TCR_Public/130819.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Monday, August 19, 2013, Vol. 17, No. 229


                            Headlines

1ST GPS: Case Summary & Unsecured Creditor
91 WEST CLINTON: Case Summary & 2 Unsecured Creditors
1250 OCEANSIDE: Exit Plan Filed for Hokulia Project
ALION SCIENCE: Incurs $7.1 Million Net Loss in June 30 Quarter
ALLIED NEVADA: Moody's Cuts CFR to Caa1 & Sr. Notes Rating to Caa2

ALPHA NATURAL: Bank Debt Trades At 4% Off
AMERICAN AIRLINES: Aug. 29 Status Hearing on Exit Plan
AMERICAN APPAREL: Unveils Initial Sales Results for July 2013
AMERICAN APPAREL: Had $37.5 Million Net Loss in Second Quarter
ANCHOR BANCORP: Files for Bankruptcy, Gets $175MM Add'l Capital

ASHTON GROVE: Case Summary & 20 Largest Unsecured Creditors
BARAJAS & ASSOCIATES: Case Summary & 20 Largest Unsec. Creditors
BG MEDICINE: Incurs $4.8 Million Net Loss in Second Quarter
BILL PULLUM REALTY: Voluntary Chapter 11 Case Summary
BIOLIFE SOLUTIONS: Incurs $282,500 Net Loss in Second Quarter

BLACKPOINT LAKE: Case Summary & 2 Unsecured Creditors
BOMBARDIER INC: S&P Revises Outlook to Neg. & Affirms 'BB' CCR
BUDINGER WINDMILL: Case Summary & 13 Unsecured Creditors
CAESARS ENTERTAINMENT: Bank Debt Trades at 10% Off
CETERA FINANCIAL: Moody's Revises Outlook on B3 CFR to Positive

CHG ENERGY: Voluntary Chapter 11 Case Summary
CHRIST LUTHERAN: Case Summary & 4 Unsecured Creditors
CINEMARK HOLDINGS: Dividend Hike No Impact on Moody's Ratings
CLEARWIRE CORP: S&P Withdraws 'BB-' Corporate Credit Rating
COMET LACE: Case Summary & 12 Unsecured Creditors

CROWN CASTLE: Fitch Assigns 'BB+' Rating to $500MM Term Loan
CROWN CASTLE: S&P Retains 'B+' Term Loan Rating Following Add-On
DELTATHREE INC: Incurs $414,000 Net Loss in Second Quarter
DETROIT, MI: Milliman Pension Studies Support Emergency Manager
DETROIT, MI: Deadline Today to Challenge Chapter 9 Eligibility

DEX MEDIA EAST: Bank Debt Trades at 23% Off
DEX MEDIA WEST: Bank Debt Trades at 16% Off
DIVERSITY MANAGEMENT: Case Summary & Creditors List
DIGERATI TECHNOLOGIES: Bid to Incur Debt Denied
DYNASIL CORP: Fails to Comply with Loan Financial Covenants

EASTMAN KODAK: Reports Improvement in Earnings for Second Quarter
EASTMAN KODAK: US Trustee Questions Incentive Payment Provision
EASTMAN KODAK: Court Denies Appointment of Equity Committee
EASTMAN KODAK: Wins Court Approval to Assume IP Contracts
ENERGY SERVICES: Amends Forbearance Pact with United Bank

EXPLO SYSTEMS: Case Summary & 20 Largest Unsecured Creditors
FIRST FINANCIAL: Incurs $1.4 Million Net Loss in Second Quarter
FLABEG SOLAR: Case Summary & 20 Largest Unsecured Creditors
FNBH BANCORP: To Raise $17.1 Million From Securities Offering
FLOOR RESOURCES: Case Summary & 20 Largest Unsecured Creditors

FREESEAS INC: Issues Add'l 950,000 Settlement Shares to Hanover
FMW COMPOSITE: Case Summary & 20 Largest Unsecured Creditors
FRIENDFINDER NETWORKS: Obtains Forbearance Until August 31
GENERAL CABLE: Moody's Keeps Corp Family Rating at Ba3
GOLDFIELD 1: Case Summary & 6 Unsecured Creditors

GPSH INC: Case Summary & Unsecured Creditor
GUNDLE/SLT ENVIRONMENTAL: S&P Lowers CCR to 'CCC+'; Outlook Neg.
HAAS ENVIRONMENTAL: Section 341(a) Meeting Set on Sept. 19
HD SUPPLY: Moody's Affirms B3 CFR & Cuts Sr. Notes Rating to Caa3
HOLYOKE HOSPITAL: Moody's Affirms 'Ba3' Rating; Outlook Negative

IPC INTERNATIONAL: Case Summary & 20 Largest Unsecured Creditors
J.C. PENNEY: Ackman Steps Down From Board
J.C. PENNEY: Bank Debt Trades at 4% Off
JAMES RIVER: Amends 24.6 Million Shares Resale Prospectus
JEFFERSON COUNTY, AL: Moody's Affirms Ca Rating on Rev. Warrants

K-V PHARMACEUTICAL: Clindesse Cream Available for Prescribing
KIDZ N ACTION: Case Summary & 10 Unsecured Creditors
LIBERACE FOUNDATION: Plan Outline Hearing Continued to Sept. 25
MARTIN MIDSTREAM: S&P Revises Outlook to Stable & Affirms 'B+' CCR
MEDICAL PROPERTIES: $150MM Senior Notes Get Moody's Ba1 Rating

MEDICAL PROPERTIES: S&P Retains BB Sr. Unsec. Rating After Add-On
MERRIMACK PHARMACEUTICALS: Incurs $30.2 Million Net Loss in Q2
MOHDSAMEER ALJANEDI: Case Summary & 12 Unsecured Creditors
NPS PHARMACEUTICALS: Had $12.4 Million Net Loss in 2nd Quarter
OM GROUP: S&P Withdraws 'BB' Corporate Credit Rating

ONCURE HOLDINGS: Sec. 341 Meeting Continued to Aug. 20
OTELCO INC: Files Form 10-Q, Posts $109.6MM Net Income in Q2
PARK-OHIO INDUSTRIES: Moody's Changes Ratings Outlook to Positive
PATRIOT COAL: Labor Agreements Ratified; Hearing Set for Aug. 20
PLAYA HOTELS: S&P Assigns 'B' CCR & Rates $400MM Facility 'BB-'

PLUG POWER: Incurs $9.3 Million Net Loss in Second Quarter
PMI GROUP: Suspends Filing of Reports With SEC
PROCESS CONTROLS: Voluntary Chapter 11 Case Summary
PULTEGROUP INC: Fitch Affirms 'BB' Issuer Default Rating
RAHEEL FOODS: Case Summary & 14 Unsecured Creditors

RG STEEL: Wins Court Approval of Longer Plan-Filing Exclusivity
SAGE COLLEGES: Moody's Changes Ratings Outlook to Negative
SANCTIONED AUTOMOTIVE: Case Summary & 20 Largest Unsec. Creditors
SCHOLAR TOTS: Case Summary & 17 Unsecured Creditors
SINCLAIR BROADCAST: S.A.C. Capital Holds 5.2% of Class A Shares

SHERIDAN GROUP: Posts $105,000 Net Income in Second Quarter
STELLAR BIOTECHNOLOGIES: Updates Shareholders on Recent Progress
STEREOTAXIS INC: Incurs $3 Million Net Loss in Second Quarter
SUN BANCORP: Files Form 10-Q, Posts $678,000 Net Income in Q2
SUNTECH POWER: Regains Compliance With NYSE's Listing Rule

TNP STRATEGIC: Extends Forbearance with Keybank Until Jan. 31
TPF II LC: S&P Raises Prelim. Rating on Credit Facilities to 'BB-'
TRAILBLAZER'S INC: Voluntary Chapter 11 Case Summary
TRUSTEES OF YWCA: Case Summary & 3 Unsecured Creditors
TWIN SILOS: Case Summary & 8 Unsecured Creditors

TXU CORP: Bank Debt Trades at 31% Off
WALTER ENERGY: Bank Debt Trades at 6% Off
WEB.COM: Moody's Revises Outlook to Positive & Keeps CFR at B1
WHIRLPOOL CORP: Investment in Hefei Sanyo is Credit Positive
ZOGENIX INC: Reports $13.3 Million Net Loss in Second Quarter

* Fitch Says Delinquencies and Foreclosures Decreasing
* Fitch: U.S. Corporate Pension Plans Underfunded Status Improves
* Moody's Notes Looming Challenges for Colleges and Universities
* Moody's Says Progress in LIBOR Litigation is Credit Positive

* Moody's Sees Dip in Covenant Quality for North America in July
* Moody's Notes Improving Commercial Real Estate Fundamentals
* Moody's Points to Risks Facing IMF Support Program Countries
* Moody's Confirms 'Ba1' Rating on Watsonville RDA TABs

* BOND PRICING -- For The Week From Aug. 12 to 16, 2013

                            *********

1ST GPS: Case Summary & Unsecured Creditor
------------------------------------------
Debtor: 1st GPS, Inc.
          aka GS Auto Body and Fiberglass
        3613 Foothill Boulevard
        La Cresenta, CA 91214

Bankruptcy Case No.: 13-30303

Chapter 11 Petition Date: August 12, 2013

Court: U.S. Bankruptcy Court
       Central District of California (Los Angeles)

Judge: Richard M. Neiter

Debtor's Counsel: Neil C. Evans, Esq.
                  LAW OFFICES OF NEIL C. EVANS
                  13351D Riverside Drive, Suite 612
                  Sherman Oaks, CA 91423
                  Tel: (818) 802-8333
                  Fax: (818) 707-8983

Estimated Assets: $0 to $50,000

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

The petition was signed by Petros Gumrikyan, president.

The Company's list of its largest unsecured creditor filed with
the petition contains only one entry:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Khachik Kesheshyan, Shaheed        Alleged Fraudulent   $1,400,000
Kesheshyan, Hamlet Derhovanessian  Conveyance
c/o Michael Rubin & Associates
18321 Ventura Boulevard, Suite 815
Tarzana, CA 91356


91 WEST CLINTON: Case Summary & 2 Unsecured Creditors
-----------------------------------------------------
Debtor: 91 West Clinton LLC
        91 W. Clinton Avenue
        Tenafly, NJ 07670

Bankruptcy Case No.: 13-27516

Chapter 11 Petition Date: August 9, 2013

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

Judge: Rosemary Gambardella

Debtor's Counsel: David S. Catuogno, Esq.
                  FORMAN HOLT ELIADES & YOUNGMAN LLC
                  80 Route 4 East, Suite 290
                  Paramus, NJ 07652
                  Tel: (201) 845-1000
                  E-mail: dcatuogno@formanlaw.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 two unsecured creditors, filed
together with the petition, is available for free at
http://bankrupt.com/misc/njb13-27516.pdf

The petition was signed by Marina Blyumin, principal.


