraded rating and overall risk profile. While regulatory ratios
will be adversely impacted by the nearly $1 billion TARP
redemption, Fitch notes that SNV's core capital levels (TCE) are
projected to increase by nearly 100 bps to 10.60% after TARP is
repaid through a combination of a dividend from the bank as well
as a common and preferred stock offering. Fitch observes that
these actions track closely with management's prior guidance and
reflect well on management's ability to continue to rehabilitate
the bank.

Although notably reduced, Fitch does remain moderately concerned
in regards to the level of construction A&D loans located in the
south eastern region of the U.S. relative to capital, especially
when considering their delinquency and charge-off rate. This
concern is reflected in today's rating action and is considered a
constraint on SNV's current rating.

Fitch also notes that earnings performance (current and expected)
remain relatively weaker than higher rated banks. While SNV has
remained consistently profitable, a trait reflected in today's
rating action, the bank's return on assets has remained in the
45 - 55 bps range. Fitch expects this level of earnings to persist
throughout 2013 and anticipates earnings to marginally improve in
2014 as credit costs reductions are off-set by continued net
interest margin compression However, to the extent that asset
quality trends reverse, adversely impacting earnings and thus
capital build-up, Fitch could take adverse rating action.

RATING DRIVERS AND SENSITIVITIES - SUPPORT RATING AND SUPPORT
RATING FLOOR

In Fitch's view, SNV is not considered systemically important and
therefore, believes the probability of state support is unlikely.
Therefore, SNV's IDR and VR do not incorporate any government
support

KEY RATING DRIVERS AND SENSITIVITIES - SUBORDINATED DEBT AND OTHER
HYBRID SECURITIES

Fitch expects to assign a 'B' rating to the noncumulative
perpetual preferred stock SNV has planned to issue to repay TARP.
Hybrid capital issued by SNV are notched down from its VR of 'bb'
in accordance with Fitch's assessment of each instrument's
respective non-performance and relative loss severity risk
profiles. This assessment is based off of Fitch's published
criteria titled, 'Assessing and Rating Bank Subordinated and
Hybrid Securities' (Dec. 2012). Their ratings are primarily
sensitive to any change in the VRs of SNV,

KEY RATING DRIVERS AND SENSITIVITIES - HOLDING COMPANY

SNV's IDR and VR is equalized with the company's subsidiary banks
reflecting its role as the bank holding company, which is mandated
in the U.S. to act as a source of strength for its bank
subsidiary. Double leverage was at 112% for SNV at March 31, 2013.


RATING DRIVERS & SENSITIVITIES - SUBSIDIARY AND AFFILIATED COMPANY
RATING:

The below ratings factor in a high probability of support from the
parent to its subsidiary. This reflects the fact that performing
parent banks have very rarely allowed subsidiaries to default. It
also considers the high level of integration, brand, management,
financial and reputational incentives to avoid subsidiary defaults

Fitch has upgraded the following ratings and revised the Outlook
to Stable from Positive:

Synovus Financial Corporation

-- Long-term IDR to 'BB' from 'BB-';
-- Viability Rating to 'bb' from 'bb-';
-- Subordinated Debt to 'BB-' from 'B+';
-- Senior Unsecured to 'BB' from 'BB-';

Synovus Bank

-- Long-term IDR to 'BB' from 'BB-';
-- Viability Rating to 'bb' from 'bb-';
-- Long-term Deposits to 'BB+' from 'BB';

Fitch has affirmed the following ratings:

Synovus Financial Corporation

-- Short-Term IDR at 'B';
-- Support Floor at 'NF'
-- Support at '5'.

Synovus Bank

-- Short-Term IDR at 'B';
-- Support Floor 'at NF';
-- Support at '5'.

Fitch has assigned the following expected ratings:

Synovus Financial Corporation

-- Noncumulative Perpetual Preferred Stock at 'B'.


T-L CHEROKEE: Disclosure Statement Objections Due July 26
---------------------------------------------------------
Judge J. Philip Klingeberger of the U.S. Bankruptcy Court for the
Northern District of Indiana, Hammond Division, has ordered that
scheduling of the hearing on the joint disclosure statement
explaining T-L Cherokee South, LLC's Chapter 11 Plan has been
deferred.

The core issue is the joint plans' provision for consolidated
funding, asserted under Section 1123(a)(5)(C) of the Bankruptcy
Code and Cole Taylor Banks and RCG-KC Brywood LLC's opposition
thereto.  Those creditors are directed by the Court to file an
objection to the joint disclosure statement asserting that the
plan addressed thereby cannot be confirmed due to treatment under
Section 1123(a)(5)(C) by July 26, 2013, together with a legal
memorandum supporting the objection.

The debtors must file a responsive legal memorandum by Aug. 23,
and the creditors will file a reply legal memorandum by Sept. 6.

In the order in which the objections are determined, the Court
will set a hearing concerning further proceedings in each case
concerning the joint disclosure statement and joint plan, and a
date for filing any valuation of security motions pursuant to Rule
3012 of the Federal Rules of Bankruptcy Procedure.

Objections to the Debtor's request for authority to use Cole
Taylor's cash collateral are also due on or before July 26.

                        About T-L Cherokee

T-L Conyers LLC, T-L Cherokee South, LLC, and two affiliates
sought Chapter 11 protection in Hammond, Indiana, on Feb. 1, 2013.

The Debtors are represented by David K. Welch, Esq., at Crane,
Heyman, Simon, Welch & Clar, in Chicago.

The Debtors own various shopping centers in Georgia and Kansas.

T-L Cherokee South (Bankr. N.D. Ind. Case No. 13-20283) estimated
assets and debts of $10,000,001 to $50,000,000.  T-L Cherokee owns
and operates a commercial shopping center in Overland Park, Kansas
known as "Cherokee South Shopping Center".

The Debtors are entities managed by Westchester, Illinois-based
Tri-Land Properties, Inc., which sought Chapter 11 protection
(Case No. 12-22623) on July 11, 2012.

T-L Cherokee South, LLC disclosed undetermined assets and
$17,761,13 in liabilities as of the Chapter 11 filing.


TALON INTERNATIONAL: CVC Held 2% Equity Stake at July 12
--------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, CVC California, LLC, and its affiliates
disclosed that as of July 12, 2013, they beneficially owned
1,750,000 shares of common Stock of Talon International, Inc.,
representing 2 percent of the shares outstanding.  A copy of the
regulatory filing is available for free at http://is.gd/5bCQZa

                     About Talon International

Woodland Hills, Cal.-based Talon International, Inc. (OTC BB:
TALN) -- http://www.talonzippers.com/-- is a global supplier of
apparel fasteners, trim and interlining products to manufacturers
of fashion apparel, specialty retailers, mass merchandisers, brand
licensees and major retailers.  Talon manufactures and distributes
zippers and other fasteners under its Talon(R) brand, known as the
original American zipper invented in 1893.  Talon also designs,
manufactures, engineers, and distributes apparel trim products and
specialty waistbands under its trademark names, Talon, Tag-It and
TekFit, to more than 60 apparel brands and manufacturers including
Wal-Mart, Kohl's, J.C. Penney, Victoria's Secret, Tom Tailor,
Abercrombie and Fitch, Polo Ralph Lauren, Phillips-Van Heusen,
Reebok and Juicy Couture.  Talon has offices and facilities in the
United States, United Kingdom, Hong Kong, China, and Bangladesh.

Talon International disclosed net income of $679,347 for the year
ended Dec. 31, 2012, as compared with net income of $729,133
during the prior year.  The Company's balance sheet at March 31,
2013, showed $18.53 million in total assets, $10.17 million in
total liabilities, $24.87 million in series B convertible
preferred stock and $16.52 million total stockholders' deficit.


TALON INTERNATIONAL: Redeems All B Preferred Stock for $18.8MM
--------------------------------------------------------------
Talon International, Inc., has redeemed all of the outstanding
shares of its Series B convertible preferred stock for $13 million
in cash and a short-term, low-interest bearing promissory note of
$5.8 million, for a total consideration of $18.8 million.

The redemption of the preferred shares removes the Company's
current liquidation preference obligation of $25.9 million, which
entitled the preferred shareholders to payment of the preference
amount before payment to the common stockholders.  The liquidation
preference was scheduled to increase to $40.7 million at the time
the preferred shares became mandatorily redeemable in 2016.  The
removal of this obligation results in an immediate benefit to
common stockholders of approximately $7 million.  The Company now
has only common shares outstanding.

To complete the redemption, the Company received a $5.5 million
strategic equity investment from a group of private investors,
including a former Board member and the current Chairman of the
Board.  This investment, which consists of the sale of common
stock at a price of $0.09 per share, together with the Company's
cash and the short-term note, enabled the Company to repurchase
all of the Series B convertible preferred stock at a significant
discount to its current liquidation preference amount.

Lonnie Schnell, Talon's CEO stated, "The redemption of preferred
shares and the successful equity raise that made it possible, are
major achievements and important milestones for Talon
International.  The elimination of the preferred stock from our
capital structure improves our risk profile, enhances our
financial flexibility and removes a major impediment to creating
value for common shareholders."

As a result of the equity raise, Talon's executive management team
received shares of common stock upon settlement of previously
issued restricted stock units, increasing management's ownership
by approximately 4.8 million shares.

On July 12, 2013, concurrently with the closing of the
transactions under the Redemption Agreement, Mark Hughes resigned
as a member of the Talon Board of Directors.

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

                       http://is.gd/oNCwPu

                    About Talon International

Woodland Hills, Cal.-based Talon International, Inc. (OTC BB:
TALN) -- http://www.talonzippers.com/-- is a global supplier of
apparel fasteners, trim and interlining products to manufacturers
of fashion apparel, specialty retailers, mass merchandisers, brand
licensees and major retailers.  Talon manufactures and distributes
zippers and other fasteners under its Talon(R) brand, known as the
original American zipper invented in 1893.  Talon also designs,
manufactures, engineers, and distributes apparel trim products and
specialty waistbands under its trademark names, Talon, Tag-It and
TekFit, to more than 60 apparel brands and manufacturers including
Wal-Mart, Kohl's, J.C. Penney, Victoria's Secret, Tom Tailor,
Abercrombie and Fitch, Polo Ralph Lauren, Phillips-Van Heusen,
Reebok and Juicy Couture.  Talon has offices and facilities in the
United States, United Kingdom, Hong Kong, China, and Bangladesh.

Talon International disclosed net income of $679,347 for the year
ended Dec. 31, 2012, as compared with net income of $729,133
during the prior year.  The Company's balance sheet at March 31,
2013, showed $18.53 million in total assets, $10.17 million in
total liabilities, $24.87 million in series B convertible
preferred stock and $16.52 million total stockholders' deficit.


TALON THERAPEUTICS: Acquired by Spectrum Pharmaceuticals
--------------------------------------------------------
A subsidiary of Spectrum Pharmaceuticals, Inc., entered into an
agreement to purchase approximately 89 percent of the outstanding
shares of Talon Therapeutics, Inc., directly from the Company's
principal stockholders.  Spectrum also entered into an agreement
with the Company under which the subsidiary of Spectrum will
purchase additional shares from the Company that, together with
the shares acquired from the Company's principal stockholders,
will represent in excess of 90 percent of the outstanding shares
of Talon, and under which Spectrum will acquire the remaining
outstanding shares of Company common stock through a "short-form"
merger of the subsidiary of Spectrum into the Company.  The
Company and Spectrum expect that the share purchase and the merger
will be completed within one business day.

Spectrum will pay aggregate upfront cash consideration in
connection with the closing of the acquisition of approximately
$11.3 million to Company stockholders, and Company stockholders
will also receive contingent value rights to receive an aggregate
of up to $195 million in future cash payments from Spectrum upon
the achievement of certain one-time sales-based milestones for
Marqibo(R) and an approval-based milestone for Menadione Topical
Lotion.  There can be no assurance as to the actual value, if any,
of a CVR, which will depend on numerous factors.  The CVRs will
not be publicly traded.  The per share purchase price for each
outstanding share of Company common stock payable at closing to
the Company's stockholders, including the Company's principal
stockholders, is approximately $0.056 in cash plus one CVR right.
Spectrum will also issue 3 million shares of its common stock in
exchange for all of the outstanding indebtedness under the
Company's credit facility and will pay certain related accrued
interest.

The transaction was reviewed by a special independent committee of
the Board of Directors of Talon, which recommended the
transactions for approval by the full Board.  Houlihan Lokey acted
as financial advisor to the special committee in connection with
the proposed transaction.  The Board of Directors of Talon, based
on a review of factors that it considered relevant, including the
unanimous recommendation of the special independent committee,
approved the transaction.

The Company expects that its shares will cease trading on the
OTCQB market effective prior to the open of market on July 18,
2013.  Corporate Stock Transfer, Inc., acting as the paying agent
for the merger, will mail to the remaining former Company
stockholders materials necessary to exchange their Company shares
for payment.  Additionally, the paying agent will distribute an
appraisal rights notice containing additional detail regarding the
transaction and the consideration received by common stockholders
within 10 days following the closing of the merger.

                     About Talon Therapeutics

Formerly known as Hana Biosciences, Inc., Talon Therapeutics Inc.
(TLON.OB.) -- http://www.talontx.com/-- is a biopharmaceutical
company dedicated to developing and commercializing new,
differentiated cancer therapies designed to improve and enable
current standards of care.  The Company's lead product candidate,
Marqibo, potentially treats acute lymphoblastic leukemia and
lymphomas.  The Company has additional pipeline opportunities some
of which, like Marqibo, improve delivery and enhance the
therapeutic benefits of well characterized, proven chemotherapies
and enable high potency dosing without increased toxicity.

Effective Dec. 1, 2010, Hana Biosciences changed its name to Talon
Therapeutics.  The name change was effected by merging Talon
Therapeutics, a wholly owned subsidiary of the Company, with and
into the Company, with the Company as the surviving corporation in
the merger.

Talon Therapeutics incurred a net loss of $43.70 million for the
year ended Dec. 31, 2012, as compared with a net loss of $18.82
million in 2011.  The Company's balance sheet at March 31, 2013,
showed $5.28 million in total assets, $51.39 million in total
liabilities, $53.89 million in redeemable convertible preferred
stock, and a $99.99 million total stockholders' deficit.

BDO USA, LLP, in San Jose, California, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012, citing recurring losses from operations
and net capital deficiency that, among other factors, raise
substantial doubt about its ability to continue as a going
concern.


TALON THERAPEUTICS: Deerfield No Longer a Shareholder at July 16
----------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Deerfield Mgmt, L.P., et al., disclosed that
as of July 16, 2013, they ceased to be beneficial owner of shares
of common stock of Talon Therapeutics, Inc.  The Deerfield
Entities previously reported beneficial ownership of 15,347,159
common shares or 44.23 percent equity stake as of March 14, 2012.

On July 16, 2013, pursuant to the terms of a Securities Purchase
Agreement by and among Spectrum Pharmaceuticals, Inc., Eagle
Acquisition Merger Sub, Inc., as purchaser, Warburg Pincus Private
Equity X, L.P. and Warburg Pincus X Partners, L.P., and Deerfield,
Entities, the Deerfield Entities sold to Eagle an aggregate of
26,969,971 shares of common stock issued to them upon conversion
of the Series A-1 Preferred Stock, Series A-2 Preferred Stock and
Series A-3 Preferred Stock for an aggregate purchase price of (a)
$1,512,856 in cash and (b) 26,969,971 contingent value rights
issued by Spectrum, representing the right to receive a pro rata
portion of contingent cash payments upon the achievement of
certain milestones.  The Deerfield Entities also agreed to deliver
to Spectrum and Eagle, for cancellation, all Warrants held by
them, in consideration for the payment by Spectrum and the
Purchaser of payments aggregating $137,730.

Following the consummation of the transactions, Eagle effected a
"short-form" merger with and into the Company.  In connection with
the Merger, the Deerfield Entities are entitled to receive an
aggregate of (i) $18,148 in cash and (ii) 323,559 CVRs in exchange
for its 323,559 shares of common stock.  Following the Merger, the
the Deerfield Entities ceased be the beneficial owners of any
shares common stock.

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

                       http://is.gd/nvLXyI

                     About Talon Therapeutics

Formerly known as Hana Biosciences, Inc., Talon Therapeutics Inc.
(TLON.OB.) -- http://www.talontx.com/-- is a biopharmaceutical
company dedicated to developing and commercializing new,
differentiated cancer therapies designed to improve and enable
current standards of care.  The company's lead product candidate,
Marqibo, potentially treats acute lymphoblastic leukemia and
lymphomas.  The Company has additional pipeline opportunities some
of which, like Marqibo, improve delivery and enhance the
therapeutic benefits of well characterized, proven chemotherapies
and enable high potency dosing without increased toxicity.

Effective Dec. 1, 2010, Hana Biosciences changed its name to Talon
Therapeutics.  The name change was effected by merging Talon
Therapeutics, a wholly owned subsidiary of the Company, with and
into the Company, with the Company as the surviving corporation in
the merger.

Talon Therapeutics incurred a net loss of $43.70 million for the
year ended Dec. 31, 2012, as compared with a net loss of $18.82
million in 2011.  The Company's balance sheet at March 31, 2013,
showed $5.28 million in total assets, $51.39 million in total
liabilities, $53.89 million in redeemable convertible preferred
stock, and a $99.99 million total stockholders' deficit.

BDO USA, LLP, in San Jose, California, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012, citing recurring losses from operations
and net capital deficiency that, among other factors, raise
substantial doubt about its ability to continue as a going
concern.


TALON THERAPEUTICS: Eagle Buys 90% Equity take for $15.1 Million
----------------------------------------------------------------
Pursuant to the terms of a Securities Purchase Agreement dated as
of July 16, 2013, Eagle Acquisition Merger Sub, Inc., a wholly-
owned subsidiary of Spectrum Pharmaceuticals, Inc., purchased from
entities affiliated with Warburg Pincus & Co. and Deerfield
Management, LLC, the two principal stockholders of Talon
Therapeutics, Inc., shares of the Company's common stock, $0.001
par value, owned by the Principal Stockholders, which represented
approximately 89 percent of the outstanding shares of common
stock, for a purchase price equal to the Per Share Merger
Consideration.

Immediately prior to the closing of the purchase, the Principal
Stockholders converted all of their shares of the Company's Series
A-1, Series A-2 and Series A-3 Convertible Preferred Stock owned
by them into shares of common stock in accordance with the terms
of the certificate of designation for each applicable series of
Preferred Stock.  In addition to the shares of common stock
purchased from the Principal Stockholders, Eagle Acquisition also
purchased certain warrants to purchase shares of common stock
owned by Deerfield.

Also on the Closing Date, pursuant to the terms of a Stock
Purchase Agreement dated July 16, 2013, entered into among the
Company, Eagle Acquisition and Spectrum, the Company sold
20,100,000 newly issued shares of Common Stock to the Purchaser at
a price per share of $0.37.  Eagle Acquisition paid for the
purchased shares by delivery of (i) $20,100 in cash, an amount
equal to the par value of the purchased shares; and (ii) a
promissory note in the principal amount of $7,416,900.  The
acquisition of the Purchased Shares, together with the acquisition
of the shares of common stock from the Principal Stockholders
pursuant to the Stockholder Purchase Agreement, resulted in the
ownership by the Purchaser of an amount of shares in excess of 90
percent of the then outstanding shares of common stock.  On the
Closing Date, in accordance with the terms of the Company Purchase
Agreement, the Purchaser consummated a "short form" merger with
the Company in which Purchaser merged with and into the Company,
with the Company remaining as the surviving corporation and a
wholly-owned subsidiary of Spectrum.  The Merger was consummated
without a vote or meeting of the Company's stockholders in
accordance with Section 253 of the Delaware General Corporation
Law.

As a result of the Merger, each issued and outstanding share of
Common Stock were converted into the right to receive (A) $0.05609
in cash per share, without interest and subject to applicable
withholding, and (B) one contingent value right entitling the
holder to receive, subject to the terms of the CVR Agreement, a
pro rata portion of contingent cash payments from Spectrum
totaling up to $195 million upon the achievement certain
milestones.

The Purchaser paid an aggregate of $11,300,000 to fund the Cash
Portion of the Per Share Merger Consideration and approximately
$3,800,000 on the Closing Date to satisfy certain outstanding
obligations and transaction-related and other expenses of Talon.

In connection with the Merger, and as contemplated by the Company
Purchase Agreement, each of Howard Furst, Paul Maier, Howard Pien,
Leon Rosenberg, Robert Spiegel and Elizabeth Weatherman
voluntarily resigned from the Board effective as of the effective
time of the Merger.  Pursuant to the terms of the Company Purchase
Agreement, as of the Effective Time, Rajesh C. Shrotriya, M.D.,
was appointed a director of the Company.  Dr. Shrotriya is
currently president, chief executive officer and chairman of
Spectrum.  One of the Company's existing directors, Steven R.
Deitcher, remained on the Board following the Effective Time.

The Company entered into a Separation Agreement and Release with
each of Craig W. Carlson and Steven R. Deitcher M.D.

Pursuant to the Company Purchase Agreement, at the Effective Time,
the Company's certificate of incorporation was amended and
restated in its entirety.  Also pursuant to the Company Agreement,
at the Effective Time, the Company's bylaws were amended and
restated in their entirety to be identical to the bylaws of
Purchaser, as in effect immediately prior to the Effective Time.

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

                        http://is.gd/Mlf78d

                      About Talon Therapeutics

Formerly known as Hana Biosciences, Inc., Talon Therapeutics Inc.
(TLON.OB.) -- http://www.talontx.com/-- is a biopharmaceutical
company dedicated to developing and commercializing new,
differentiated cancer therapies designed to improve and enable
current standards of care.  The company's lead product candidate,
Marqibo, potentially treats acute lymphoblastic leukemia and
lymphomas.  The Company has additional pipeline opportunities some
of which, like Marqibo, improve delivery and enhance the
therapeutic benefits of well characterized, proven chemotherapies
and enable high potency dosing without increased toxicity.

Effective Dec. 1, 2010, Hana Biosciences changed its name to Talon
Therapeutics.  The name change was effected by merging Talon
Therapeutics, a wholly owned subsidiary of the Company, with and
into the Company, with the Company as the surviving corporation in
the merger.

Talon Therapeutics incurred a net loss of $43.70 million for the
year ended Dec. 31, 2012, as compared with a net loss of $18.82
million in 2011.  The Company's balance sheet at March 31, 2013,
showed $5.28 million in total assets, $51.39 million in total
liabilities, $53.89 million in redeemable convertible preferred
stock, and a $99.99 million total stockholders' deficit.

BDO USA, LLP, in San Jose, California, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012, citing recurring losses from operations
and net capital deficiency that, among other factors, raise
substantial doubt about its ability to continue as a going
concern.


TALON THERAPEUTICS: Warburg No Longer Holds Shares as of July 16
----------------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Warburg Pincus Private Equity X, L.P.,
Warburg Pincus X Partners, L.P., and Joseph P. Landy, et al.,
disclosed that as of July 16, 2013, they ceased to be beneficial
owners of shares of common stock of Talon Therapeutics, Inc.
Warburg, et al., previously reported beneficial ownership of
265,461,487+ common shares or 92.4 percent equity stake as of
Nov. 14, 2012.

On July 16, 2013, (a) the shares of Series A-1 Preferred held by
WP X were converted into 63,001,458 shares of common stock, the
shares of Series A-2 Preferred held by WP X were converted into
36,604,463 shares of common stock and the shares of Series A-3
Preferred Stock held by WP X were converted into 48,001,889 shares
of common stock and (b) the shares of Series A-1 Preferred held by
WPP X were converted into 2,015,432 shares of common stock, the
shares of Series A-2 Preferred held by WPP X were converted into
1,171,040 shares of common stock and the shares of Series A-3
Preferred Stock held by WPP X were converted into 1,535,662 shares
of common stock.

On July 16, 2013 pursuant to the terms of a Securities Purchase
Agreement, dated as of July 16, 2013, by and among Spectrum
Pharmaceuticals, Inc., Eagle Acquisition Merger Sub, Inc., and the
securityholders of the Company, (a) WP X sold 147,607,810 shares
of common stock issued to it upon the conversion of the Series A-1
Preferred, Series A-2 Preferred and Series A-3 Preferred for an
aggregate purchase price of $8,279,931 and 147,607,810 contingent
value rights representing the right to receive a pro rata portion
of contingent cash payments upon the achievement of certain
milestones and (b) WPPX sold 4,722,134 shares of common stock
issued to it upon the conversion of the Series A-1 Preferred,
Series A-2 Preferred and Series A-3 Preferred for an aggregate
purchase price of $264,883 and 4,722,134 contingent value rights
representing the right to receive a pro rata portion of contingent
cash payments upon the achievement of certain milestones.