1250 OCEANSIDE: Exit Plan Filed for Hokulia Project
---------------------------------------------------
Nancy Cook Lauer, writing for West Hawaii Today, reports that
debtors 1250 Oceanside Partners, Pacific Star Company and Front
Nine, together with investment firm Sun Kona Finance I LLC, which
acquired Bank of Scotland's loans late last year, submitted a
joint consolidated plan of reorganization for the bankrupt Hokulia
luxury development.  The Plan proponents say the plan will revive
the long-stalled development and ensure the county gets its $20
million to complete the Mamalahoa bypass.  A hearing on the plan
is scheduled for Sept. 16 at U.S. Bankruptcy Court.

According to the report, the debtor entities have $68 million in
assets but liabilities of $646 million.

According to the report, Craig Pickett, manager of debtor entities
for Sun Kona Finance I, said the plan will address Oceanside's $20
million obligation to the county and assure the funds will be
available to complete the road.

The report relates Hawaii County Corporation Counsel Lincoln
Ashida said the county is "first in line" ahead of other creditors
for the money. As a secured creditor for $20 million, it is on the
top of the creditor list, with 80 Keopuka lots, valued at more
than $20 million, as collateral.

According to the report, the restructuring plan also includes more
than $1.5 million in community contributions for affordable
housing, drug abuse initiatives and scholarship initiatives.  The
plan also addresses protection of cultural and historical sites,
access rights and the establishment of agricultural and cultural
preserves, said Chief Restructuring Officer G. Rick Robinson.

The report notes the restructuring plan includes a $65 million
line of credit from Sun Kona Finance to cover debtors' obligations
and operating shortfalls as they move forward to complete the
project.

                   About 1250 Oceanside Partners

1250 Oceanside Partners, Front Nine LLC, and Pacific Star Company
LLC, owners of the 1,800-acre Hokuli'a luxury real estate
development near Kona on the island of Hawaii, sought Chapter 11
protection (Bankr. D. Hawaii Lead Case No. 13-00353) on March 6,
2013, in Honolulu.

The Debtors were formed by developer Lyle Anderson and were part
of his development "empire", which included developments in
Hawaii, Arizona, New Mexico and Scotland.  The secured lender,
Bank of Scotland, declared a default and obtained control of the
Debtors in January 2008.

Development of the property, which has 3.5 miles of waterfront on
the Kona coast, stopped after the developers were declared in
default under the loan.  Oceanside and Front Nine own most of the
land within the Hokuli'a project, which is the principal
development.  Pacific Star owns the land referred to as "Keopuka",
near Hokuli'a.  The Hokuli'a was to have 730 residential units, an
18-hole golf course, club and other amenities.

The Debtors say their assets are worth $68.1 million while they
are jointly liable to $625 million of debt to Sun Kona Finance
LLC, which acquired the Hawaii loan from Bank of Scotland.

Simon Klevansky, Esq., Alika L. Piper, Esq., and Nicole D. Stucki,
Esq., at Klevansky Piper, LLP, represent the Debtor in its
restructuring effort.  They replace the law firm of Gelber, Gelber
& Ingersoll as general counsel.

A creditors committee has not been appointed.

James A. Wagner, Esq., at Wagner Choi & Verbrugge, represents Sun
Kona Finance I, LLC and Sun Kona Finance II, LLC, as counsel.


ALION SCIENCE: Incurs $7.1 Million Net Loss in June 30 Quarter
--------------------------------------------------------------
Alion Science and Technology Corporation filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $7.08 million on $220.94 million of
contract revenue for the three months ended June 30, 2013, as
compared with a net loss of $8.86 million on $211.51 million of
contract revenue for the same period during the prior year.

For the nine months ended June 30, 2013, the Company reported a
net loss of $27.23 million on $646.55 million of contract revenue,
as compared with a net loss of $31.92 million on $598.51 million
of contract revenue for the same period a year ago.

Alion Science incurred a net loss of $41.44 million for the year
ended Sept. 30, 2012, a net loss of $44.38 million for the year
ended Sept. 30, 2011, and a net loss of $15.23 million for the
year ended Sept. 30, 2010.

As of June 30, 2013, the Company had $632.86 million in total
assets, $799.58 million in total liabilities, $111.01 million in
redeemable common stock, $20.78 million in common stock warrants,
$149,000 in accumulated other comprehensive loss and a $298.37
million accumulated deficit.

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

                        http://is.gd/Btz96D

Alion Science disclosed on August 9 the following non-public
information: "Consolidated EBITDA (as defined in the Company's
Credit Agreement dated as of March 22, 2010, as amended) for the
twelve months ended June 30, 2013, was approximately $72.3
million, and for the three months ended June 30, 2013, was
approximately $18.3 million."

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

                        http://is.gd/4IQY7b

                        About Alion Science

Alion Science and Technology Corporation, based in McLean,
Virginia, is an employee-owned company that provides scientific
research, development, and engineering services related to
national defense, homeland security, and energy and environmental
analysis.  Particular areas of expertise include communications,
wireless technology, netcentric warfare, modeling and simulation,
chemical and biological warfare, program management.

                         Bankruptcy Warning

The Company said in its annual report for the fiscal year ended
Sept. 30, 2012, "Our credit arrangements, including our unsecured
and secured note indentures and our revolving credit facility
include a number of covenants.  We expect to be able to comply
with our indenture covenants and our credit facility financial
covenants for at least the next twenty-one months.  If we were
unable to meet financial covenants in our revolving credit
facility in the future, we might need to amend the revolving
credit facility on less favourable terms.  If we were to default
under any of the revolving credit facility covenants, we could
pursue an amendment or waiver with our existing lenders, but there
can be no assurance that lenders would grant an amendment or
waiver.  In light of current credit market conditions, any such
amendment or waiver might be on terms, including additional fees,
increased interest rates and other more stringent terms and
conditions materially disadvantageous to us.  If we were unable to
meet these financial covenants in the future and unable to obtain
future covenant relief or an appropriate waiver, we could be in
default under the revolving credit facility.  This could cause all
amounts borrowed under it and all underlying letters of credit to
become immediately due and payable, expose our assets to seizure,
cause a potential cross-default under our indentures and possibly
require us to invoke insolvency proceedings including, but not
limited to, a voluntary case under the U.S. Bankruptcy Code.


ALLIED NEVADA: Moody's Cuts CFR to Caa1 & Sr. Notes Rating to Caa2
------------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family and
Probability of Default Ratings of Allied Nevada Gold Corp. to Caa1
from B3 and Caa1-PD from B3-PD. At the same time, Allied Nevada's
senior unsecured notes rating was downgraded to Caa2 from B3 and
the Speculative Grade Liquidity rating was lowered to SGL-4 from
SGL-3. The outlook is negative.

Downgrades:

Issuer: Allied Nevada Gold Corp.

Probability of Default Rating, Downgraded to Caa1-PD from B3-PD

Speculative Grade Liquidity Rating, Downgraded to SGL-4 from SGL-3

Corporate Family Rating, Downgraded to Caa1 from B3

Senior Unsecured Regular Bond/Debenture Jun 1, 2019, Downgraded to
Caa2, LGD 4, 67% from B3

Outlook Actions:

Issuer: Allied Nevada Gold Corp.

Outlook, Changed To Negative from Stable

Ratings Rationale:

The downgrade to a Caa1 Corporate Family Rating reflects the
challenges confronting Allied Nevada which will likely result in
operating and financial performance, debt protection metrics and
liquidity profile tracking meaningfully below Moody's original
expectations, particularly should gold and silver prices continue
to decline from current levels and/or the company encounter more
operating issues at its Hycroft mine. During both 2012 and the
first half of 2013, a series of obstacles that caused delays with
the ramp-up at Hycroft resulted in Allied Nevada underachieving
its production target for 2012 and revising its 2013 target
downward to 175,000 to 200,000 ounces of gold (from 225,000 to
250,000 ounces) and 0.9 million to 1.1 million ounces of silver
(from 1.5 million to 1.8 million ounces).

The lower volumes and additional expenses to remediate these
operating issues will result in higher cash costs. The company
expects net cash costs (including silver by-product credits) for
2013 to range from $800/oz to $825/oz versus an average of $709/oz
during the first half of 2013. These operating issues and the
corresponding effect on financial performance, which are
reflective of the risks faced by companies that own single mines,
are further compounded by the recent slide in metals prices with
gold and silver average spot prices in July 2013 down around 23%
and 37%, respectively since the beginning of the year.

Due to the significantly lower cash flows that Allied Nevada
expects to achieve from Hycroft, the company recently announced
that it has postponed the construction of its planned 130,000 tons
per day (TPD) mill until a new feasibility study has been
completed, the date of which has not yet been determined. The mill
was a key component to achieving an earlier production target of
approximately 552,000 ounces of gold and 25.5 million ounces of
silver per year from 2015 to 2024. As a consequence of the
deferral of the mill's construction and recent production delays,
the company has cut its long-term annual production target to an
average of 225,000 ounces of gold and 2.7 million ounces of silver
through 2020, assuming heap leach operations only. Additionally,
operating the mill would have allowed the company to process
higher grade sulfide ore which would have benefitted the mine's
cost position versus relying only on heap leach operations that
can only process oxide ore which has a lower grade than sulfide
ore.

As a result of these combined headwinds, particularly should gold
prices reach an average of $1,200/oz, Moody's anticipates that the
company's key debt protection metrics will deteriorate such that
debt-to-EBITDA will exceed 6.5x and EBIT-to-interest and cash from
operations less dividends-to-debt will fall below 2.5x and 10%,
respectively, over the next 12 to 18 months. Credit metrics at
these levels exceed the range for the B3 rating and are
commensurate with a level of financial risk for which a lower
rating at the "Caa" level is more appropriate. Moody's recognizes
that the company has taken steps to mitigate the aforementioned
challenges. These steps include cutting workforce headcount and
reducing planned capital expenditures in 2014 to less than $50
million, mainly by deferring the mill's construction. However,
Moody's believes that these initiatives will not sufficiently
offset Allied Nevada's reduced production profile, operating cost
pressures, higher cost profile and lower gold and silver prices.

The lowering of Allied Nevada's Speculative Grade Liquidity to
SGL-4 from SGL-3 reflects Moody's view that Allied Nevada will
maintain weak liquidity over the next four quarters. Moody's
anticipates that free cash flow will be negative due to lower gold
prices, cost inflation, and high levels of near-term capital
expenditures. The company has forecasted CAPEX of around $470
million in 2013 (approximately $204 million spent during the first
half of 2013) to complete development projects such as the heap
leach expansion, crusher and Merrill --Crowe facility.
Consequently, at Moody's projected rate of cash burn, it forecasts
that the company will likely consume a substantial portion of its
cash balances (approximately $245 million at June 30, 2013) by the
end of 2013. Furthermore, Moody's anticipates tighter cushions in
the financial maintenance covenants under the company's revolving
credit facility and certain of its capital lease financings. These
include a maximum leverage ratio (net debt-to-EBITDA) of 3.0
times, minimum interest coverage ratio of 3.0 times and minimum
tangible net worth equal to the sum of $392 million and 25% of
positive net income. The company had previously amended its
covenants for the testing periods ending March 31, 2013 and June
30, 2013 to comply with the required financial ratios. Moody's
expects that the September 30, 2013 testing period will also need
such an amendment.

The negative outlook reflects Moody's view that Allied Nevada will
be challenged to maintain compliance with its financial
maintenance covenants under the current terms of the credit
agreement and the uncertainty over the timing of when the company
can resolve its covenant compliance issues on a more permanent
basis. The outlook also incorporates the potential for further
price and cost headwinds and the risk that, as a single mine
operation, Allied Nevada may encounter unexpected additional
production issues that would further delay the time horizon for
achieving its current annual production target.

The Caa2 rating on Allied Nevada's senior unsecured notes reflects
their junior position in the capital structure relative to the
secured revolver, which was upsized to $120 million from $30
million on October 2012. Borrowings under the revolver or the
further issuance of secured debt, which would have a priority
position in the company's capital structure, could have a negative
impact on the unsecured rating.

Ratings could be downgraded if prices of gold and silver decline
sharply, if operational problems at Hycroft are not resolved, and
if input costs escalate such that profit margins, debt protection
metrics and the company's liquidity position deteriorate
significantly. Quantitatively, metrics could be lowered if
debt/EBITDA is likely to exceed 7.0x, EBIT/interest likely to fall
below 1.5x and (cash from operations less dividends)/debt likely
to fall below 6%. Furthermore, the rating could be downgraded if a
longer-lasting solution to tightening cushions under Allied
Nevada's financial covenants is not achieved or if its liquidity
profile deteriorates to the point that the company loses access to
its revolver.

Given Allied Nevada's product and geographic concentration,
dependence of its performance on a single mine, exposure to
volatile gold prices, inflationary pressures on operating and
development costs, substantial near-term capital expenditures
resulting in negative free cash flow and potential covenant
compliance issues, an upward movement in the rating is unlikely at
this point. The outlook could be changed to stable if the company
can achieve and sustain sufficient cushions under its financial
covenants and demonstrate stable operating performance even at
lower gold and silver prices.

The principal methodology used in this rating was the Global
Mining Industry Methodology published in May 2009. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

Allied Nevada Gold Corp. is a gold producer which operates the
Hycroft Mine in Nevada as its single operating mine. Hycroft is
currently an open pit, run-of-mine and crushed ore heap leach gold
mine that concurrently produces silver as a byproduct. In the 12
months ending June 30, 2013, the company produced approximately
151,000 ounces of gold and 740,600 ounces of silver. Assuming that
Hycroft continues to operate as a heap leach only mine, the
company has targeted an annual production rate of 225,000 ounces
of gold and 2.7 million ounces of silver through 2020. The company
also owns six exploration properties in Nevada, including
Hasbrouck, Mountain View, Three Springs, Wildcat, Pony
Creek/Elliot Dome and Maverick Springs, a 45% joint venture with
Silver Standard Resources Inc., although further exploration
activities have been suspended at the present time. Revenues for
the 12 months ending June 30, 2013 were approximately $250
million.


ALPHA NATURAL: Bank Debt Trades At 4% Off
-----------------------------------------
Participations in a syndicated loan under which Alpha Natural
Resources, Inc. is a borrower traded in the secondary market at
95.83 cents-on-the-dollar during the week ended Friday, August 16,
2013, according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in The Wall Street Journal.  This represents
a drop of 0.25 of percentage points from the previous week, The
Journal relates.  Alpha Natural pays 275 basis points above LIBOR
to borrow under the facility.  The bank loan matures on May 31,
2020.  The bank debt carries Moody's Ba1 rating and S&P's BB
rating.  The loan is one of the biggest gainers and losers among
254 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

                         *     *     *

As reported in the Troubled Company Reporter on Aug. 7, 2013,
Moody's Investors Service placed all ratings of Alpha Natural
Resources, Inc. on review for possible downgrade, including the
company's B1 Corporate Family Rating, B1-PD Probability of Default
Rating, Ba1 rating on senior secured term loan, and the B2 rating
on senior unsecured debt. The rating action was prompted by recent
deterioration in performance and persistent weakness in market
conditions for both thermal and metallurgical coal.


AMERICAN AIRLINES: Aug. 29 Status Hearing on Exit Plan
------------------------------------------------------
On Tuesday, the U.S. Department of Justice commenced a lawsuit to
block the proposed merger of American Airlines parent AMR Corp.
and US Airways Group Inc., citing antitrust grounds.  Susan Carey,
writing for The Wall Street Journal, reports that the government's
unexpected intervention puts the two sides in an awkward position
as they continue the planning they began after the deal was
announced in February for a complex, years-long integration
process.

According to WSJ, people familiar with the matter said that
executives from both US Airways and AMR who had expected to be cut
loose must choose whether to stay on and help run the airlines
during the litigation -- in hopes of collecting the severance
packages they have coming if the deal goes ahead -- or leave for
new jobs elsewhere, said people familiar with the matter.

WSJ also reports the DOJ's lawsuit has been assigned to a U.S.
district judge in Washington, and the parties hope to negotiate a
trial schedule soon.  An antitrust lawyer for US Airways said last
week that the airlines "hope to get to trial before the end of the
year."

WSJ notes there is an Aug. 29 hearing on the status of American
parent's bankruptcy-exit plan.

Both airlines are also expected to file an integration plan with
the Federal Aviation Authority by mid-October.  The merger deal is
set to expire mid-December if it hasn't received regulatory
approval, is prohibited by government order, or abandoned by
either party.  WSJ notes that, according to people close to the
situation, the two airlines could extend the expiration date if
both sides agreed. But if one or the other doesn't want to go
along, the merger plan would die.

WSJ also notes that, according to one person close to the matter,
the committee representing AMR's creditors -- convinced that a
merger offers them a better financial outcome than AMR emerging
from bankruptcy on its own -- is expected to keep up the heat on
AMR to fight for the deal.

Washington lawyer Richard Parker, Esq., at O'Melveny & Myers LLP,
is representing US Airways in the DOJ suit.  He may be reached at:

          Richard Parker, Esq.
          O'MELVENY & MYERS LLP
          1625 Eye Street, NW
          Washington, DC 20006
          Tel: 202-383-5380
          Fax: 202-383-5414
          E-mail: rparker@omm.com

                       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)


AMERICAN APPAREL: Unveils Initial Sales Results for July 2013
-------------------------------------------------------------
American Apparel, Inc., announced preliminary sales for the month
ended July 31, 2013.  On a preliminary basis, total net sales for
July 2013 were $57.6 million, an increase of 5 percent over June
2012.  Comparable sales for July 2013 increased 8 percent,
including a 6 percent increase in comparable store sales in the
retail store channel and a 23 percent increase in net sales in the
online channel.  Wholesale net sales increased 2 percent for the
month.

"July represents our 26th consecutive month of positive comparable
store sales growth," said Dov Charney, chairman and chief
executive of American Apparel, Inc.  "The 8% comparable store
sales increase in July is particularly noteworthy given that it
was on top of a 19% increase in July last year, which demonstrates
continued gains in our store productivity.  As we enter August, we
anticipate continued strength in our sales channels and we are
looking forward to back-to-school, Halloween and holiday selling
season."

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

                        http://is.gd/HQlGIq

                      About American Apparel

Los Angeles, Calif.-based American Apparel, Inc. (NYSE Amex: APP)
-- http://www.americanapparel.com/-- is a vertically integrated
manufacturer, distributor, and retailer of branded fashion basic
apparel.  As of September 2010, American Apparel employed over
10,000 people and operated 278 retail stores in 20 countries,
including the United States, Canada, Mexico, Brazil, United
Kingdom, Ireland, Austria, Belgium, France, Germany, Italy, the
Netherlands, Spain, Sweden, Switzerland, Israel, Australia, Japan,
South Korea and China.

Amid liquidity problems and declining sales, American Apparel in
early 2011 reportedly tapped law firm Skadden, Arps, Slate,
Meagher & Flom and investment bank Rothschild Inc. for advice on a
restructuring.

In April 2011, American Apparel said it raised $14.9 million in
rescue financing from a group of investors led by Canadian
financier Michael Serruya and private equity firm Delavaco Capital
Corp., allowing the casual clothing retailer to meet obligations
to its lenders for the time being.  Under the deal, the investors
were buying 15.8 million shares of common stock at 90 cents
apiece.  The deal allows the investors to purchase additional
27.4 million shares at the same price.

The Company incurred a net loss of $37.27 million in 2012, as
compared with a net loss of $39.31 million in 2011.  The Company's
balance sheet at March 31, 2013, showed $326.95 million in total
assets, $349.33 million in total liabilities, and a $22.38 million
total stockholders' deficit.

                           *     *     *

American Apparel carries a Caa1 Corporate Family Rating from
Moody's Investors Service and a 'B-' corporate credit rating from
Standard & Poor's Ratings Services.


AMERICAN APPAREL: Had $37.5 Million Net Loss in Second Quarter
--------------------------------------------------------------
American Apparel, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $37.50 million on $162.23 million of net sales for
the three months ended June 30, 2013, as compared with a net loss
of $15.27 million on $149.46 million of net sales for the same
period a year ago.

For the six months ended June 30, 2013, the Company incurred a net
loss of $84.01 million on $300.29 million of net sales, as
compared with a net loss of $23.16 million on $282.12 million of
net sales for the same period a year ago.

The Company incurred a net loss of $37.27 million in 2012, as
compared with a net loss of $39.31 million in 2011.

The Company's balance sheet at June 30, 2013, showed $335.32
million in total assets, $392.67 million in total liabilities and
a $57.35 million total stockholders' deficit.

John Luttrell, chief financial officer of American Apparel, Inc.,
stated, "Today we reported Adjusted EBITDA of $7.9 million vs.
$7.6 million reported in the second quarter of 2012.  We saw a
healthy increase in sales across all three business channels, but
our second quarter Adjusted EBITDA performance was negatively
affected by approximately $2.9 million of costs associated with
the transition to a new distribution center and other performance
measures we took to improve our distribution operations... As a
result, we have adjusted our outlook for the year to reflect these
factors and now estimate Adjusted EBITDA to be in the range of $46
million to $51 million as compared to our prior estimate of $47
million to $54 million."