A copy of the amended regulatory filing is available at:

                         http://is.gd/csESUh

A copy of the Securities Purchase Agreement is available at:

                         http://is.gd/IGI4zc

                        About Talon Therapeutics

Formerly known as Hana Biosciences, Inc., Talon Therapeutics Inc.
(TLON.OB.) -- http://www.talontx.com/-- is a biopharmaceutical
company dedicated to developing and commercializing new,
differentiated cancer therapies designed to improve and enable
current standards of care.  The company's lead product candidate,
Marqibo, potentially treats acute lymphoblastic leukemia and
lymphomas.  The Company has additional pipeline opportunities some
of which, like Marqibo, improve delivery and enhance the
therapeutic benefits of well characterized, proven chemotherapies
and enable high potency dosing without increased toxicity.

Effective Dec. 1, 2010, Hana Biosciences changed its name to Talon
Therapeutics.  The name change was effected by merging Talon
Therapeutics, a wholly owned subsidiary of the Company, with and
into the Company, with the Company as the surviving corporation in
the merger.

Talon Therapeutics incurred a net loss of $43.70 million for the
year ended Dec. 31, 2012, as compared with a net loss of $18.82
million in 2011.  The Company's balance sheet at March 31, 2013,
showed $5.28 million in total assets, $51.39 million in total
liabilities, $53.89 million in redeemable convertible preferred
stock, and a $99.99 million total stockholders' deficit.

BDO USA, LLP, in San Jose, California, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012, citing recurring losses from operations
and net capital deficiency that, among other factors, raise
substantial doubt about its ability to continue as a going
concern.


TAUPA LITHUANIAN: Regulator Closes Credit Union
-----------------------------------------------
The Ohio Division of Financial Institutions has liquidated the
Taupa Lithuanian Credit Union of Cleveland, Ohio, and appointed
the National Credit Union Administration (NCUA) as liquidating
agent.

Member deposits are federally insured by the National Credit Union
Share Insurance Fund up to $250,000. Administered by NCUA, the
fund has the backing of the full faith and credit of the U.S.
Government.

NCUA's Asset Management and Assistance Center will issue
correspondence to individuals holding verified share accounts in
the credit union within one week. Members with additional
questions about their insurance coverage may contact the center
toll free at 877-715-0777 between 9 a.m. and 6 p.m., Eastern.
Individuals may also visit the MyCreditUnion.gov website at any
time for more information about their insurance coverage.

The Division of Financial Institutions made the decision to
liquidate Taupa Lithuanian Credit Union and discontinue its
operations after determining the credit union had no prospect for
restoring viable operations.

Taupa Lithuanian Credit Union served 1,154 members and had assets
of more than $23.6 million, according to the credit union's most
recent Call Report. Chartered in 1984, Taupa Lithuanian served the
Lithuanian community of Cleveland and Northeast Ohio.

Taupa Lithuanian Credit Union is the eleventh federally insured
credit union liquidation in 2013.


TELETOUCH COMMUNICATIONS: Terminates Registration of Securities
---------------------------------------------------------------
Teletouch Communications, Inc., filed post-effective amendments to
its registration statements with the U.S. Securities and Exchange
Commission relating to the registration of:

   (a) 20,499,001 shares of the Company's common stock for resale
       by selling shareholders which registration was declared
       effective on Nov. 1, 2011;

   (b) 32,000,999 shares of the Company's common stock for resale
       by selling shareholders which was declared effective on
       Nov. 3, 2011;

   (c) 1,000,000 shares of the Company's common stock under the
       1994 Stock Option and Appreciation Rights Plan; and

   (d) 10,000,000 shares of the Company's common stock under the
       2002 Stock Option and Appreciation Rights Plan.

The Company has terminated all offerings of the Securities
pursuant to the Registration Statements.

                          About Teletouch

Teletouch Communications, Inc., offers a comprehensive suite of
wireless telecommunications solutions, including cellular, two-way
radio, GPS-telemetry and wireless messaging.  Teletouch is an
authorized provider of AT&T (NYSE: T) products and services
(voice, data and entertainment) to consumers, businesses and
government agencies, as well as an operator of its own two-way
radio network in Texas.  Recently, Teletouch entered into national
agency and distribution agreements with Sprint (NYSE: S) and
Clearwire (NASDAQ: CLWR), providers of advanced 4G cellular
network services.  Teletouch operates a chain of 26 retail and
agent stores under the "Teletouch" and "Hawk Electronics" brands,
in conjunction with its direct sales force, customer care (call)
centers and various retail eCommerce Web sites including:
http://www.hawkelectronics.com/and http://www.hawkexpress.com/

Through its wholly-owned subsidiary, Progressive Concepts, Inc.,
Teletouch operates a national distribution business, PCI
Wholesale, primarily serving large cellular carrier agents and
rural carriers, as well as auto dealers and smaller consumer
electronics retailers, with product sales and support available
through http://www.pciwholesale.com/and
http://www.pcidropship.com/among other B2B oriented Web sites.

BDO USA, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statement for the year
ended May 31, 2012.  The independent auditors noted that the
Company has increasing working capital deficits, significant
current debt service obligations, a net capital deficiency along
with current and predicted net operating losses and negative cash
flows which raise substantial doubt about its ability to continue
as a going concern.

For the nine months ended Feb. 28, 2013, the Company incurred a
net loss of $622,000 on $14.94 million of total operating
revenues, as compared with net income of $4 million on $19.02
million of total operating revenues for the nine months ended
Feb. 29, 2012.  The Company's balance sheet at Feb. 28, 2013,
showed $10.38 million in total assets, $16.91 million in total
liabilities and a $6.53 million total shareholders' deficit.


THERMOENERGY CORP: Board OKs By-Laws Amendment
----------------------------------------------
ThermoEnergy Corporation's Board of Directors approved an
amendment and restatement of the Company's By-Laws, effective
immediately.  The amendment and restatement effects these
changes to the Company's By-Laws:

   (i) Changing the date of the annual meeting of the Company's
       stockholders from the second Tuesday of February to the
       second Tuesday of November in each year;

  (ii) Changing references in Article 2 from "Series B Directors"
       to "Series B/C Directors" and providing that Series B/C
       Directors will be elected by, and may be removed only by,
       the holders of the Company's Series B Convertible Preferred
       Stock, the Company's Series B-1 Convertible Preferred Stock
       and the Company's Series C Convertible Preferred Stock
      (voting together as a single class), to implement identical
       provisions for the election and removal of Directors set
       forth in an Amendment to the Company's Certificate of
       Incorporation approved by the Company's stockholders on
       March 20, 2013;

(iii) Re-designating Articles 5, 6 and 7 as Articles 7, 5 and 8,
       respectively; and

  (iv) Adding a new Article 6 that provides that, unless the
       Company consents in writing to the selection of an
       alternative forum, the state and federal courts in the
       State of Delaware will be the sole and exclusive forum for
      (i) any derivative action or proceeding brought on behalf of
       the Corporation, (ii) any action asserting a claim of
       breach of a fiduciary duty owed by any director, officer or
       other employee of the Corporation to the Corporation or the
       Corporation's stockholders, (iii) any action asserting a
       claim arising pursuant to any provision of the Delaware
       General Corporation Law, or (iv) any action asserting a
       claim governed by the internal affairs doctrine, in each
       case subject to the court's having personal jurisdiction
       over the indispensible parties named as defendants.  A
       Article 6 further provides that any person or entity
       purchasing or otherwise acquiring any interest in shares of
       the Company's capital stock is deemed to have notice of,
       and consented to, the foregoing provision.

A copy of the Amended and Restated By-Laws is available at:

                       http://is.gd/eS487A

                 About ThermoEnergy Corporation

Little Rock, Ark.-based ThermoEnergy Corporation is a clean
technologies company engaged in the worldwide development of
advanced municipal and industrial wastewater treatment systems and
carbon reducing clean energy technologies.

The Company incurred a net loss of $7.38 million for the year
ended Dec. 31, 2012, as compared with a net loss of $17.38 million
on $5.58 million of revenue in 2011.  The Company's balance sheet
at March 31, 2013, showed $5.93 million in total assets, $17.46
million in total liabilities and a $11.52 million total
stockholders' deficiency.

Grant Thornton LLP, in Westborough, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that the Company incurred a net loss of $7,382,000 during the year
ended Dec. 31, 2012, and, as of that date, the Company's current
liabilities exceeded its current assets by $7,094,000 and its
total liabilities exceeded its total assets by $10,611,000.  These
conditions, among other factors, raise substantial doubt about the
Company's ability to continue as a going concern.


TIN MAN SNACKS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Tin Man Snacks, LLC
        351 Harrod Blvd.
        Dayton, NJ 08810

Bankruptcy Case No.: 13-25626

Chapter 11 Petition Date: July 17, 2013

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

Judge: Kathryn C. Ferguson

Debtor's Counsel: David H. Stein, Esq.
                  WILENTZ, GOLDMAN & SPITZER, P.A.
                  90 Woodbridge Center Drive, P.O. Box 10
                  Woodbridge, NJ 07095
                  Tel: (732) 636-8000
                  Fax: (732) 855-6117
                  E-mail: dstein@wilentz.com

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

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

A list of the Company's 20 largest unsecured creditors, filed
together with the petition, is available for free at
http://bankrupt.com/misc/njb13-25626.pdf

The petition was signed by Vincent Mastria, managing member.


TOBY-O INC: Case Summary & 10 Unsecured Creditors
-------------------------------------------------
Debtor: Toby-O Inc.
          dba Holistic Animal Care
          dba Azmira Holistic Animal Care
          dba Carefree Vet
          dba Azmira Animal Nutrition
          dba Carefree Pet
        6781 E Outlook Dr
        Tucson, AZ 85756

Bankruptcy Case No.: 13-12239

Chapter 11 Petition Date: July 17, 2013

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

Judge: Eileen W. Hollowell

Debtor's Counsel: Eric Slocum Sparks, Esq.
                  ERIC SLOCUM SPARKS PC
                  110 S Church Ave #2270
                  Tucson, AZ 85701
                  Tel: (520) 623-8330
                  Fax: (520) 623-9157
                  E-mail: law@ericslocumsparkspc.com

Scheduled Assets: $1,286,155

Scheduled Liabilities: $2,181,724

A copy of the Company's list of its 10 largest unsecured
creditors, filed together with the petition, is available for free
at http://bankrupt.com/misc/azb13-12239.pdf

The petition was signed by Marcy Merin, president.


TRANSGENOMIC INC: AMH Equity Held 5.7% Equity Stake at July 17
--------------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, AMH Equity LLC and Leviticus Partners, L.P., disclosed
that as of July 15, 2013, they beneficially owned 5,000,000 shares
of common stock of Transgenomic Inc. representing 5.7 percent of
the shares outstanding.  AMH Equity and Leviticus previously
reported beneficial ownership of 4,352,125 common shares or 4.9
percent equity stake as of June 4, 2013.  A copy of the amended
regulatory filing is available for free at http://is.gd/Df7F0A

                        About Transgenomic

Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global
biotechnology company advancing personalized medicine in
cardiology, oncology, and inherited diseases through its
proprietary molecular technologies and world-class clinical and
research services.  The Company is a global leader in cardiac
genetic testing with a family of innovative products, including
its C-GAAP test, designed to detect gene mutations which indicate
cardiac disorders, or which can lead to serious adverse events.
Transgenomic has three complementary business divisions:
Transgenomic Clinical Laboratories, which specializes in molecular
diagnostics for cardiology, oncology, neurology, and mitochondrial
disorders; Transgenomic Pharmacogenomic Services, a contract
research laboratory that specializes in supporting all phases of
pre-clinical and clinical trials for oncology drugs in
development; and Transgenomic Diagnostic Tools, which produces
equipment, reagents, and other consumables that empower clinical
and research applications in molecular testing and cytogenetics.
Transgenomic believes there is significant opportunity for
continued growth across all three businesses by leveraging their
synergistic capabilities, technologies, and expertise.  The
Company actively develops and acquires new technology and other
intellectual property that strengthens its leadership in
personalized medicine.

Transgenomic incurred a net loss of $8.32 million in 2012, a net
loss of $9.78 million in 2011 and a net loss of $3.13 million in
2010.  The Company's balance sheet at March 31, 2013, showed
$41.39 million in total assets, $17.32 million in total
liabilities and $24.06 million in stockholders' equity.