Dov Charney, Chairman and CEO of American Apparel, Inc., stated:
"We are pleased with the continued strong sales performance in all
three business channels, particularly in light of the sales we
believe we lost as a result of the supply chain issues we faced
this quarter.  We are, however, executing at the store level and
in our manufacturing facility, and customer demand of our offering
remains strong.  While the transition to a new distribution center
and other supply chain initiatives negatively impacted the
quarter, we are committed to making the necessary investments to
reduce costs and improve our operating efficiency over the longer-
term.  These initiatives will strengthen our supply chain and
better position us to achieve our long-term objective of a double-
digit EBITDA margin.  Finally, for the first week of August we
have seen positive comparable store sales momentum in our stores."

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

                         http://is.gd/xYPa9z

                        About American Apparel

Los Angeles, Calif.-based American Apparel, Inc. (NYSE Amex: APP)
-- http://www.americanapparel.com/-- is a vertically integrated
manufacturer, distributor, and retailer of branded fashion basic
apparel.  As of September 2010, American Apparel employed over
10,000 people and operated 278 retail stores in 20 countries,
including the United States, Canada, Mexico, Brazil, United
Kingdom, Ireland, Austria, Belgium, France, Germany, Italy, the
Netherlands, Spain, Sweden, Switzerland, Israel, Australia, Japan,
South Korea and China.

Amid liquidity problems and declining sales, American Apparel in
early 2011 reportedly tapped law firm Skadden, Arps, Slate,
Meagher & Flom and investment bank Rothschild Inc. for advice on a
restructuring.

In April 2011, American Apparel said it raised $14.9 million in
rescue financing from a group of investors led by Canadian
financier Michael Serruya and private equity firm Delavaco Capital
Corp., allowing the casual clothing retailer to meet obligations
to its lenders for the time being.  Under the deal, the investors
were buying 15.8 million shares of common stock at 90 cents
apiece.  The deal allows the investors to purchase additional
27.4 million shares at the same price.

                           *     *     *

American Apparel carries a Caa1 Corporate Family Rating from
Moody's Investors Service and a 'B-' corporate credit rating from
Standard & Poor's Ratings Services.


ANCHOR BANCORP: Files for Bankruptcy, Gets $175MM Add'l Capital
---------------------------------------------------------------
Anchor BanCorp Wisconsin Inc. filed a voluntary Chapter 11
petition (Bankr. W.D. Wis. Case No. 13-14003) on August 12 to
implement a "pre-packaged" plan of reorganization in order to
facilitate the restructuring of the Company and the
recapitalization of AnchorBank, fsb, a wholly-owned subsidiary of
the Company.

As reported in the TCR on July 9, 2013, The Federal Reserve
System, the successor regulator to the Office of Thrift
Supervision, denied approval of further extension of the maturity
date and related amendments under Anchor Bancorp's credit
agreement with a group of lenders led by U.S. Bank National
Association.  The loan matured June 30.

Prior to the Petition Date, the Company obtained the consents of
U.S. Bank National Association and Bank of America, N.A., as
senior secured creditors of the Company, and the consent of the
United States Department of the Treasury, as sole preferred
stockholder of the Company, to vote for and accept the Plan of
Reorganization.

In connection with the Plan, the Company has entered into
definitive stock purchase agreements with institutional and other
private investors as part of a $175 million recapitalization of
the institution.  No new investor will own in excess of 9.9
percent of the common equity of the recapitalized Holding Company.

The reorganization filing includes only Anchor BanCorp, the
holding company for the Bank, allowing the Bank to remain outside
of bankruptcy and to continue normal operations.  The Bank
operates 55 offices throughout Wisconsin.  Operations at the Bank
will continue as usual throughout the reorganization process.

"It is important for our customers, employees and the community to
know that AnchorBank, which operates separately from the Holding
Company, is not a part of the Chapter 11 process.  The Chapter 11
filing includes only the holding company and does not affect
AnchorBank, its people, or its services," said Chris Bauer,
AnchorBank president & CEO.  "It will be business as usual at the
Bank.  Our customers will continue to work with the same
employees, our leadership team remains in place, committed to
AnchorBank and its success, and all customer deposits remain safe
and insured to the fullest extent possible by the FDIC.  As such,
there will be no interruption of AnchorBank services and customer
programs, and there will be no changes in employment or leadership
within the Bank."

Pursuant to the plan of reorganization, the Holding Company will
discharge its senior secured credit facility with approximately
$183 million in outstanding obligations for a cash payment of $49
million.  In addition, the Holding Company's TARP preferred
securities with an aggregate liquidation preference and deferred
dividends of approximately $139 million will be cancelled in
exchange for new common equity that will represent approximately
3.3 percent of the pro forma equity of the reorganized Holding
Company.  The new equity investors will represent in the aggregate
approximately 96.7 percent of the pro forma equity of the
reorganized Holding Company.  The shares of common stock of the
Holding Company currently outstanding will be cancelled for no
consideration pursuant to the plan of reorganization.

Consummation of the reorganization and recapitalization is subject
to certain conditions, including bankruptcy court approval of the
plan of reorganization, receipt of all required regulatory
approvals and closing of the capital raise, including satisfaction
of the conditions contained in the subscription agreements for the
new common equity.  The reorganization process is expected to be
completed within 45-90 days.

Mr. Bauer continued: "This is an important and necessary step in
the transformation and turnaround of the institution.  Upon
completion of this transaction, AnchorBank will have capital in
excess of levels required by our regulators.  This will position
the Bank for a return to profitability and growth."

Additional information is available for free at:

                       http://is.gd/VzmXKb

                       About Anchor Bancorp

Madison, Wisconsin-based Anchor BanCorp Wisconsin Inc. is a
registered savings and loan holding company incorporated under the
laws of the State of Wisconsin.  The Company is engaged in the
savings and loan business through its wholly owned banking
subsidiary, AnchorBank, fsb.

Anchor BanCorp and its wholly-owned subsidiaries, AnchorBank FSB,
each consented to the issuance of an Order to Cease and Desist by
the Office of Thrift Supervision.  The Corporation and the Bank
continue to diligently work with their financial and professional
advisors in seeking qualified sources of outside capital, and in
achieving compliance with the requirements of the Orders.


ASHTON GROVE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Ashton Grove, L.C.
        c/o W. Dow Hamm, Jr.
        1402 Country Club
        Midland, TX 79701

Bankruptcy Case No.: 13-70104

Chapter 11 Petition Date: August 12, 2013

Court: United States Bankruptcy Court
       Western District of Texas (Midland)

Judge: Ronald B. King

Debtor's Counsel: Sabrina L. Streusand, Esq.
                  STREUSAND LANDON & OZBURN, LLP
                  811 Barton Springs Road, Suite 811
                  Austin, TX 78704-0001
                  Tel: (512) 236-9900
                  Fax: (512) 236-9904
                  E-mail: streusand@slollp.com

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

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

The petition was signed by William Dow Hamm, III, board
chairman/president of W. Dow Hamm III Corp.

Debtor's List of 20 Largest Unsecured Creditors:

  Entity                   Nature of Claim        Claim Amount
  ------                   ---------------        ------------
Jackson Walker L.L.P.      Professional Fees      $494,063
901 Main Street, Ste 600
Dallas, TX 75202

The Ashton Grove Master    Assessments            $201,212
Association, Inc.
c/o C. David Rhoades,
Receiver
Fraud & Forensic
Investigations
1920 First National Center
120 N. Robinson
Oklahoma City, OK 73102

Haynes and Boone, LLP      Professional Fees      $175,123
One Houston Center
1221 McKinney St.,
Ste. 2100
Houston, TX 77010

David Williams             Earnest Money          $160,000
Contracting, Inc.

Matthew Trenching          Trade Debt             $127,174
Co., Inc.

Schwartz Paving            Trade Debt             $105,798
Co., Inc.

Greg Byram                 Earnest Money          $85,000

Durbin, Larimore &         Professional Fees      $77,092
Bialick, P.C.

Jacobs Engineering         Trade Debt             $73,170

Hal W. Smith               Earnest Money          $65,000

William R. Oliver          Earnest Money          $60,000

Rod Thornton               Earnest Money          $50,000

Mo Karami                  Earnest Money          $40,000

Vahid Salalati             Earnest Money          $40,000

Glenn Foster               Earnest Money          $38,200

Fred & Sandra Chambers     Earnest Money          $35,000

Anita Holloway             Vendee Lien            $35,000

Miller Dollarhide          Professional Fees      $34,147

Alan Holloway              Vendee Lien            $30,000

Jackson & Ryan Architects  Trade Debt             $29,879


BARAJAS & ASSOCIATES: Case Summary & 20 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Barajas & Associates, Inc.
        3073 S. Highland Drive
        Las Vegas, NV 89109

Bankruptcy Case No.: 13-16913

Chapter 11 Petition Date: August 10, 2013

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Bruce T. Beesley

Debtor's Counsel: Matthew C. Zirzow, Esq.
                  LARSON & ZIRZOW
                  810 S. Casino Center Blvd. #101
                  Las Vegas, NV 89101
                  Tel: (702) 382-1170
                  Fax: (702) 382-1169
                  E-mail: mzirzow@lzlawnv.com

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

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

A copy of the Company's list of its 20 largest unsecured
creditors, filed together with the petition, is available for free
at http://bankrupt.com/misc/nvb13-16913.pdf

The petition was signed by Antonio Barajas, president.


BG MEDICINE: Incurs $4.8 Million Net Loss in Second Quarter
-----------------------------------------------------------
BG Medicine, Inc., reported a net loss of $4.83 million on
$1 million of total revenues for the three months ended June 30,
2013, as compared with a net loss of $6.39 million on $622,000 of
total revenues for the same period during the prior year.

For the six months ended June 30, 2013, the Company reported a net
loss of $10.24 million on $1.89 million of total revenues, as
compared with a net loss of $14.05 million on $1.10 million of
total revenues for the same period a year ago.

BG Medicine reported a net loss of $23.8 million in 2012, compared
with a net loss of $17.6 million in 2011.

The Company's balance sheet at June 30, 2013, showed $18.32
million in total assets, $14.32 million in total liabilities and
$3.99 million in stockholders' equity.

"These results reflect the early impact of our efforts to
rigorously control our operations and our finances," said Dr. Paul
Sohmer, president and CEO of BG Medicine.  "We have made progress,
but, this is only a start."

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

                        http://is.gd/qRJ4nf

                         About BG Medicine

Waltham, Mass.-based BG Medicine is a diagnostics company focused
on the development and commercialization of novel cardiovascular
diagnostic tests to address significant unmet medical needs,
improve patient outcomes and contain healthcare costs.  The
Company is currently commercializing two diagnostic tests, the
first of which is the BGM Galectin-3 test, a novel assay for
measuring galectin-3 levels in blood plasma or serum for use as an
aid in assessing the prognosis of patients diagnosed with heart
failure.  The Company's second diagnostic test is the CardioSCORE
test, which is designed to identify individuals at high risk for
near-term, significant cardiovascular events, such as heart attack
and stroke.

In its annual report for the period ended Dec. 31, 2012, the
Company said: "We expect to incur further losses in the
commercialization of our cardiovascular diagnostic test and the
operations of our business and have been dependent on funding our
operations through the issuance and sale of equity securities.
These circumstances may raise substantial doubt about our ability
to continue as a going concern."


BILL PULLUM REALTY: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Bill Pullum Realty, Inc.
        8494 Navarre Pkwy
        Navarre, FL 32566

Bankruptcy Case No.: 13-31020

Chapter 11 Petition Date: August 9, 2013

Court: United States Bankruptcy Court
       Northern District of Florida (Pensacola)

Judge: William S. Shulman

Debtor's Counsel: J. Steven Ford, Esq.
                  WILSON, HARRELL, FARRINGTON
                  307 S. Palafox Street
                  Pensacola, FL 32502
                  Tel: (850) 438-1111
                  Fax: (850) 432-8500
                  E-mail: jsf@whsf-law.com

Scheduled Assets: $1,018,586

Scheduled Liabilities: $1,838,101

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

The petition was signed by Bart R. Pullum, vice president.


BIOLIFE SOLUTIONS: Incurs $282,500 Net Loss in Second Quarter
-------------------------------------------------------------
Biolife Solutions, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $282,506 on $2.33 million of total revenue for the
three months ended June 30, 2013, as compared with a net loss of
$498,893 on $1.09 million of total revenue for the same period
during the prior year.

For the six months ended June 30, 2013, the Company incurred a net
loss of $289,682 on $4.49 million of total revenue, as compared
with a net loss of $795,770 on $1.93 million of total revenue for
the same period a year ago.

BioLife Solutions disclosed a net loss of $1.65 million in 2012,
as compared with a net loss of $1.95 million in 2011.

The Company's balance sheet at June 30, 2013, showed $3.43 million
in total assets, $16.09 million in total liabilities and a $12.66
million total shareholders' deficiency.

Mike Rice, BioLife Solutions president and CEO, remarked on the
Company's second quarter revenue by stating, "We are pleased with
the growth in total revenue and our core product revenue during
the second quarter of 2013.  Several orders were from new
customers as we continue to see evidence of adoption of our
proprietary HypoThermosol and CryoStor biopreservation media
products."

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

                         http://is.gd/J2ilor

                       About BioLife Solutions

Bothell, Washington-based BioLife Solutions, Inc., develops and
markets patented hypothermic storage and cryo-preservation
solutions for cells, tissues, and organs, and provides contracted
research and development and consulting services related to
optimization of biopreservation processes and protocols.


BLACKPOINT LAKE: Case Summary & 2 Unsecured Creditors
-----------------------------------------------------
Debtor: Blackpoint Lake Group, Inc.
        P.O. Box 224
        Walden, NY 12586

Bankruptcy Case No.: 13-12012

Chapter 11 Petition Date: August 12, 2013

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

Debtor's Counsel: Robert S. Lewis, Esq.
                  LAW OFFICES OF ROBERT S. LEWIS, P.C.
                  53 Burd Street
                  Nyack, NY 10960
                  Tel: (845) 358-7100
                  E-mail: robert.lewlaw1@gmail.com

Scheduled Assets: $1,600,000

Scheduled Liabilities: $1,038,000

A copy of the Company's list of its two unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/nynb13-12012.pdf

The petition was signed by Dwayne Handley.


BOMBARDIER INC: S&P Revises Outlook to Neg. & Affirms 'BB' CCR
--------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its outlook on
Montreal-based Bombardier Inc. to negative from stable.  At the
same time, Standard & Poor's affirmed its 'BB' long-term corporate
credit rating on the company.

"The outlook revision follows two recently announced delays to the
first flight of Bombardier's CSeries plane," said Standard &
Poor's credit analyst Jamie Koutsoukis.  "We believe these delays
create a heightened risk of further capital costs for the CSeries
program, as well as a possible delay in our expected timeline for
the recovery of Bombardier's credit metrics," Ms. Koutsoukis
added.

As of June 30, 2013, the company's adjusted debt-to-EBITDA
leverage ratio was 9x, which S&P views as very weak for a 'BB'
rating.  The negative outlook also reflects S&P's opinion that
Bombardier could be challenged in the next 24 months to improve
its credit metrics to be commensurate with a 'BB' rating.

The ratings on Bombardier reflect what S&P views as the company's
"satisfactory" business risk profile and "aggressive" financial
risk profile (as S&P's criteria define the terms).  S&P's ratings
take into consideration Bombardier's leading market positions in
the transportation and business aircraft segments, its good cost
efficiency, and increasing product range and diversity.  These
positive factors are partially offset, in S&P's opinion, by
significant execution risk in the launch of Bombardier's upcoming
CSeries jet, and its very high leverage for the 'BB' rating.

Bombardier is engaged in the manufacture of transport solutions
worldwide.  It operates in two distinct industries: aerospace and
rail transportation.  It has 64 production and engineering sites
in 26 countries, and a worldwide network of service centers.  The
company's aerospace division manufactures business, commercial,
and amphibious military aircraft, while its Germany-based
transportation division manufactures rail vehicles, including
monorails, light rails, metros, commuter trains, high-speed
trains, and locomotives.

The negative outlook reflects S&P's view that Bombardier will be
challenged to improve its credit metrics in line with a 'BB'
rating in the next 24 months.  Furthermore, the outlook
incorporates S&P's opinion that, given Bombardier's current
leverage and debt-to-cash flow metrics, there remains very limited
room for delays on project execution or margin deterioration.

"We could downgrade the company if it is unable to achieve an
adjusted debt-to-EBITDA leverage ratio of 8x or lower at year-end
2013.  In addition, we could lower our rating on Bombardier if
there are further delays in the CSeries program, resulting in
increased capital expenditures that would ultimately delay
improvement in the adjusted leverage ratio from our current
expectations in the next two years and weaken our assessment of
the company's financial risk profile.  Furthermore, should
Bombardier's liquidity deteriorate to a point where we believe it
will need additional funds over the next two years, we could
downgrade the company," S&P said.

A return to a stable outlook would require Bombardier to be on a
definitive path to successfully placing the CSeries into service,
which in S&P's view, would support the recovery of its credit
metrics, including a funds from operations-to-debt ratio of about
12% or higher by year-end 2014.


BUDINGER WINDMILL: Case Summary & 13 Unsecured Creditors
--------------------------------------------------------
Debtor: Budinger Windmill Trust
        117 Broadyway, Suite B
        Kissimmee, FL 34741

Bankruptcy Case No.: 13-09907

Chapter 11 Petition Date: August 8, 2013

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

Judge: Karen S. Jennemann

Debtor's Counsel: Kenneth D. Herron, Jr., Esq.
                  WOLFF, HILL, MCFARLIN & HERRON, P.A.
                  1851 West Colonial Drive
                  Orlando, FL 32804
                  Tel: (407) 648-0058
                  Fax: (407) 648-0681
                  E-mail: kherron@whmh.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 13 unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flmb13-09907.pdf

The petition was signed by Randy Sheive, manager.


CAESARS ENTERTAINMENT: Bank Debt Trades at 10% Off
--------------------------------------------------
Participations in a syndicated loan under which Caesars
Entertainment Inc. is a borrower traded in the secondary market at
90.23 cents-on-the-dollar during the week ended Friday, August 16,
2013 according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in The Wall Street Journal.  This represents
an increase of 1.05 percentage points from the previous week, The
Journal relates.  Caesars Entertainment Inc. pays 525 basis points
above LIBOR to borrow under the facility.  The bank loan matures
on Jan. 1, 2018.  The bank debt carries Moody's B3 rating and
Standard & Poor's B- rating.  The loan is one of the biggest
gainers and losers among 249 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

                      About Caesars Entertainment

Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.
-- http://www.caesars.com/-- is one of the world's largest casino
companies, with annual revenue of $4.2 billion, 20 properties on
three continents, more than 25,000 hotel rooms, two million square
feet of casino space and 50,000 employees.  Caesars casino resorts
operate under the Caesars, Bally's, Flamingo, Grand Casinos,
Hilton and Paris brand names.  The Company has its corporate
headquarters in Las Vegas.

Harrah's announced its re-branding to Caesar's on mid-November
2010.

The Company incurred a net loss of $1.49 billion on $8.58 billion
of net revenues for the year ended Dec. 31, 2012, as compared with
a net loss of $666.70 million on $8.57 billion of net revenues
during the prior year.  As of June 30, 2013, the Company had
$26.84 billion in total assets, $27.58 billion in total
liabilities and a $738.1 million total deficit.

                           *     *     *

Caesars Entertainment carries a 'CCC' long-term issuer default
rating, with negative outlook, from Fitch and a 'Caa1' corporate
family rating with negative outlook from Moody's Investors
Service.

As reported in the TCR on Feb. 5, 2013, Moody's Investors Service
lowered the Speculative Grade Liquidity rating of Caesars
Entertainment Corporation to SGL-3 from SGL-2, reflecting
declining revolver availability and Moody's concerns that Caesars'
earnings and cash flow will remain under pressure causing the
company's negative cash flow to worsen.

In the May 7, 2013, edition of the TCR, Standard & Poor's Ratings
Services said that it lowered its corporate credit ratings on Las
Vegas-based Caesars Entertainment Corp. (CEC) and wholly owned
subsidiary Caesars Entertainment Operating Co. (CEOC) to 'CCC+'
from 'B-'.

"The downgrade reflects weaker-than-expected operating performance
in the first quarter, and our view that Caesars' capital structure
may be unsustainable over the next two years based on our EBITDA
forecast for the company," said Standard & Poor's credit analyst
Melissa Long.


CETERA FINANCIAL: Moody's Revises Outlook on B3 CFR to Positive
---------------------------------------------------------------
Moody's Investors Service affirmed the ratings of Cetera Financial
Group, Inc. (B3 senior term loan and B3 Corporate Family Rating)
and changed the rating outlook to positive from stable. The rating
agency also assigned a B3 rating to the firm's $25 million first-
lien senior secured revolving credit facility. The positive
outlook reflects the firm's reduced debt burden following the
closing of a smaller debt recapitalization than originally planned
when the ratings were first assigned on July 15, 2013.