                       Forbearance Agreement

On Feb. 7, 2013, the Company entered into a Forbearance Agreement
with Dogwood Pharmaceuticals, Inc., a wholly owned subsidiary of
Forest Laboratories, Inc., and successor-in-interest to PGxHealth,
LLC, with an effective date of Dec. 31, 2012.  In December 2012,
the Company commenced discussions with the Lender to defer the
payment due on Dec. 31, 2012, until March 31, 2013.  As of
Dec. 31, 2012, an aggregate of $1.4 million was due and payable
under the Note by Transgenomic, and non-payment would constitute
an event of default under the Note and that certain Security
Agreement, dated as of Dec. 29, 2010, entered into between
Transgenomic and PGX.  Pursuant to the Forbearance Agreement, the
Lender agreed, among other things, to forbear from exercising its
rights and remedies under the Note and the Security Agreement as a


TRANS-LUX CORP: Unit Sells Accounts Receivable to Prestige
----------------------------------------------------------
Trans-Lux Corporation's subsidiary, Trans-Lux Midwest Corporation
entered into a Purchase and Sale Agreement with Prestige Capital
Corporation, in order to provide financing to the Company.

Under the Agreement, Midwest will sell certain account receivables
to Prestige.  Prestige will advance 75 percent of the face value
of the Accounts to Midwest, up to a maximum advance of $2.5
million, with the remainder to be credited to Midwest upon final
collection at a discount fee based on the number of days those
Accounts remain outstanding.  Under the Agreement, Midwest has
granted to Prestige a continuing security interest in and lien
upon all accounts and property of Midwest at any time in
Prestige's possession.

The Agreement is for a one year term, and thereafter automatically
extends for successive one year periods unless cancelled by either
party upon 60 days notice.  The Agreement may also be terminated
earlier by Prestige upon 60 days prior notice to Midwest, or by
Prestige in the event of a breach of the Agreement or upon the
insolvency of Midwest or the Company.  Upon the termination of the
Agreement in the event of a breach or insolvency event, all of
Midwest's obligations to Prestige will be immediately due and
payable.  In the event Midwest wishes to terminate the Agreement
during the term of the Agreement, Midwest must pay an early
termination fee equal to $7,500 per month for each month remaining
under any applicable term, however, Prestige has agreed to waive
that termination fee in the event Midwest terminates the Agreement
at any time after the initial six months of the term of the
Agreement.

The Company has guaranteed Midwest's obligations under the
Agreement pursuant to a Guaranty executed by the Company as of
July 12, 2013.

On July 12, 2013, net proceeds of approximately $658,000 were
received from Prestige.  The funds were used to make a payment to
the Company's Pension Plan and for working capital purposes.

A copy of the Purchase and Sale Agreement is available at:

                        http://is.gd/i8juE1

                    About Trans-Lux Corporation

Norwalk, Conn.-based Trans-Lux Corporation (NYSE Amex: TLX) is a
designer and manufacturer of digital signage display solutions for
the financial, sports and entertainment, gaming and leasing
markets.

For the year ended Dec. 31, 2012, the Company incurred a net loss
of $1.36 million on $23.02 million of total revenues, as compared
with a net loss of $1.41 million on $23.75 million of total
revenues during the prior year.

As of March 31, 2013, the Company had $20 million in total assets,
$18.31 million in total liabilities and $1.69 million in total
stockholders' equity.

"Our independent registered 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 the
continuing losses and uncertainty regarding the ability to make
the required minimum funding contributions to the pension plan as
well as the sinking fund payments on the Debentures and the
principal and interest payments on the Notes and the Debentures
raises substantial doubt about our ability to continue as a going
concern.  As a result, if the Company is unable to (i) obtain
additional liquidity for working capital, (ii) make the required
minimum funding contributions to the pension plan and (iii) make
the required principal and interest payments on the Notes and
Debentures, there would be a significant adverse impact on the
financial position and the operating results of the Company,"
according to the Company's annual report for the year ended
Dec. 31, 2012.


TRENDSET INC: Files Schedules of Assets and Liabilities
-------------------------------------------------------
Trendset, Inc., has filed with the U.S. Bankruptcy Court for
District of South Carolina its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                        $0
  B. Personal Property            $5,858,667
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                  $675,969
  E. Creditors Holding
     Unsecured Priority
     Claims                                            $9,564
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $68,212,533
                                  -----------     -----------
        TOTAL                      $5,858,667     $68,898,068

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

                      About Trendset, Inc.

Trendset, Inc., is a pre-audit and freight payment services
company, offering services to customers using carriers to deliver
products.

Trendset, Inc., was the subject of an involuntary Chapter 11
petition (Bankr. D. S.C. Case No. 13-02225) filed on April 15,
2013.  Rory D. Whelehan, Esq., at Womble Carlyle Sandridge & Rice,
LLP, serves as counsel to the alleged creditors.  Creditors who
signed the Chapter 11 petition are Husqvarna Professional
Products, Inc., (owed $5,782,524), Legrand North America, Inc.
(owed $4,642,653) and DH Business Services, LLC (owed $3,883,360).

On April 26, 2013, the Court signed off on an agreed order for
relief in the Involuntary Petition and directed the appointment of
a Chapter 11 trustee.  The Petitioning Creditors and the U.S.
Trustee had filed motions seeking appointment of a Chapter 11
trustee for the Debtor.

Katie Goodman was later appointed as Chapter 11 trustee.
According to Judy A. Robbins, the U.S. Trustee for Region 4,
Ms. Goodman is a "disinterested person" as that term is defined in
Section 101(14) of the Bankruptcy Code.

Joseph V. Pegnia and Curtos S. Friedberg at GGG Partners serve as
the Chapter 11 trustee's financial advisor.  McNair Law Firm,
P.A., represents the Chapter 11 trustee as counsel.

Meanwhile, on May 2, 2013, the Court authorized the appointment of
The Finley Group, Inc. as the Debtor's chief restructuring officer
to exercise authority and responsibility for the conduct of the
affairs of the Debtor in the ordinary course of business until the
appointment of the Chapter 11 trustee.  Finley's Matthew W. Smith,
Jr., Jay F. Kilkenny and Ryan Blackmon worked on the case.

The Court also approved the employment of McCarthy Law Firm, LLC
as counsel for the Debtor through Finley.  The firm's attorneys
involved in the case were G. William McCarthy, Jr., Esq., and
Daniel J. Reynolds, Jr., Esq..

On June 5, W. Clarkson McDow, Jr., the U.S. Trustee for Region 4,
advised the Court he failed to appoint an unsecured creditors'
committee due to lack of interest.


TWIN DEVELOPMENT: Claims Bar Date Set for Aug. 30
-------------------------------------------------
The Bankruptcy Court has set Aug. 8, 2013, as the deadline for
creditors to file proofs of claim in the Chapter 11 case of Twin
Development, LLC.

Twin Development, LLC, filed a Chapter 11 petition (Bankr. S.D.
Cal. Case No. 13-02719) on March 19, 2013.  The petition was
signed by Wallace Benwart as manager.  The Debtor scheduled assets
of $55,800,000 and liabilities $38,027,600.


UNI-PIXEL INC: Sets Q2 2013 Conference Call for August
------------------------------------------------------
UniPixel, Inc., will hold a conference call on Thursday, Aug. 8,
2013, at 4:30 p.m. Eastern time to discuss the second quarter
ended June 30, 2013.  Financial results will be issued in a press
release prior to the call.

UniPixel President and CEO Reed Killion and CFO Jeff Tomz will
host the presentation, followed by a question and answer period.

The call will be webcast live here, as well as via a link in the
Investors section of the Company's Web site at
www.unipixel.com/investors.  Webcast participants will be able to
submit a question to management via the webcast player.

Date: Thursday, Aug. 8, 2013
Time: 4:30 p.m. Eastern time (3:30 p.m. Central time)
Webcast: http://public.viavid.com/index.php?id=105272

To participate in the conference call via telephone, dial 1-480-
629-9712 and provide the conference name or conference ID 4629606.
Please call the conference telephone number 5-10 minutes prior to
the start time so the operator can register your name and
organization.

If you have any difficulty with the webcast or connecting to the
call, please contact Liolios Group at 1-949-574-3860.

A replay of the call will be available after 7:30 p.m. Eastern
time on the same day through Sept. 8, 2013, via the same link
above, or by dialing 1-858-384-5517 and entering replay ID
4629606.

                         About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

Uni-Pixel incurred a net loss of $9.01 million in 2012, as
compared with a net loss of $8.56 million in 2011.  The Company's
balance sheet at March 31, 2013, showed $19.40 million in total
assets, $693,193 in total liabilities and $18.71 million in total
shareholders' equity.

"As of December 31, 2012, we had a cash balance of approximately
$13.0 million and working capital of $12.8 million.  We project
that current cash reserves will sustain our operations through at
least December 31, 2013, and we are not aware of any trends or
potential events that are likely to adversely impact our short
term liquidity through this term.  We expect to fund our
operations with our net product revenues from our commercial
products, cash and cash equivalents supplemented by proceeds from
equity or debt financings, and loans or collaborative agreements
with corporate partners, each to the extent necessary," according
to the Company's annual report for the year ended Dec. 31, 2012.


UNITEK GLOBAL: Inks $75 Million Revolving Credit Facility
---------------------------------------------------------
UniTek Global Services, Inc., entered into a Revolving Credit and
Security Agreement, dated as of July 10, 2013, with Apollo
Investment Corporation, as agent for the lenders under the
Revolving Credit Agreement.

The Revolving Credit Agreement provides for a $75,000,000
revolving credit facility.  Availability under the Revolving Loan
is tied to a borrowing base that is calculated based on a
percentage of eligible receivables, less the maximum amount of all
undrawn letters of credit, less those reserves as the agent may
reasonably deem necessary, plus an amount not to exceed the
"Additional Borrowing Base Amount".

The "Additional Borrowing Base Amount" will mean (i) from July 10,
2013, through Oct. 31, 2013, an amount equal to $30,000,000, (ii)
from Nov. 1, 2013, through and including Nov. 30, 2013, an amount
equal to $25,000,000 and (iii) thereafter, an amount equal to
$20,000,000.

The Revolving Loan may be used for general business purposes and
matures on April 15, 2016.  UniTek and its subsidiaries that are
co-borrowers under the Revolving Credit Agreement may draw on the
Revolving Loan and repay amounts borrowed in unlimited repetition
up to the maximum allowed amount so long as no event of default
has occurred and is continuing.  The interest rate on the
Revolving Loan is LIBOR (subject to a 1 percent floor) plus a
margin of between 4.75 percent and 5.25 percent.  The Revolving
Loan is subject to a commitment fee of 2.0 percent on the average
daily unpaid balance of revolving advances plus the maximum
undrawn amount of all outstanding letters of credit.

As part of UniTek's debt refinancing UniTek terminated its
Revolving Credit and Security Agreement with PNC Bank, N.A, as
collateral agent and as administrative agent, dated as of
April 15, 2011.  All outstanding amounts owed by UniTek and its
subsidiaries under the 2011 Revolving Credit Agreement were re-
paid in full and all corresponding security interests under the
2011 Revolving Credit Agreement were released.

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

                        http://is.gd/Cqup0a

                        About UniTek Global

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 June 11, 2013, Standard & Poor's Ratings
Services lowered its corporate credit rating on Blue Bell, Pa.-
based UniTek Global Services Inc. to 'D' from 'CCC'.  "The
downgrade follows UniTek's announcement that it did not make
a scheduled interest payment on May 29, 2013, on its senior
secured term loan due 2018, which we consider to be a default
under our timeliness of payments criteria," said Standard & Poor's
credit analyst Michael Weinstein.

In the June 18, 2013, edition of the TCR, Moody's Investors
Service has withdrawn all ratings of UniTek Global Service, Inc.
including the Ca Corporate Family Rating and Ca-PD/LD Probability
of Default Rating.

Moody's has withdrawn the rating because it believes it has
insufficient or otherwise inadequate information to support the
maintenance of the rating.


UNITEK GLOBAL: Standstill Period Extended Until July 26
-------------------------------------------------------
UniTek Global Services, Inc., entered into an amendment to the
forbearance agreement with certain lenders under its Term Credit
Agreement dated April 15, 2011.  The Amendment extends through
July 26, 2013, the termination of the standstill period contained
in the Forbearance Agreement.

In addition to extending the termination of the standstill period,
the Company and the Term Lenders have agreed pursuant to the
Forbearance Amendment to prepare and execute, prior to July 26,
2013, an amendment to the Term Credit Agreement upon terms and
conditions set forth in a term sheet attached to the Forbearance
Amendment.

The Term Amendment will contain a waiver by the Term Lenders of
all existing defaults and events of default.  The Term Amendment
will modify the affirmative covenants that govern the delivery of
financial statements and other financial information, and will
make modifications to certain negative covenants including the
covenants restricting the incurrence of capital lease obligations,
liens and the making of payments and investments.

The Term Amendment will amend the "ECF Percentage" to provide for
75 percent of Excess Cash Flow for each fiscal year (currently 50
percent), with a step-down to 50 percent (currently 25 percent) if
the Consolidated Leverage Ratio on the last day of that fiscal
year is not greater than 2.50:1.00.  Excess cash flow payments
will be limited to the extent any such payment would cause the
Company to have "Undrawn Availability" of less than $5,000,000 or,
as to the Excess Cash Flow based on fiscal year 2013, not have the
minimum availability required under the DirectTV rescission
letter.

The amended term loans will continue to mature on April 15, 2018,
and will bear monthly interest payable in cash at a rate equal
either to LIBOR (with a 1.50 percent floor) plus 9.50 percent or
the prime rate plus 8.50 percent, plus, in either case, an amount
to be added to the principal balance of the term loan at an annual
rate equal to 4.00 percent of the outstanding balance.  The
lenders will receive warrants, exercisable at $0.01 per share, for
shares of the Company's common stock equal to 19.99 percent of the
shares outstanding prior to the date of the Term Amendment.  The
lenders will receive a waiver and amendment fee, to be added to
the principal balance of the term loan, equal to 2.00 percent of
the outstanding loan balance, of which 0.50 percent has accrued
upon the signing of the Forbearance Amendment.

Cerberus Business Finance, LLC, serves as administrative agent
under the Term Credit Agreement.

UniTek Global previously entered into the Forbearance Agreement,
dated April 30, 2013.  This Forbearance Agreement was amended on
June 3, 2013, and June 7, 2013.

A copy of the Forbearance Agreement Amendment is available at:

                        http://is.gd/lcO8K3

                        About UniTek Global

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 June 11, 2013, Standard & Poor's Ratings
Services lowered its corporate credit rating on Blue Bell, Pa.-
based UniTek Global Services Inc. to 'D' from 'CCC'.  "The
downgrade follows UniTek's announcement that it did not make
a scheduled interest payment on May 29, 2013, on its senior
secured term loan due 2018, which we consider to be a default
under our timeliness of payments criteria," said Standard & Poor's
credit analyst Michael Weinstein.

In the June 18, 2013, edition of the TCR, Moody's Investors
Service has withdrawn all ratings of UniTek Global Service, Inc.
including the Ca Corporate Family Rating and Ca-PD/LD Probability
of Default Rating.

Moody's has withdrawn the rating because it believes it has
insufficient or otherwise inadequate information to support the
maintenance of the rating.


USA BROADMOOR: Files Schedules of Assets and Liabilities
--------------------------------------------------------
USA Broadmoor, LLC, has filed with the U.S. Bankruptcy Court for
Middle District of Florida, Tampa Division its schedules of assets
and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $10,753,600
  B. Personal Property              $465,690
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $10,755,951
  E. Creditors Holding
     Unsecured Priority
     Claims                                            $5,028
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                          $344,887
                                  -----------     -----------
        TOTAL                     $11,219,290     $11,105,867

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

                        About USA Broadmoor

USA Broadmoor, LLC, filed a Chapter 11 petition (Bankr. M.D. Fla.
Case No. 13-04880) on April 16, 2013.  The petition was signed by
Hugh L. Caraway, chief executive officer of Internacional Realty,
Inc., member.  The Debtor estimated assets and debts of at least
$10 million, respectively.  Judge Michael G. Williamson presides
over the case.  The Debtor is represented Stichter Riedel Blain &
Prosser, P.A.


VISUAL MANAGEMENT: Intelligent Digital Summary Judgment Bid Nixed
-----------------------------------------------------------------
The case INTELLIGENT DIGITAL SYSTEMS, LLC v. BEAZLEY INSURANCE
COMPANY, INC. No. 12-CV-1209 (ADS)(GRB) (E.D.N.Y.), arises from an
insurance contract dispute between the Defendant Beazley Insurance
Company, Inc. and the Plaintiffs Intelligent Digital Systems, LLC
(IDS); Russ & Russ PC Defined Benefit Pension Plan (the Plan); and
Jay Edmond Russ, all individually and as assignees of Jack Jacobs,
Robert Moe, Michael Ryan and Martin McFeely.  The Plaintiffs seek
judgment directing the Defendant to indemnify their insureds, Jack
Jacobs, Robert Moe, Michael Ryan and Martin McFeely under the
Defendant's Directors, Officers and Company Liability Insurance
Policy that was issued to Visual Management Systems, Inc. and its
officers and directors.  They also seek judgment directing the
Defendant to pay the sums owed by each of the Insureds to the
Plaintiffs, arising from the action entitled Intelligent Digital
Systems, LLC, et al. v. Visual Management Systems, Inc. et al.,
E.D.N.Y. Case No. 09-CV-0974 (the Underlying Action).

On November 27, 2012, the New York Court issued an Order
converting the Defendant's motion to dismiss under Fed. R. Civ. P.
12(b)(6) to a motion for summary judgment under Fed. R. Civ. P.
56.  The Defendant now moves for reconsideration of the Order
pursuant to Local Civil Rule 6.3.

In a July 3, 2013 Order available at http://is.gd/eYKyIVfrom
Leagle.com, the Court denies the Defendant's motion.

The Plaintiffs are represented by David P. Rosenthal, Esq., of
Massapequa, NY, and Ira Levine, Esq., of Great Neck.

The Defendant is represented by Christopher M. Strongosky, Esq.,
of DLA Piper US LLP.

Visual Management Systems, Inc. filed a Chapter 11 petition in the
U.S. Bankruptcy Court for the District of New Jersey on Nov. 8,
2010.  On November 21, 2011, the case was converted to a Chapter 7
liquidation.


VALENCE TECHNOLOGY: Plan Filing Period Extended Until Oct. 7
------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Texas has
granted Valence Technology, Inc.'s fourth expedited motion to
extend the Debtor's exclusive periods to file and obtain
acceptances of a Chapter 11 Plan of Reorganization until Oct. 7,
2013, and Dec. 5, 2013, respectively.

According to papers filed with the Court, the Debtor still needs
additional time to obtain exit financing and to negotiate a
consensual plan of reorganization with its pre-petition secured
lender.

Counsel for the Debtor can be reached at:

         Sabrina L. Streusand, Esq.
         G. James Landon, Esq.
         Seth E. Meisel, Esq.
         STREUSAND, LANDON & OZBURN, LLP
         811 Barton Springs Road, Suite 81
         Austin, TX 78704
         Tel: (512) 236-9900
         Fax: (512) 236-9904

                     About Valence Technology

Valence Technology, Inc., filed a Chapter 11 petition (Bankr. W.D.
Tex. Case No. 12-11580) on July 12, 2012, in its home-town in
Austin.  Founded in 1989, Valence develops lithium iron magnesium
phosphate rechargeable batteries.  Its products are used in hybrid
and electric vehicles, as well as hybrid boats and Segway personal
transporters.

The Debtor disclosed debt of $82.6 million and assets of
$31.5 million as of March 31, 2012.  The Debtor disclosed
$24,858,325 in assets and $78,520,831 in liabilities as of the
Chapter 11 filing.  Chairman Carl E. Berg and related entities own
44.4% of the shares.  ClearBridge Advisors LLC owns 5.5%.

Judge Craig A. Gargotta presides over the case.  The Company is
being advised by Sabrina L. Streusand, Esq., at Streusand, Landon
& Ozburn, LLP, with respect to bankruptcy matters.  The petition
was signed by Robert Kanode, CEO.

On Aug. 8, 2012, the U.S. Trustee for Region 7 appointed five
creditors to serve on the Official Committee of Unsecured
Creditors of the Debtor.  Brinkman Portillo Ronk, PC, serves as
its counsel.


VIGGLE INC: Draws $3 Million Under Sillerman Credit Facility
------------------------------------------------------------
Viggle Inc. and Sillerman Investment Company II LLC, an affiliate
of the Company's Executive Chairman and Chief Executive Officer,
On March 11, 2013, entered into an amended and restated line of
credit, pursuant to which the Company may, from time to time, draw
on the New $25,000,000 Line of Credit in amounts of no less than
$1,000,000.  On July 11, 2013, the Company drew $3,000,000 under
the New $25,000,000 Line of Credit.  Following the July 11, 2013,
draw, there is $8,000,000 available to be drawn under the New
$25,000,000 Line of Credit.

In accordance with the terms of the New $25,000,000 Line of
Credit, the Company issued to SIC II in connection with that draw
warrants to purchase 3,000,000 shares of the Company's Common
Stock, par value $0.001 per share.  These warrants will be
exercisable at a price of $1.00 per share and will expire five
years after issuance.

The Company expects to record a stock-based compensation charge of
approximately $1,393,000 relating to these warrants.

The Board of Directors approved the transaction and the issuance
of the warrants.

                           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.


VISION INDUSTRIES: Amends 2012 Form 10-K
----------------------------------------
Vision Industries Corp. has amended its annual report for the
period ended Dec. 31, 2012.  The amendment was filed to correct a
filing error which caused no Statement of Income Interactive Data
File to be displayed.  All information and data was unchanged.
A copy of the Form 10-K/A is available at http://is.gd/DIDnc2

                      About Vision Industries

Long Beach, Cal.-based Vision Industries Corp. focuses its
efforts in building Class 8 fuel cell electric vehicles (FCEV)
used in drayage transportation.

The Company's balance sheet at March 31, 2013, showed $1.4 million
in total assets, $2.4 million in total liabilities, and a
stockholders' deficit of $1 million.

Vision Industries reported a net loss of $5.28 million on $26,545
of total revenue for the year ended Dec. 31, 2012, as compared
with a net loss of $6.44 million on $764,157 of total revenue for
the year ended Dec. 31, 2011.

DKM Certified Public Accountants, 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's cash and available credit are
not sufficient to support its operations for the next year.
Accordingly, management needs to seek additional financing that
raises substantial doubt about its ability to continue as a going
concern.


VITESSE SEMICONDUCTOR: Rima Held 8.9% Equity Stake at June 28
-------------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Rima Senvest Management, LLC, and its affiliates
disclosed that as of June 28, 2013, they beneficially owned
4,820,330 shares of common stock of Vitesse Semiconductor
Corporation representing 8.93 percent of the shares outstanding.
A copy of the regulatory filing is available for free at:

                        http://is.gd/ihFQrd

                           About Vitesse

Based in Camarillo, California, Vitesse Semiconductor Corporation
(Pink Sheets: VTSS.PK) -- http://www.vitesse.com/-- designs,
develops and markets a diverse portfolio of semiconductor
solutions for Carrier and Enterprise networks worldwide.

In October 2009, Vitesse completed a debt restructuring
transaction that resulted in the conversion of 96.7% of the
Company's 2024 Debentures into a combination of cash, common
stock, Series B Preferred Stock and 2014 Debentures.  With respect
to the remaining 3.3% of the 2024 Debentures, Vitesse settled its
obligations in cash.  Additionally, Vitesse repaid $5.0 million of
its $30.0 million Senior Term Loan, the terms of which were
amended as part of the debt restructuring transactions.

Vitesse incurred a net loss of $1.11 million in 2012, a net loss
of $14.81 million in 2011, and a net loss of $20.05 million in
2010.  The Company's balance sheet at March 31, 2013, showed
$68.85 million in total assets, $80.96 million in total
liabilities and a $12.10 million total stockholders' deficit.


VUZIX CORP: Inks $200,000 Private Placement Financing
-----------------------------------------------------
Vuzix Corporation had entered into definitive documents for the
sale of a $200,000 16 percent senior secured convertible
debenture, in a private placement transaction, pursuant to the
terms of a securities purchase agreement with Hillair Capital
Investments L.P.  Repayment of the original principal amount of
the Debenture is due as follows:

   * $50,000 on each of Feb. 1, 2014, May 1, 2014, and Aug. 1,
     2014; and

   * $12,500 on each of Aug. 1, 2015, Aug. 1, 2016, Aug. 1, 2017,
     and March 21, 2018.

The Debenture has a maturity date of March 21, 2018.  The
Debenture is convertible into common stock at an initial
conversion price of $5.24 per share, subject to adjustment, and is
secured by all the present and future assets of the Company and
its subsidiaries pursuant to the security agreement, pledge
agreement and subsidiary guaranty, each dated as of March 27,
2013.  In addition, the Company also agreed to issue a warrant to
Hillair to purchase up to 38,168 shares of the Company's common
stock.  The warrants have an exercise price of $5.24 per share and
are exercisable from the date of issuance until March 21, 2018.
The closing of the transaction was subject to approval of the TSX
Venture Exchange, which was received on July 15, 2013, and
satisfaction of customary closing conditions.