Ratings Rationale:

Cetera is an independent retail brokerage firm in the United
States formed in 2010 through the purchase of three retail
brokerage subsidiaries of ING by Lightyear Capital, Cetera's
private equity sponsor. Since its formation, the company has grown
substantially through acquisition, most recently with an
acquisition of 2 brokerage subsidiaries from MetLife agreed to in
April 2013. As of March 31, 2013, on a pro forma basis including
the Met Life acquisition, Cetera had over 6,500 financial advisors
managing $138 billion in client assets. The rated senior term loan
was used to finance the MetLife acquisition, refinance existing
debt, and fund a dividend to shareholders.

The B3 ratings reflect Cetera's significant scale within the
fragmented independent broker industry and its ability to attract
financial advisors to its platform. In addition, financial advisor
recruitment and broker dealer platform acquisitions have been an
important source of revenue and client asset growth for Cetera and
its senior management team has demonstrated the ability to
successfully integrate these financial advisors while maintaining
their productivity. Moreover, a significant portion of Cetera's
revenue streams are recurring which should make revenues less
volatile during cyclical periods.

Cetera's pretax and EBITDA margins are significantly below
comparable industry peers which make the Company's operating
profitability more sensitive to revenue declines. However, the
firms highly variable cost structure helps to alleviate some of
this risk. The recent debt refinancing and subsequent dividend
distribution resulted in high cash flow leverage (pro forma
Moody's Adjusted Debt/EBITDA of approximately 4.2x for the 12
months ended June 30, 2013) and limited future financial
flexibility. While the incremental debt added by the firm was less
than originally planned, the original plan called for a
substantial dividend payout to the firm's majority private equity
owners, highlighting an aggressive financial policy that could
weaken the company's credit profile going forward. Additionally,
Moody's believes that Cetera's integration of the MetLife
businesses presents a turnaround challenge based on its weak
historic operating performance and may not deliver the projected
profitability improvements. Moody's notes that Cetera has
demonstrated a sound track record of successfully integrating
similar financial advisor platforms in the past.

The positive rating outlook reflects the improved terms of the
final refinancing, including tighter restrictions on incremental
leverage and increased debt amortization requirements. Moody's
believes these terms reduce the risk of a more aggressive
leveraging of the firm over the medium term. In addition, if
accompanied by a more favorable market environment and a
successful integration of the MetLife platform, the reduced
leverage and increased amortization could allow the firm to more
rapidly de-lever, improving its financial profile such that a
higher rating might be warranted over the next year and a half.

What Could Change the Rating Up/Down?

Positive rating pressure could develop if Cetera experiences
consistently improving profitability and debt reduction that
results in substantial cash flow deleveraging, or increases its
business diversification without increasing the company's risk
profile. Negative rating pressure could develop if there was a
material decrease in operating profitability or margins that
further increased cash flow leverage, or if the firm undertook
additional debt financed acquisitions or dividends that led to
materially higher cash flow leverage.

The principal methodology used in this rating was Global
Securities Industry Methodology published in May 2013.


CHG ENERGY: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: CHG Energy, LLC
        13465 Midway Road, Suite 310
        Dallas, TX 75244

Bankruptcy Case No.: 13-34138

Chapter 11 Petition Date: August 12, 2013

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

Judge: Harlin DeWayne Hale

Debtor's Counsel: Richard W. Ward, Esq.
                  6860 N. Dallas Parkway, Suite 200
                  Plano, TX 75024
                  Tel: (214) 220-2402
                  E-mail: rwward@airmail.net

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

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

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

The petition was signed by Stanley V. Graff, manager.


CHRIST LUTHERAN: Case Summary & 4 Unsecured Creditors
-----------------------------------------------------
Debtor: Christ Lutheran Church, Inc.
        2911 Del Prado Boulevard South
        Cape Coral, FL 33904

Bankruptcy Case No.: 13-10625

Chapter 11 Petition Date: August 12, 2013

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

Debtor's Counsel: Richard A Johnston, Jr., Esq.
                  JOHNSTON CHAMPEAU, LLC
                  P.O. Box 1000
                  Fort Myers, FL 33902-1000
                  Tel: (239) 600-6200
                  Fax: (877) 727-4513
                  E-mail: richard.johnston@johnstonchampeau.net

Scheduled Assets: $5,710,000

Scheduled Liabilities: $3,599,114

A copy of the Company's list of its four unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/flmb13-10625.pdf

The petition was signed by Cindy Johnson, president.


CINEMARK HOLDINGS: Dividend Hike No Impact on Moody's Ratings
-------------------------------------------------------------
Moody's says that the announced increase of the quarterly dividend
for Cinemark Holdings, Inc. to $0.25 per share from $0.21 per
share effective September 2013 does not impact the B1 corporate
family rating of Cinemark USA, Inc. (a wholly owned subsidiary of
Cinemark) or its SGL-1 speculative grade liquidity rating. The
dividend raise will consume an incremental approximately $17
million of cash annually.

Headquartered in Plano, Texas, Cinemark operates 504 theaters with
5,794 screens in 39 U.S. states, Brazil, Mexico, Argentina and 10
other Latin American countries. Its annual revenue is
approximately $2.5 billion.

On May 21, 2013, Moody's assigned a B2 rating to the proposed $530
million senior unsecured notes of Cinemark USA, Inc. The
transaction did not meaningfully alter total debt or the mix of
debt capital, and all other ratings, including Cinemark's B1
corporate family rating, were unchanged.


CLEARWIRE CORP: S&P Withdraws 'BB-' Corporate Credit Rating
-----------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'BB-' corporate
credit rating on Clearwire Corp. following its acquisition by
Overland Park, Kan.-based wireless carrier Sprint.  The 'BB+'
issue-level ratings and '1' recovery ratings on Clearwire's debt
remain in place and are not affected by this action.


COMET LACE: Case Summary & 12 Unsecured Creditors
-------------------------------------------------
Debtor: Comet Lace, Inc.
        P.O. Box 597
        Fairview, NJ 07022

Bankruptcy Case No.: 13-27466

Chapter 11 Petition Date: August 8, 2013

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

Judge: Morris Stern

Debtor's Counsel: Robert L. Sweeney, Esq.
                  141 Main Street, 2nd Floor
                  Hackensack, NJ 07601
                  Tel: (201) 488-0182
                  Fax: (201) 488-3463
                  E-mail: rsweeneylaw@aol.com

Scheduled Assets: $1,010,250

Scheduled Liabilities: $839,560

A copy of the Company's list of its 12 unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/njb13-27466.pdf

The petition was signed by Alex Crudello, president and sole
shareholder.


CROWN CASTLE: Fitch Assigns 'BB+' Rating to $500MM Term Loan
------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to Crown Castle
Operating Company's (CCOC) proposed $500 million senior secured
term loan maturing Jan. 31, 2019. CCOC is a wholly-owned
subsidiary of Crown Castle International Corp. (Crown). Both CCOC
and Crown have an IDR of 'BB'. The Rating Outlook is Stable.
CCOC intends to use the net proceeds of the term loan to pay down
amounts on its senior secured revolving credit facility (RCF). As
of June 30, 2013, the $1.5 billion RCF had $1.046 billion
outstanding.

Key Rating Drivers

The one-notch ratings uplift for the secured debt at CCOC to 'BB+'
reflects the superior recovery and over collateralization of the
debt at the CCOC operating company level.

Crown's ratings are supported by the strong recurring cash flows
generated from its leasing operations, the robust EBITDA margin
that should continue to increase as a result of new lease-up
opportunities, and the scale of its tower portfolio. Crown's
primary focus on the U.S. market, compared with seeking growth in
emerging markets, reduces operating risk. These factors lend
considerable stability to cash flows and lead to a lower business
risk profile than most typical corporate credits.

A key factor in future revenue and cash flow growth for Crown, as
well as the rest of the tower industry, is the growth within
mobile broadband. Growth in 4G services will drive amendment
activity and new lease-up revenues from the major operators,
leading to at least midsingle-digit growth prospects for the next
couple of years. The addition of NextG Networks within its asset
mix will strengthen its position in distributed antenna systems
and should allow Crown to capture additional share in the small-
cell infrastructure required for scaling 4G networks.

In the fourth quarter of 2012, Crown acquired, or acquired rights
to, a total of approximately 7,100 towers from T-Mobile USA, Inc.
for $2.5 billion. For the 6,200 towers Crown will have the
exclusive right to lease and operate, the weighted average lease
term is approximately 28 years. Crown will also have the option to
purchase such towers from T-Mobile at the end of the respective
lease term for aggregate option payments of approximately $2
billion.

Leverage at June 30, 2013, based on the last quarter's annualized
EBITDA, which includes results from the late-2012 T-Mobile tower
acquisition, was approximately 6.0x. This is the upper end of
Fitch's current range for Crown's 'BB' rating. Fitch expects Crown
to deleverage through a mix of cash flow growth and debt reduction
over the course of 2013. This should improve credit protection
measures back within rating expectations. Fitch projects leverage
based on full year EBITDA to be approximately 6x or lower by the
end of 2013.

Crown has meaningful FCF generation, balance sheet cash, and
favorable maturity schedule relative to available liquidity. Cash,
excluding restricted cash, was $127 million as of June 30, 2013.
For the LTM period FCF was approximately $472 million. Crown spent
$536 million on capital during this period with a significant
portion allocated for land purchases, which is discretionary in
nature.

CCOC had drawn $1.046 billion on its $1.5 billion senior secured
revolving credit facility maturing in 2017 as of June 30, 2013.
Pro forma for the term loan offering, the outstanding amount on
the facility will approximate $546 million. The financial
covenants within the credit agreement include a total net leverage
ratio of 6.0x, and consolidated interest coverage of 2.5x. The
financial leverage covenant has an additional stepdown to 5.5x in
March 2014. The credit agreement also has security fallaway
provisions in the event Crown achieves investment grade ratings.

For 2013, Crown expects adjusted funds from operations of
approximately $1.187 billion to $1.197 billion. Contractual
maturities over the remainder of 2013 through 2015 are $47
million, $102 million and $114 million, respectively. Common stock
repurchases have been scaled back significantly compared to past
levels and were less than $100 million for the last 12 months.

Rating Sensitivities

Negative: Future developments that may, individually or
collectively, lead to Fitch taking a negative rating action
include:

-- If Crown does not deleverage the company below 6x by year-end
   2013; or

-- If Crown makes additional material acquisitions that are debt
   financed.

Positive: Fitch believes Crown's longer-term ratings have upward
potential from further operational and credit profile
improvements. In the 2015-2016 timeframe, Crown has indicated the
potential for a REIT conversion. As such, Crown may consider
lowering its future leverage target, which could lead to an
upgrade. In Fitch's view, if the company operated in the 5.0x to
5.5x range, an upgrade could be considered.