Further details of the private placement financing is available
for free at http://is.gd/j95aNw

                          About Vuzix Corp.

Rochester, New York-based Vuzix Corporation (TSX-V: VZX)
OTC BB: VUZI) -- http://www.vuzix.com/-- is a supplier of Video
Eyewear products in the defense, consumer and media &
entertainment markets.

Vuzix reported net income of $322,840 for the year ended Dec. 31,
2012, as compared with a net loss of $3.87 million during the
prior year.  The Company's balance sheet at March 31, 2013, showed
$3.08 million in total assets, $10.14 million in total liabilities
and a $7.05 million total stockholders' deficit.

EFP Rotenberg, LLP, in Rochester, 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 incurred substantial losses from operations
in recent years.  In addition, the Company is dependent on its
various debt and compensation agreements to fund its working
capital needs.  The Company was not in compliance with its
financial covenants under a senior secured debt holder and had
other debts past due in some cases.  These conditions raise
substantial doubt about its ability to continue as a going
concern.

                        Bankruptcy Warning

"We have engaged an investment banking firm to assist us with
respect to a planned public stock offering of up to $15,000,000.
Our future viability is dependent on our ability to execute these
plans successfully.  If we fail to do so for any reason, we would
not have adequate liquidity to fund our operations, would not be
able to continue as a going concern and could be forced to seek
relief through a filing under U.S. Bankruptcy Code," the Company
said in its annual report for the year ended Dec. 31, 2012.


WAVE SYSTEMS: Amends 1.8MM Class A Shares Resale Prospectus
-----------------------------------------------------------
Wave Systems Corp. has amended its Form S-3 registration statement
relating to the resale by Cranshire Capital Master Fund, Ltd, and
Anson Investments Master Fund, LP, of up to 1,204,820 shares of
Wave's Class A common stock, par value $0.01 per share, and up to
602,410 shares of Wave's Class A common stock, par value $0.01 per
share, issuable upon the exercise of warrants.

The Company will not receive any proceeds from the sale of these
shares of Class A common stock by the selling stockholders.

In addition to the shares covered under this prospectus, the
Company's securities are currently also subject to ongoing public
distribution pursuant to a prospectus covering the resale of an
aggregate of 5,267,374 shares of the Company's Class A common
stock issued in connection with our acquisition of Safened, Ltd.,
on Sept. 22, 2011.  In addition, an effective shelf registration
statement on Form S-3 is on file with the Securities and Exchange
Commission pursuant to which the Company may offer shares of its
Class A common stock or preferred stock,  warrants to purchase the
Company's Class A common stock or preferred stock or any
combination of some or all of these securities with an initial
aggregate offering price of up to $30,000,000, of which the
Company has utilized $25,471,108 in primary offerings through
June 19, 2013, under which $4,528,892 remains available for future
primary offerings.

Wave's Class A common stock is traded on the Nasdaq Capital Market
under the symbol "WAVX."  The last reported sale price of the
Company's Class A common stock on the Nasdaq Capital Market on
June 18, 2013, was $0.43 per share.

A copy of the Amended Form S-3 is available for free at:

                        http://is.gd/EMQ2R2

                         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.


WENTWOOD BAYTOWN: Gen. Unsecured Claims to Recover 20% Under Plan
-----------------------------------------------------------------
Wentwood Baytown, L.P., filed with the U.S. Bankruptcy Court for
the Southern District of Texas a plan of reorganization and
disclosure statement.

The Plan provides for the division of claims of creditors into
nine classes.  Class 1 Attorneys/Professional Claims estimated at
$48,000; Class 2 Taxing Authorities Claims estimated at about
$77,000; Class 3 Governmental Units Claims; and Class 5 Mechanic's
Liens Claims will be paid in full.

Class 4 Secured Lender Claim will be paid in monthly installments
with interest.  Existing pre-payment terms continue unmodified,
and monthly impounds for property insurance and property taxes
will continue to be made.

Class 6 General Unsecured Claims will be paid 20% of the allowed
claim in cash, estimated to total about $24,000.  Class 7
Unsecured Claims of $1,000 or less will have a 70% recovery, in
cash.  Class 8 Claims (Claims Not Secured by Lien or Security
Interest and Not Subject to Setoff) will be deemed allowed,
without setoff or counterclaim.

Class 9 Allowed Equity Interest Holders will retain their
interest.

The Debtor is in the process of arranging funding for the Plan of
Reorganization out of: (i) new equity (in the form of mandatory
and non-mandatory cash calls on various limited partners); and
(ii) collection of related party receivables.  Total funding is
estimated to be approximately $1.2 million.

The funding is inclusive of a $550,000 capital improvement fund;
about $342,000 in outstanding lender payments; and $150,000 in
lender legal costs.

A hearing will be convened on July 24, 2013, at 3:00 p.m. to
consider the adequacy of the Disclosure Statement.

A full-text copy of the Disclosure Statement dated June 14, 2013,
is available for free at:

          http://bankrupt.com/misc/WENTWOOD_DSJun14.PDF

                   About Wentwood Baytown, L.P.

Wentwood Baytown, L.P., filed a Chapter 11 petition in Houston,
Texas (Bankr. S.D. Tex. Case No. 13-32151) on April 9.  The
petition was signed by Gary M. Gray as president of general
partner.  The Debtor estimated assets and debts of at least $10
million.  Judge Letitia Z. Paul presides over the case.  The
Debtor is represented by Matthew Hoffman, Esq., at Law Offices of
Matthew Hoffman, P.C.

The Debtor, which also uses the names Marina Club Apartments,
Briarwood Apartments, and The Dickinson Arms, owns properties in
Bayton and Dickinson, Texas.  The Debtor disclosed $14,599,753 in
assets and $14,813,172 in liabilities as of the Chapter 11 filing.

Judy A. Robbins, U.S. Trustee for Region 7, has notified the
Bankruptcy Court that she was unable to obtain a sufficient number
of eligible creditors interested in serving on the official
committee of unsecured creditors and has therefore been unable to
appoint a proper committee in the case.


WENTWOOD BAYTOWN: Can Use Cash Collateral Through Sept. 30
----------------------------------------------------------
The Hon. Jeff Bohm of the U.S. Bankruptcy Court for the Southern
District of Texas signed off on a stipulation authorizing Wentwood
Baytown, L.P.'s continued interim access to cash collateral until
Sept. 30, 2013.

The Debtor may use the Cash Collateral to pay the actual and
necessary property operating expenses in accordance with an
operating budget for each of three apartment developments, a copy
of such budget is available for free at:

   http://bankrupt.com/misc/WENTWOOD_CCBudgettruSept2013.pdf

In no event will the Cash Collateral be used to pay any
prepetition debts or obligations of the Debtor.

The Debtor entered the stipulation with CW Capital Asset
Management LLC, who serves as special servicer for U.S. Bank N.A.,
as trustee for the registered holders of ML-CFC Commercial
Mortgage Trust 2006-2, Commercial Mortgage Pass-Through
Certificates, Series 2006-2.

As adequate protection from any diminution in value of the
lender's collateral, the Debtor will grant the lender replacement
liens in all tangible and intangible real and personal property
acquired, and a superpriority administrative expense claim status.

Frederick W. H. Carter, Esq., of VENABLE LLP, as well as Karl D.
Burrer, Esq. and Arsalan Muhammad, Esq. of HAYNES AND BOONE LLP
represent the ML-CFC Trust.

                   About Wentwood Baytown, L.P.

Wentwood Baytown, L.P., filed a Chapter 11 petition in Houston,
Texas (Bankr. S.D. Tex. Case No. 13-32151) on April 9.  The
petition was signed by Gary M. Gray as president of general
partner.  The Debtor estimated assets and debts of at least $10
million.  Judge Letitia Z. Paul presides over the case.  The
Debtor is represented by Matthew Hoffman, Esq., at Law Offices of
Matthew Hoffman, P.C.

The Debtor, which also uses the names Marina Club Apartments,
Briarwood Apartments, and The Dickinson Arms, owns properties in
Bayton and Dickinson, Texas.  The Debtor disclosed $14,599,753 in
assets and $14,813,172 in liabilities as of the Chapter 11 filing.

Judy A. Robbins, U.S. Trustee for Region 7, has notified the
Bankruptcy Court that she was unable to obtain a sufficient number
of eligible creditors interested in serving on the official
committee of unsecured creditors and has therefore been unable to
appoint a proper committee in the case.


WENTWOOD BAYTOWN: Can Borrow $107,325 in Unsecured Funds
--------------------------------------------------------
Judge Jeff Bohm authorized Wentwood Baytown, L.P., to borrow
unsecured funds of $107,325 in order to maintain commercial
property insurance of the Marina Club, Briarwood, and Dickinson
Arms properties, and continue its ordinary course of business
operations.

                   About Wentwood Baytown, L.P.

Wentwood Baytown, L.P., filed a Chapter 11 petition in Houston,
Texas (Bankr. S.D. Tex. Case No. 13-32151) on April 9.  The
petition was signed by Gary M. Gray as president of general
partner.  The Debtor estimated assets and debts of at least $10
million.  Judge Letitia Z. Paul presides over the case.  The
Debtor is represented by Matthew Hoffman, Esq., at Law Offices of
Matthew Hoffman, P.C.

The Debtor, which also uses the names Marina Club Apartments,
Briarwood Apartments, and The Dickinson Arms, owns properties in
Bayton and Dickinson, Texas.  The Debtor disclosed $14,599,753 in
assets and $14,813,172 in liabilities as of the Chapter 11 filing.

Judy A. Robbins, U.S. Trustee for Region 7, has notified the
Bankruptcy Court that she was unable to obtain a sufficient number
of eligible creditors interested in serving on the official
committee of unsecured creditors and has therefore been unable to
appoint a proper committee in the case.


WESTFIELD PLAZA: Case Summary & 6 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Westfield Plaza, LLC
        9305 S. Octavia Ave.
        Bridgeview, IL 60455

Bankruptcy Case No.: 13-28312

Chapter 11 Petition Date: July 15, 2013

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

Judge: Timothy A. Barnes

Debtor's Counsel: Matthew E. McClintock, Esq.
                  GOLDSTEIN & MCCLINTOCK LLLP
                  208 South LaSalle Street Suite 1750
                  Chicago, IL 60604
                  Tel: (312) 337-7700
                  E-mail: mattm@restructuringshop.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/ilnb13-28312.pdf

The petition was signed by Amin Ijbara, manager.


WESTINGHOUSE SOLAR: Cancels Merger Agreement with CBD Energy
------------------------------------------------------------
Westinghouse Solar, Inc., terminated its merger agreement with CBD
Energy Limited, effective July 18, 2013, given the continued
delays and uncertainty of whether and when the closing conditions
for the merger will be satisfied.

The Company entered into an Agreement and Plan of Merger, dated
May 7, 2012, with CBD Energy.  The parties entered amended the
Merger Agreement to extend the "Outside Date" relating to
termination rights under the Merger Agreement from Oct. 31, 2012,
to Jan. 31, 2013, subject to additional extensions.  Subsequent to
March 31, 2013, the termination of the Merger Agreement does not
occur automatically, but it can be terminated unilaterally by
either party, upon notice to the other.

The Company had originally targeted completion of the Merger
during the third quarter of 2012, however the target date for
completion has been repeatedly delayed, and the necessary
registration statement has yet to be completed and filed.  The
uncertainty has resulted in a disruption in the Company's supply
relationships, leading to a significant decline in the Company's
revenue and the implementation by the Company of significant cost
reductions including the layoff of employees.

The Company is now committed to focus its attention on rebuilding
its core business, expanding its current product offerings and
exploring strategic opportunities.

In the coming weeks, the Company intends to file a preliminary
proxy statement providing notice for an annual meeting to be held
in September 2013.  At the annual meeting, routine proposals
including the director slate and ratification of independent
certified public accountants will be presented for shareholder
vote.  Additional proposals will be presented for shareholder vote
including to change in the name of the Company and to increase the
Company's authorized common shares to provide necessary working
capital to rebuild its core business and expand its current
product offerings, fulfill contractual obligations with respect to
existing convertible securities and provide financial flexibility
to restructure and explore strategic opportunities.