CROWN CASTLE: S&P Retains 'B+' Term Loan Rating Following Add-On
----------------------------------------------------------------
Standard & Poor's Ratings Services said its 'B+' issue-level
rating and '4' recovery rating on Crown Castle Operating Co.'s
term loan B are not affected by the company's $500 million
proposed add-on.  The company will use proceeds to repay
borrowings under its revolving credit facility.  All S&P's
existing ratings on the company, including its 'B+' corporate
credit rating on parent Crown Castle International Corp., remain
on CreditWatch, where S&P placed them with positive implications
on Aug. 6, 2013, as part of its review of the U.S. wireless tower
sector.  S&P expects to resolve the CreditWatch before the end of
August and believes any upgrade in its ratings on Crown would be
limited to one notch.

RATINGS LIST

Crown Castle International Corp.
Corporate Credit Rating                  B+/Watch Pos/--

Crown Castle Operating Co.
$2.1 Bil. Term Loan B                    B+/Watch Pos
   Recovery Rating                        4


DELTATHREE INC: Incurs $414,000 Net Loss in Second Quarter
----------------------------------------------------------
deltathree, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $414,000 on $4.21 million of revenues for the three months
ended June 30, 2013, as compared with a net loss of $353,000 on
$3.40 million of revenues for the same period during the prior
year.

For the six months ended June 30, 2013, the Company incurred a net
loss of $770,000 on $7.94 million of revenues, as compared with a
net loss of $895,000 on $6.25 million of revenues for the same
period a year ago.

As of June 30, 2013, the Company had $1.33 million in total
assets, $7.69 million in total liabilities and a $6.36 million
total stockholders' deficiency.

"Due to the limited availability of additional loan advances under
the Fourth Loan Agreement, we believe that, unless we are able to
increase revenues and generate additional cash flows, our current
cash and cash equivalents will not satisfy our current projected
cash requirements beyond the foreseeable future.  As a result,
there is substantial doubt about our ability to continue as a
going concern," the Company said in the regulatory filing.

                         Bankruptcy Warning

"In view of the Company's current cash resources, nondiscretionary
expenses, debt and near term debt service obligations, the Company
may begin to explore all strategic alternatives available to it,
including, but not limited to, a sale or merger of the Company, a
sale of its assets, recapitalization, partnership, debt or equity
financing, voluntary deregistration of its securities, financial
reorganization, liquidation and/or ceasing operations.  In the
event that the Company requires but is unable to secure additional
funding, the Company may determine that it is in its best
interests to voluntarily seek relief under Chapter 11 of the U.S.
Bankruptcy Code.  Seeking relief under the U.S. Bankruptcy Code,
even if the Company is able to emerge quickly from Chapter 11
protection, could have a material adverse effect on the
relationships between the Company and its existing and potential
customers, employees, and others.  Further, if the Company was
unable to implement a successful plan of reorganization, the
Company might be forced to liquidate under Chapter 7 of the U.S.
Bankruptcy Code.  There can be no assurance that exploration of
strategic alternatives will result in the Company pursuing any
particular transaction or, if the Company pursues any such
transaction, that it will be completed," the Company stated in the
Report.

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

                        http://is.gd/IZR5QE

                          About deltathree

Based in New York, deltathree, Inc. (OTC QB: DDDC) --
http://www.deltathree.com/-- is a global provider of video and
voice over Internet Protocol (VoIP) telephony services, products,
hosted solutions and infrastructures for service providers,
resellers and direct consumers.


DETROIT, MI: Milliman Pension Studies Support Emergency Manager
---------------------------------------------------------------
Nathan Bomey and Alisa Priddle, writing for the Detroit Free
Press, report that two independent pension studies appear to back
Detroit emergency manager Kevyn Orr's position that the city's
retirement funds are seriously underfunded and based on optimistic
assumptions.

The Milliman reports, dated June 4 and obtained through Freedom of
Information Act requests filed by the Free Press, offer
projections of the financial liabilities of the General Retirement
System and the Police and Fire Retirement System under several
potential scenarios.  The Free Press says a more complete report
from Milliman will be released next week. The city commissioned
the $350,000 Milliman report.

According to the Free Press:

     -- Milliman estimates the city's unfunded pension liabilities
range from about $3 billion this year to as high as $3.7 billion
in 2016, using the assumption of lower future returns and other
factors, such as freezing all cost-of-living adjustments and
cutting in half the length of time it'll take to meet the pensions
unfunded obligations.

     -- Mr. Orr estimated the current unfunded liabilities at $3.5
billion in a June 14 report to Detroit creditors, part of the $18
billion to $20 billion he says the city has in debt and future
obligations.  Mr. Orr's figures are more dire, and the Free Press
has learned that's because he built in an extra worst-case
scenario liability of $600 million in the event the city had to
sell assets in a fire sale at today's market value.

A copy of the General Retirement System pension report is
available at http://www.freep.com/assets/freep/pdf/C4210423816.PDF
from the Free Press.

A copy of the Police and Fire Retirement System pension report is
available at http://www.freep.com/assets/freep/pdf/C4210424816.PDF
from the Free Press.

                     About Detroit, Michigan

The city of Detroit, Michigan, weighed down by more than
$18 billion in accrued obligations, sought municipal bankruptcy
protection on 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.

The city's $18 billion in debt includes $5.85 billion in special
revenue obligations, $6.4 billion in post-employment benefits,
$3.5 billion for underfunded pensions, $1.13 billion on secured
and unsecured general obligations, and $1.43 billion on pension-
related debt, according to a court filing.  Debt service consumes
42.5 percent of revenue.  The city has 100,000 creditors and
20,000 retirees.

Detroit is represented by David G. Heiman, Esq., and Heather
Lennox, Esq., at Jones Day, in Cleveland, Ohio; Bruce Bennett,
Esq., at Jones Day, in Los Angeles, California; and Jonathan S.
Green, Esq., and Stephen S. LaPlante, Esq., at Miller Canfield
Paddock and Stone PLC, in Detroit, Michigan.

Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing
the American Federation of State, County and Municipal Employees
and the International Union.

Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is
representing the United Automobile, Aerospace and Agricultural
Implement Workers of America.


DETROIT, MI: Deadline Today to Challenge Chapter 9 Eligibility
--------------------------------------------------------------
Corey Williams, writing for the Associated Press, reports that
Monday is the deadline for creditors to file eligibility
objections to Detroit's Chapter 9 bankruptcy petition.

The AP says the deadline is just one of several steps that could
lead to federal Judge Steven Rhodes allowing Detroit into
bankruptcy protection while it restructures.  Conversely, it also
could spell disaster for the city if its petition is denied,
allowing creditors to sue Detroit if it defaults on payments, said
Doug Bernstein, a managing partner of the Banking, Bankruptcy and
Creditors' Rights Practice Group for the Michigan-based Plunkett
Cooney law firm.

The report recounts that state-appointed emergency manager Kevyn
Orr filed for bankruptcy July 18. He claims the city has at least
$18 billion in liabilities, from underfunded pensions and health
care costs to bonds that lack city revenue to be paid off.  Mr.
Orr stopped payment on $2.5 billion in debt in June.

AP says a multi-day hearing on the eligibility question is
scheduled to start Oct. 23.

Several other creditors contacted by The Associated Press,
including National Public Finance Guarantee Corp. and BlackRock's
Municipal Bonds Group, declined to comment on whether they would
make an objection filing by Monday.

Detroit has until Sept. 6 to file its responses to any objections
by creditors.

                     About Detroit, Michigan

The city of Detroit, Michigan, weighed down by more than
$18 billion in accrued obligations, sought municipal bankruptcy
protection on 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.

The city's $18 billion in debt includes $5.85 billion in special
revenue obligations, $6.4 billion in post-employment benefits,
$3.5 billion for underfunded pensions, $1.13 billion on secured
and unsecured general obligations, and $1.43 billion on pension-
related debt, according to a court filing.  Debt service consumes
42.5 percent of revenue.  The city has 100,000 creditors and
20,000 retirees.

Detroit is represented by David G. Heiman, Esq., and Heather
Lennox, Esq., at Jones Day, in Cleveland, Ohio; Bruce Bennett,
Esq., at Jones Day, in Los Angeles, California; and Jonathan S.
Green, Esq., and Stephen S. LaPlante, Esq., at Miller Canfield
Paddock and Stone PLC, in Detroit, Michigan.

Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing
the American Federation of State, County and Municipal Employees
and the International Union.

Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is
representing the United Automobile, Aerospace and Agricultural
Implement Workers of America.


DEX MEDIA EAST: Bank Debt Trades at 23% Off
-------------------------------------------
Participations in a syndicated loan under which Dex Media East LLC
is a borrower traded in the secondary market at 77.40 cents-on-
the-dollar during the week ended Friday, August 16, 2013 according
to data compiled by LSTA/Thomson Reuters MTM Pricing and reported
in The Wall Street Journal.  This represents a decrease of 0.93
percentage points from the previous week, The Journal relates.
Dex Media East LLC pays 250 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Oct. 24, 2016.  The
bank debt carries is not rate by Moody's and Standard & Poor's
rating.  The loan is one of the biggest gainers and losers among
232 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

                           About Dex One

Dex One Corp., headquartered in Cary, North Carolina, is a local
business marketing services company that includes print
directories and online voice and mobile search.  The company
employs 2,200 people across the United States.  Dex One provides
print yellow pages directors, which it co-brands with other
recognizable brands in the industry, including Century Link and
AT&T.  It also provides the yellow pages websites DexKnows.com and
DexPages.com, as well as mobile apps Dex Mobile, Dex CityCentral.

Dex One and 11 affiliates sought Chapter 11 protection (Bankr. D.
Del. Lead Case No. 13-10534) on March 17 and 18, 2013, with a
prepackaged plan of reorganization designed to effectuate a merger
with SuperMedia Inc.  Dex One disclosed total assets of $2.84
billion and total liabilities of $2.79 billion as of Dec. 31,
2012.

Houlihan Lokey is acting as financial advisor to Dex One, and
Kirkland & Ellis LLP is acting as its legal counsel.  Pachulski
Stang Ziehl & Jones LLP is co-counsel.  Epiq Systems serves as
claims agent.

This is Dex One's second stint in Chapter 11.  Its predecessor,
R.H. Donnelley Corp., and 19 affiliates, including Dex Media East
LLC, Dex Media West LLC and Dex Media Inc., filed for Chapter 11
protection (Bank. D. Del. Case No. 09-11833 through 09-11852) on
May 28, 2009.  They emerged from bankruptcy on Jan. 29, 2010.  On
the Effective Date and in connection with its emergence from
Chapter 11, RHD was renamed Dex One Corporation.