Robert F. Kennedy, Jr., tendered his resignation as a director of
Westinghouse Solar, Inc. effective July 15, 2013.  Mr. Kennedy has
served on the Company's Board of Directors since December 2011 and
served on the Company's Board of Advisors from July 2010 through
December 2011.  The Company is grateful for his service and
contributions.

Breach Under License Agreement

On May 17, 2010, the Company entered into an exclusive worldwide
license agreement with Westinghouse Electric that permits it to
manufacture, distribute and market our solar panels under the
Westinghouse name.  Since July 22, 2010, the Company has been
operating under the name "Westinghouse Solar".  Minimum payments
due under the license agreement were $750,000 for the year ending
Dec. 31, 2012, and are $1 million for the year ending Dec. 31,
2013.  The Company is currently past due for license fee payments
of $382,500 related to 2012 and $250,000 for the first quarter
ended 2013.  An additional $250,000 minimum license fee payment
related to the second quarter ended 2013 is due on July 31, 2013.

On July 15, 2013, Westinghouse Electric notified the Company that
a breach of contract notice will be issued on July 22, 2013, due
to the non-payment of past due license fees.  Due to the Company's
limited resources, it is unlikely that payment will be made for
past due license fees within the thirty-day cure period which will
result in the termination of the license agreement.  Upon the
termination of the license agreement, the Company must immediately
discontinue any and all use of the Westinghouse name and marks but
will be permitted to sell remaining products containing the
Westinghouse marks within a six month period.  Although the
Company has valued its relationship with Westinghouse, it does not
believe that the termination of the license agreement will have a
material adverse effect on its future business.  While the
Westinghouse trademark is an important, world-wide recognized
brand, the Company believes the most important competitive factors
relating to its products are their effectiveness, efficiency and
consumer cost.

On May 30, 2013, the Company and Environmental Engineering Group
Pty Ltd (EEG) announced a Supply Agreement for the assembly of
Westinghouse Solar's proprietary solar modules (Products).  The
new modules recently achieved UL certification for U.S.
distribution and production and shipment of its initial order are
underway.  Products distributed in the United States will utilize
modules containing Taiwan cells and therefore are not subject to
punitive Chinese tariffs.  Pursuant to the Supply Agreement, EEG
will provide the Company with Products at market-competitive
pricing, and in volume levels sufficient to meet the Company's
forecasted needs.  The Company expects to begin shipping product
to customers in the coming weeks during the third calendar quarter
of this year.

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

                        http://is.gd/YXhRTB

                         About Westinghouse

Campbell, Cal.-based Westinghouse Solar, Inc., is a designer and
manufacturer of solar power systems and solar panels with
integrated microinverters.  The Company designs, markets and sells
these solar power systems to solar installers, trade workers and
do-it-yourself customers in the United States and Canada through
distribution partnerships, the Company's dealer network and retail
outlets.

Westinghouse Solar disclosed a net loss of $8.62 million on $5.22
million of net revenue in 2012, as compared with a net loss of
$4.63 million on $11.42 million of net revenue in 2011.

The Company's balance sheet at March 31, 2013, showed $3.18
million in total assets, $5.31 million in total liabilities,
$417,704 in series C convertible redeemable preferred stock,
$280,000 in series D convertible redeemable preferred stock and a
$2.82 million total stockholders' deficit.

Burr Pilger Mayer, Inc., in San Francisco, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2012, citing significant
operating losses and negative cash flow from operations that raise
substantial doubt about its ability to continue as a going
concern.


WOOTEN GROUP: Disclosure Statement Hearing Continued to Oct. 2
--------------------------------------------------------------
Wooton Group, LLC, Investors Warranty of America, Inc., and
Citizens Business Bank, agree to continue to Oct. 2, 2013, at
10:00 a.m., the hearings on the Debtor's Disclosure Statement,
motion for authority to use cash collateral, the Chapter 11 status
conference, and the motion to disallow Citizens' claim.

The parties believe that it will facilitate the settlement process
if the Court continues the hearings on October.  The parties said
the additional time will permit the investors and the Debtor to
document and complete the terms of their settlement, and seek
Court approval thereof, and for the Debtor and Citizens to
continue their settlement efforts.

The response deadline for the claim objections will be continued
to Sept. 18.  The Debtor's reply is due Sept. 25.  The Debtor is
authorized to continue use of the cash collateral.

M. Jonathan Hayes, Esq., Matthew D. Resnik, Esq., Roksana D.
Moradi, Esq., and Carolyn M. Afari, Esq., at SIMON RESNIK HAYES
LLP, represent the Debtor.

David B. Levant, Esq., at STOEL RIVES LLP, represents Investors
Warranty.

Christopher D. Crowell, Esq., and Michael G. Fletcher, Esq., at
Frandzel Robins Bloom & Csato, L.C., represent Citizens Business
Bank.

Beverly Hills, Cal.-based Wooten Group, LLC, filed a bare-
bones Chapter 11 petition (Bankr. C.D. Cal. Case No. 12-31323)
in Los Angeles on June 19, 2012.  Judge Thomas B. Donovan oversees
the case.  M. Jonathan Hayes, Esq., represents the Debtor as
counsel.  When it filed for bankruptcy, the Debtor estimated
assets of between $10 million and $50 million and debts of between
$1 million and $10 million.  The petition was signed by Mark
Slotkin, managing member.


MORGAN DREXEN: CFPB Action Threatens Company's Survival
-------------------------------------------------------
Morgan Drexen, Inc., and Kimberly A. Pisinski, Esq. (one of Morgan
Drexen's customers) claim in a lawsuit filed this week in U.S.
District Court that the Consumer Financial Protection Bureau is
improperly attempting to regulate the practice of law and collect
attorney-client protected material.  Morgan Drexen and Ms.
Pisinski want the District Court to tell the CFPB to stop its
investigation.

Morgan Drexen calls itself a legal support service business that
helps its law firm customers reduce their overhead fees, improve
efficiencies and realize greater profitability.  The CFPB calls
Morgan Drexen a debt settlement agency that's violated the law.

Morgan Drexen's complaint says that CFPB agents have stated to
Morgan Drexen that the only way it can comply with the CFPB's
directives is to stop providing the services that generate a large
percentage of the company's revenues.  Morgan Drexen tells the
Court that a CFPB inquiry sent to the company's lenders resulted
in the lenders canceling the company's credit line.  Morgan Drexen
says it's now paying 22% (rather than 4.5%) interest to finance
its working capital needs.

Morgan Drexen is represented in Pisinski v. Consumer Financial
Protection Bureau, Case No. 13-cv-01112 (D.C.), by:

          Randall K. Miller, Esq.
          Nicholas DePalma, Esq.
          VENABLE LLP
          8010 Towers Crescent Drive, Suite 300
          Tysons Corner, VA 22182
          Telephone (703) 904-1449
          E-mail: rkmiller@venable.com
                  nmdepalma@venable.com

A copy of Morgan Drexen's Complaint is available at
http://bankrupt.com/misc/13-cv-01112-001.pdfat no charge.

In May 2013, according to the Journal Sentinel -- see
http://is.gd/mlp75C-- the Wisconsin Department of Financial
Institutions found problems with Morgan Drexen's consumer debt
settlement services and ordered the company to pay $6.1 million in
fines and restitution.


WORLD IMPORTS: Sec. 341 Creditors' Meeting Set for Aug. 6
---------------------------------------------------------
The U.S. Trustee will convene a meeting of creditors pursuant to
11 U.S.C. 341(a) in the Chapter 11 case of World Imports on
Nov. 5, 2012, at 3:00 p.m.  The meeting will be held at 833 -
Chestnut Street, in Philadelphia.

World Imports filed a Chapter 11 petition (Bankr. E.D. Pa. Case
No. 13-15929) on July 3, 2013, in Philadelphia.  John E. Kaskey,
Esq., at Braverman Kaskey, P.C., in Philadelphia, serves as
counsel.  The Debtor estimated assets and debts of $10 million to
$50 million.


XZERES CORP: Robert N. Garff Held 8.6% Equity Stake at Nov. 15
--------------------------------------------------------------
In a Schedule 13D filing with the U.S. Securities and Exchange
Commission, Robert N. Garff disclosed that as of Nov. 15, 2012, he
beneficially owned 2,606,019 shares of common stock of Xzeres Corp
representing 8.57 percent of the shares outstanding.  Mr. Garff is
currently a director of the Company.  A copy of the regulatory
filing is available for free at http://is.gd/kdkEDt

                         About XZERES Corp.

Headquartered in Wilsonville, Oregon, XZERES Corp. designs,
develops, and markets distributed generation, wind power systems
for the small wind (2.5kW-100kW) market as well as power
management solutions.

As reported by the Troubled Company Reporter on July 3, 2012,
Silberstein Ungar, PLLC, in Bingham Farms, Michigan, expressed
substantial doubt about XZERES' ability to continue as a going
concern, following its audit of the Company's financial position
and results of operations for the fiscal year ended Feb. 29, 2012.
The independent auditors noted that the Company has incurred
losses from operations, has negative working capital, and is in
need of additional capital to grow its operations so that it can
become profitable.

The Company's balance sheet at Nov. 30, 2012, showed $4.11 million
in total assets, $5.13 million in total liabilities and a
$1.02 million total stockholders' deficit.


XZERES CORP: Delays Form 10-Q for May 31 Quarter
------------------------------------------------
Xzeres Corp was unable to compile the necessary financial
information required to prepare a complete filing of its quarterly
report on Form 10-Q for the period ended May 31, 2013.  Thus, the
Company was unable to file the periodic report in a timely manner
without unreasonable effort or expense.  The Company expects to
file within the extension period.

                       About XZERES Corp.

Headquartered in Wilsonville, Oregon, XZERES Corp. designs,
develops, and markets distributed generation, wind power systems
for the small wind (2.5kW-100kW) market as well as power
management solutions.

As reported by the Troubled Company Reporter on July 3, 2012,
Silberstein Ungar, PLLC, in Bingham Farms, Michigan, expressed
substantial doubt about XZERES' ability to continue as a going
concern, following its audit of the Company's financial position
and results of operations for the fiscal year ended Feb. 29, 2012.
The independent auditors noted that the Company has incurred
losses from operations, has negative working capital, and is in
need of additional capital to grow its operations so that it can
become profitable.

The Company's balance sheet at Nov. 30, 2012, showed $4.11 million
in total assets, $5.13 million in total liabilities and a
$1.02 million total stockholders' deficit.


* Calling Judge an Ignoramus Justifies $5,000 Sanction
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that a federal appeals court ruled last week that a
company officer was properly sanctioned $5,000 for calling the
judge a "black-robed bigot" and saying the bankruptcy court was
"composed of a bunch of ignoramus, bigoted Catholic beasts that
carry the sword of the church."

According to the report, the lawyer for a company in Chapter 7
bankruptcy allowed a company officer to file court papers that
accused the judges, U.S. Trustee and the entire judicial system of
"bigotry, prejudice and conspiracy."  After a hearing, the
bankruptcy judge sanctioned the company officer $5,000.  She
appealed and lost in federal district court.

The report notes that on another appeal to the U.S. Eighth Circuit
Court of Appeals in St. Louis, she lost again.  Circuit Judge
Steven M. Colloton upheld the bankruptcy court in an opinion on
July 19, saying the contemptuous remarks were "undisputed and
aggravated."  Judge Colloton's opinion is significant for its
treatment of Bankruptcy Rule 9011, which the bankruptcy court used
as authority for imposing the sanction.  Judge Colloton noted that
the rule authorizes sanctions against attorneys, law firms, or
parties.  He said that the company officer fit none of those
categories and therefore couldn't be sanctioned under Rule 9011.

The bankrupt judge nonetheless could use the "court's inherent
sanctioning power."  It was not necessary to remand the case,
Judge Colloton said, because the undisputed facts put the case
within the court's inherent power to sanction.  The lawyer was
also sanctioned, according to the report.

The case is Isaacson v. Manty, 12-2384, U.S. Eighth Circuit
Court of Appeals (St. Louis).


* Lawyer Sanctioned for Repeatedly Violating Rule 7009
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the U.S. Court of Appeals in New Orleans ruled that a
lawyer was properly sanctioned for continually filing complaints
objecting to the discharge of credit-card debt without pleading
fraud with specificity.

According to the report, a lawyer from an outside law firm filed
complaints in bankruptcy court in Houston charging that debts were
incurred on credit cards through fraud and thus should not be
discharged under Section 523(a)(2)(A) of the Bankruptcy Code.
U.S. Bankruptcy Judge Marvin Isgur in a prior case directed the
lawyer to comply with Bankruptcy Rule 7009 by pleading fraud with
particularity.

The report notes that when the lawyer continued filing complaints
that didn't explain why charges were fraudulent, Judge Isgur held
a hearing and later entered an order compelling him to comply with
the rule about particularity.

The report relates that Judge Isgur also required the lawyer to
include a copy of the order any time he filed a complaint
objecting to discharge of credit-card debt.  The lawyer appealed
and lost in district court.  The lawyer lost a second time when
the Fifth Circuit appeals court in New Orleans upheld the lower
courts on July 18.

The report discloses that the unsigned opinion by the appeals
court rejected several argument by the lawyer.  The sanction
didn't prevent the lawyer from practicing law and did "not rise to
the level of a suspension and was not quasi-criminal in nature."

The case is In re Monteagudo, 13-20044, U.S. Fifth Circuit Court
of Appeals (New Orleans).


* Health Savings Accounts Are Lost by Filing Bankruptcy
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that a health savings account is included in an
individual's bankrupt estate for distribution to creditors and
isn't an exempt asset, according to an opinion from the U.S.
Bankruptcy Appellate Panel in St. Louis on July 16.

According to the report, a Minnesota fireman had $3,300 in his
health savings account created under the federal Medicare
Prescription Drug, Improvement, and Modernization Act of 2003.

The report notes that significant for the outcome of the case, the
individual could withdraw money from the trust account for any
purpose, although he would incur tax penalties unless used for
"qualified medical expenses," meaning costs not covered by his
medical insurance plan.  The appellate panel's opinion by U.S.
Bankruptcy Judge Thomas L. Saladino rejected an argument that the
account wasn't part of the estate under Section 541(b)(7)(A)(ii)
of the Bankruptcy Code, which takes property out of the estate if
it was withheld by an employer from wages as a contribution to a
health insurance plan regulated by the state.

The report discloses that Judge Saladino similarly rejected an
argument that the account was an exempt asset under Section
522(d)(10)(C) or (11)(D).  The account wasn't a disability or
unemployment benefit, nor was it a payment on account of bodily
injury.

The case is Leitch v. Christians (In re Leitch), 13-6009,
U.S. Eighth Circuit Bankruptcy Appellate Panel (St. Louis).


* Large Companies With Insolvent Balance Sheets
-----------------------------------------------

                                              Total
                                             Share-      Total
                                   Total   Holders'    Working
                                  Assets     Equity    Capital
  Company          Ticker           ($MM)      ($MM)      ($MM)
  -------          ------         ------   --------    -------
ABSOLUTE SOFTWRE   ABT CN          120.5      (14.1)     (11.1)
ACASTI PHARMA IN   APO CN            3.3       (1.8)       2.3
ADVANCED EMISSIO   ADES US          92.5      (39.8)     (11.0)
AK STEEL HLDG      AKS US        3,906.1     (109.7)     604.0
ALLIANCE HEALTHC   AIQ US          535.0     (119.7)      45.0
AMC NETWORKS-A     AMCX US       2,568.3     (825.3)     620.4
AMER AXLE & MFG    AXL US        3,029.6     (107.9)     354.0
AMERISTAR CASINO   ASCA US       2,125.6       (2.6)     (60.2)
AMR CORP           AAMRQ US     23,852.0   (8,376.0)  (2,465.0)
AMYLIN PHARMACEU   AMLN US       1,998.7      (42.4)     263.0
ANACOR PHARMACEU   ANAC US          37.4       (8.0)       9.5
ANGIE'S LIST INC   ANGI US         108.3       (0.1)       3.3
ARRAY BIOPHARMA    ARRY US         107.4      (52.4)      40.0
AUTOZONE INC       AZO US        6,783.0   (1,532.3)    (657.7)
BERRY PLASTICS G   BERY US       5,082.0     (315.0)     517.0
BOSTON PIZZA R-U   BPF-U CN        156.7     (108.0)      (4.2)
BRP INC/CA-SUB V   DOO CN        1,768.0     (496.6)     (21.8)
CABLEVISION SY-A   CVC US        7,143.2   (5,676.0)    (266.5)
CAESARS ENTERTAI   CZR US       27,475.0     (560.0)   1,227.1
CAPMARK FINANCIA   CPMK US      20,085.1     (933.1)       -
CC MEDIA-A         CCMO US      15,519.2   (8,209.7)   1,053.5
CENTENNIAL COMM    CYCL US       1,480.9     (925.9)     (52.1)
CHIMERIX INC       CMRX US          26.3       (2.1)      15.9
CHOICE HOTELS      CHH US          546.0     (539.3)      56.8
CIENA CORP         CIEN US       1,693.3      (97.9)     744.0
CINCINNATI BELL    CBB US        2,151.5     (727.8)     (93.4)
DELTA AIR LI       DAL US       45,068.0   (1,943.0)  (5,427.0)
DENDREON CORP      DNDN US         639.0      (35.9)     339.3
DEX MEDIA INC      DXM US        2,658.8      (17.7)     (13.5)
DIRECTV            DTV US       20,650.0   (5,748.0)      69.0
DOMINO'S PIZZA     DPZ US          476.6   (1,323.4)      85.0
DUN & BRADSTREET   DNB US        1,902.0   (1,097.0)    (194.9)
DYAX CORP          DYAX US          47.4      (59.8)      18.9
ESPERION THERAPE   ESPR US           5.3       (5.0)       2.4
FAIRPOINT COMMUN   FRP US        1,656.5     (360.7)       5.5
FAIRWAY GROUP HO   FWM US          338.5       (1.2)       5.8
FERRELLGAS-LP      FGP US        1,440.6      (29.0)       9.9
FIFTH & PACIFIC    FNP US          826.3     (170.2)     (17.7)
FOREST OIL CORP    FST US        1,895.0     (104.8)    (127.8)
FREESCALE SEMICO   FSL US        3,139.0   (4,540.0)   1,209.0
GENCORP INC        GY US         1,411.1     (366.9)      27.9
GIGAMON INC        GIMO US          49.5       (1.7)       0.4
GLG PARTNERS INC   GLG US          400.0     (285.6)     156.9
GLG PARTNERS-UTS   GLG/U US        400.0     (285.6)     156.9
GLOBAL BRASS & C   BRSS US         576.5      (37.0)     286.9
GOLD RESERVE INC   GDRZF US         78.3      (25.8)      56.9
GOLD RESERVE INC   GRZ CN           78.3      (25.8)      56.9
GRAHAM PACKAGING   GRM US        2,947.5     (520.8)     298.5
HALOGEN SOFTWARE   HGN CN           22.8      (46.2)      (9.4)
HCA HOLDINGS INC   HCA US       27,882.0   (8,012.0)   1,796.0
HD SUPPLY HOLDIN   HDS US        6,459.0   (1,720.0)   1,199.0
HOVNANIAN ENT-A    HOV US        1,618.9     (478.5)     929.3
HUGHES TELEMATIC   HUTCU US        110.2     (101.6)    (113.8)
HUGHES TELEMATIC   HUTC US         110.2     (101.6)    (113.8)
INCYTE CORP        INCY US         330.3     (163.5)     187.8
INFOR US INC       LWSN US       5,846.1     (480.0)    (306.6)
INSYS THERAPEUTI   INSY US          22.2      (63.5)     (70.0)
INVIVO THERAPEUT   NVIV US          13.8      (14.3)     (15.3)
IPCS INC           IPCS US         559.2      (33.0)      72.1
ISTA PHARMACEUTI   ISTA US         124.7      (64.8)       2.2
JUST ENERGY GROU   JE US         1,528.9     (164.9)     (62.3)
JUST ENERGY GROU   JE CN         1,528.9     (164.9)     (62.3)
L BRANDS INC       LTD US        5,776.0     (994.0)     634.0
LIN TV CORP-CL A   TVL US        1,201.4      (86.6)    (101.7)
LORILLARD INC      LO US         3,749.0   (1,796.0)   1,158.0
MANNKIND CORP      MNKD US         215.2     (146.8)    (231.9)
MARRIOTT INTL-A    MAR US        6,523.0   (1,377.0)    (732.0)
MDC PARTNERS-A     MDZ/A CN      1,418.5      (12.4)    (165.9)
MDC PARTNERS-A     MDCA US       1,418.5      (12.4)    (165.9)
MEDIA GENERAL-A    MEG US          734.7     (191.7)      38.1
MERITOR INC        MTOR US       2,337.0   (1,014.0)     208.0
MERRIMACK PHARMA   MACK US         127.3      (32.1)      58.4
MONEYGRAM INTERN   MGI US        4,892.0     (171.7)      14.1
MORGANS HOTEL GR   MHGC US         583.6     (148.2)       -
MPG OFFICE TRUST   MPG US        1,450.5     (530.6)       -
NATIONAL CINEMED   NCMI US         831.0     (308.8)     122.2
NAVISTAR INTL      NAV US        8,723.0   (3,638.0)   1,562.0
NEKTAR THERAPEUT   NKTR US         447.9       (2.6)     183.8
NPS PHARM INC      NPSP US         188.5       (4.2)     133.4
NYMOX PHARMACEUT   NYMX US           1.8       (7.4)      (1.9)
ODYSSEY MARINE     OMEX US          28.0       (7.1)     (15.5)
OMEROS CORP        OMER US          17.7      (15.9)       -
OMTHERA PHARMACE   OMTH US          18.3       (8.5)     (12.0)
ORGANOVO HOLDING   ONVO US          16.7       (5.3)      (6.2)
PALM INC           PALM US       1,007.2       (6.2)     141.7
PDL BIOPHARMA IN   PDLI US         312.8      (93.7)     189.9
PHILIP MORRIS IN   PM US        37,418.0   (2,732.0)   2,152.0
PHILIP MRS-BDR     PHMO11B BZ   37,418.0   (2,732.0)   2,152.0
PLAYBOY ENTERP-A   PLA/A US        165.8      (54.4)     (16.9)
PLAYBOY ENTERP-B   PLA US          165.8      (54.4)     (16.9)
PLY GEM HOLDINGS   PGEM US         906.1     (343.4)     132.2
PROTECTION ONE     PONE US         562.9      (61.8)      (7.6)
QUALITY DISTRIBU   QLTY US         510.5      (11.1)      88.5
QUINTILES TRANSN   Q US          2,426.7   (1,322.3)     217.5
REGAL ENTERTAI-A   RGC US        2,451.8     (706.2)     117.1
RENAISSANCE LEA    RLRN US          57.0      (28.2)     (31.4)
RENTPATH INC       PRM US          208.0      (91.7)       3.6
REVLON INC-A       REV US        1,241.9     (655.1)     152.9
ROCKWELL MEDICAL   RMTI US          18.0      (10.5)     (14.3)
RURAL/METRO CORP   RURL US         303.7      (92.1)      72.4
SALLY BEAUTY HOL   SBH US        1,892.1     (280.5)     523.4
SILVER SPRING NE   SSNI US         494.3     (104.0)      60.1
SINCLAIR BROAD-A   SBGI US       2,734.5      (97.3)     (18.2)
SUNGAME CORP       SGMZ US           0.0       (1.0)      (1.0)
SUPERVALU INC      SVU US       11,034.0   (1,415.0)  (1,380.0)
TAUBMAN CENTERS    TCO US        3,302.5     (184.4)       -
THRESHOLD PHARMA   THLD US         113.9      (21.8)      88.3
TOWN SPORTS INTE   CLUB US         406.2      (50.7)     (13.2)
ULTRA PETROLEUM    UPL US        2,035.4     (562.2)    (293.0)
UNISYS CORP        UIS US        2,323.2   (1,545.4)     453.1
VECTOR GROUP LTD   VGR US        1,066.8     (108.3)     422.2
VENOCO INC         VQ US           704.3     (299.9)     (40.5)
VERISIGN INC       VRSN US       2,071.1      (39.1)     (91.2)
VIRGIN MOBILE-A    VM US           307.4     (244.2)    (138.3)
VISKASE COS I      VKSC US         334.7       (3.4)     113.5
WEIGHT WATCHERS    WTW US        1,314.7   (1,620.7)    (312.5)
WEST CORP          WSTC US       3,940.9     (850.2)     297.8
WESTMORELAND COA   WLB US          943.0     (286.5)      (3.0)
XERIUM TECHNOLOG   XRM US          616.9      (26.0)     123.4
XOMA CORP          XOMA US          88.9       (0.9)      60.6
YRC WORLDWIDE IN   YRCW US       2,200.9     (642.6)     111.1



                            *********

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, Valerie Udtuhan, 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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