As of Dec. 31, 2012, persons or entities directly or indirectly
own, control, or hold 5% or more of the voting securities of Dex
One are Franklin Advisers, Inc., Hayman Capital Management LP,
Robert E. Mead, Restructuring Capital Associates LP, Paulson &
Co., Inc., and Mittleman Investment Management LLC.

The 2013 Debtors emerged from Chapter 11 bankruptcy protection on
April 30, 2013.


DEX MEDIA WEST: Bank Debt Trades at 16% Off
-------------------------------------------
Participations in a syndicated loan under which Dex Media West LLC
is a borrower traded in the secondary market at 83.80 cents-on-
the-dollar during the week ended Friday, August 16, 2013 according
to data compiled by LSTA/Thomson Reuters MTM Pricing and reported
in The Wall Street Journal.  This represents a decrease of 0.74
percentage points from the previous week, The Journal relates.
Dex Media West LLC pays 450 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Oct. 24, 2016. The
bank debt is withdrawn by Moody's and not rated by Standard &
Poor's.  The loan is one of the biggest gainers and losers among
236 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

                             About Dex One

Dex One Corp., headquartered in Cary, North Carolina, is a local
business marketing services company that includes print
directories and online voice and mobile search.  The company
employs 2,200 people across the United States.  Dex One provides
print yellow pages directors, which it co-brands with other
recognizable brands in the industry, including Century Link and
AT&T.  It also provides the yellow pages websites DexKnows.com and
DexPages.com, as well as mobile apps Dex Mobile, Dex CityCentral.

Dex One and 11 affiliates sought Chapter 11 protection (Bankr. D.
Del. Lead Case No. 13-10534) on March 17 and 18, 2013, with a
prepackaged plan of reorganization designed to effectuate a merger
with SuperMedia Inc.  Dex One disclosed total assets of $2.84
billion and total liabilities of $2.79 billion as of Dec. 31,
2012.

Houlihan Lokey is acting as financial advisor to Dex One, and
Kirkland & Ellis LLP is acting as its legal counsel.  Pachulski
Stang Ziehl & Jones LLP is co-counsel.  Epiq Systems serves as
claims agent.

This is Dex One's second stint in Chapter 11.  Its predecessor,
R.H. Donnelley Corp., and 19 affiliates, including Dex Media East
LLC, Dex Media West LLC and Dex Media Inc., filed for Chapter 11
protection (Bank. D. Del. Case No. 09-11833 through 09-11852) on
May 28, 2009.  They emerged from bankruptcy on Jan. 29, 2010.  On
the Effective Date and in connection with its emergence from
Chapter 11, RHD was renamed Dex One Corporation.

As of Dec. 31, 2012, persons or entities directly or indirectly
own, control, or hold 5% or more of the voting securities of Dex
One are Franklin Advisers, Inc., Hayman Capital Management LP,
Robert E. Mead, Restructuring Capital Associates LP, Paulson &
Co., Inc., and Mittleman Investment Management LLC.

The 2013 Debtors emerged from Chapter 11 bankruptcy protection on
April 30, 2013.


DIVERSITY MANAGEMENT: Case Summary & Creditors List
---------------------------------------------------
Debtor: The Diversity Management Group, LLC
          dba Redline Honda
        P.O. Box 360
        1196 Connellsville Street
        Lemont Furnace, PA 15456

Bankruptcy Case No.: 13-23379

Chapter 11 Petition Date: August 12, 2013

Court: U.S. Bankruptcy Court
       Western District of Pennsylvania (Pittsburgh)

Judge: Jeffery A. Deller

Debtor's Counsel: Robert O. Lampl, Esq.
                  960 Penn Avenue, Suite 1200
                  Pittsburgh, PA 15222
                  Tel: (412) 392-0330
                  Fax: (412) 392-0335
                  E-mail: rol@lampllaw.com

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

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

A copy of the Company's list of its 20 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/pawb13-23379.pdf

The petition was signed by Michael Marchky, managing member.


DIGERATI TECHNOLOGIES: Bid to Incur Debt Denied
-----------------------------------------------
Judge Jeff Bohm of the U.S. Bankruptcy Court for the Southern
District of Texas, Houston Division, denied, without prejudice,
Digerati Technologies, Inc.'s motion for authority to incur debt.

To recall, the Court already denied the Debtor's first motion to
incur debt.  In denying the Debtor's second motion, the Court
found that the Debtor again failed to adduce testimony regarding
several line item categories.  Judge Bohm specifically noted that
the record is wholly devoid on why the Debtor needs postpetition
financing to pay the expenses associated with several line item
categories and how those line item amounts were calculated.

Moreover, Judge Bohm found that the Debtor has failed to convince
the Court that the Debtor needs the services of both Smith and
Estrada, with each receiving $5,000 per month.  The Debtor,
according to Judge Bohm, has sufficient professionals to help it
attain its stated objective -- to sell stock of Hurley
Enterprises, Inc., and Dishon Disposal, Inc., in order to pay off
all creditors through a plan of reorganization.

                    About Digerati Technologies

Digerati Technologies, Inc., filed a Chapter 11 petition (Bankr.
S.D. Tex. Case No. 13-33264) in Houston, on May 30, 2013.
Digerati -- http://www.digerati-inc.com-- is a diversified
holding company which owns operating subsidiaries in the oil field
services and the cloud communications industry.  Digerati and its
subsidiaries maintain Texas Offices in San Antonio and Houston.
The Debtor has no independent operations apart from its
subsidiaries.

The Debtor's subsidiaries include Shift 8 Networks, a cloud
communication service, Hurley Enterprises, Inc., and Dishon
Disposal, Inc., both oil field services companies.

The Debtor disclosed $60 million in assets and $62.5 million in
liabilities as of May 29, 2013.

Bankruptcy Judge Jeff Bohm oversees the case.  Deirdre Carey
Brown, Esq., Annie E. Catmull, Esq., Melissa Anne Haselden, Esq.,
Mazelle Sara Krasoff, Esq., and Edward L Rothberg, at Hoover
Slovacek, LLP, in Houston, represent the Debtor as counsel.  The
Debtor tapped Gilbert A. Herrera and Herrera Partners as the
investment banker.


DYNASIL CORP: Fails to Comply with Loan Financial Covenants
-----------------------------------------------------------
Dynasil Corporation of America is in violation of certain
financial covenants contained in each of the loan agreements with
Sovereign Bank, N.A., Massachusetts Capital Resource Company
that require the Company to maintain certain ratios of earnings
before interest, taxes, depreciation and amortization to fixed
charges and to total debt and senior debt.

As of June 30, 2013, the Company had approximately $7.6 million of
indebtedness with Sovereign Bank and $3 million of indebtedness
with Massachusetts Capital Resource, which is subordinated to the
Sovereign Bank loan.  This indebtedness is secured by
substantially all of the Company's accounts and assets and is
guaranteed by its subsidiaries.

Although the Company continues to be current with all principal
and interest payments with Sovereign Bank, as of June 30, 2013,
the Company is currently delinquent on five months of interest
payments ($125,000) on the Company's $3 million note from
Massachusetts Capital Resource Company.

Neither of the Company's lenders has accelerated its payment
obligations.  The Company is currently evaluating potential
transactions involving the sales of divisions or product lines
which, if consummated, would result in additional debt principal
payments to the bank.

"If we are not successful making additional debt principal
payments to the bank or negotiating a waiver or forbearance
agreement or other relief under our loan agreements, our
obligations under those agreements may be accelerated in the
future and our lenders may exercise other remedies for default.
Even if we successfully obtain forbearance from our lenders for
our current covenant non-compliance, we can provide no assurance
that we will not violate our covenants in the future," the Company
said in a regulatory filing with the U.S. Securities and Exchange
Commission.

"If we do not raise the necessary funds, we may need to curtail or
cease our operations, sell certain assets and/or file for
bankruptcy, which would have a material adverse effect on our
financial condition and results of operations," the Company
maintained.

                            About Dynasil

Watertown, Mass.-based Dynasil Corporation of America (NASDAQ:
DYSL) -- http://www.dynasil.com/-- develops and manufactures
detection and analysis technology, precision instruments and
optical components for the homeland security, medical and
industrial markets.

The Company reported a net loss of $4.30 million for the year
ended Sept. 30, 2012, as compared with net income of $1.35 million
during the prior fiscal year.  The Company's balance sheet at
March 31, 2013, showed $28.27 million in total assets, $17.07
million in total liabilities and $11.19 million in total
stockholders' equity.

McGladrey LLP, in Boston, Massachusetts, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Sept. 30, 2012, citing default with the financial
covenants under the Company's outstanding loan agreements and a
loss from operations which factors raise substantial doubt about
the Company's ability to continue as a going concern.


EASTMAN KODAK: Reports Improvement in Earnings for Second Quarter
-----------------------------------------------------------------
Eastman Kodak Company reported a $157 million loss from continuing
operations before provision for income taxes in the second
quarter, a 49 percent improvement from the $306 million loss
reported in the prior-year quarter.  The loss from continuing
operations in the quarter was $208 million, compared to $297
million in the prior-year quarter.  The current quarter loss
includes $101 million in restructuring and reorganization costs
and a $51 million provision for income taxes, attributable in part
to the establishment of a deferred tax asset valuation allowance
outside the U.S.

These results reflect separation of the Personalized Imaging and
Document Imaging businesses, which are being spun off to Kodak
Pension Plan, the pension plan for U.K. employees, and the
discontinuation of certain consumer businesses, including Kodak
Gallery and digital cameras. With discontinued operations
included, the consolidated net loss for the quarter was $224
million.

Both of the Company's continuing reportable segments maintained
their year-to-date momentum, recording improvements in the second
quarter.  Graphics, Entertainment and Commercial Films (GECF)
reported a $5 million segment loss, compared to a $26 million loss
in the prior-year quarter.  Digital Printing and Enterprise (DPE)
reported a $13 million segment loss compared to a $61 million loss
in the second quarter of 2012.

"In this quarter we continued our progress in recreating Kodak as
a technology company focused on imaging for business, and serving
customers worldwide with breakthrough solutions and enterprise
services," said Antonio M. Perez, chairman and chief executive
officer.  "At the same time, we moved forward significantly with
our restructuring, and we remain on track to emerge in the third
quarter."

Sales for the continuing operations in the second quarter were
$583 million, compared to $699 million in the prior-year quarter,
a decline of 17 percent.  GECF had sales of $371 million, a
decline of 17 percent, reflecting volume declines in Entertainment
Imaging and Commercial Films, as well as lower sales for digital
plates as the business focused on profitable accounts.  DPE had a
revenue decline of 11 percent from the prior-year quarter,
primarily attributable to discontinuance of consumer inkjet
printer production and lower sales of ink for the installed base
of consumer inkjet printers.  Partially offsetting these declines
was an increase in sales within the commercial inkjet printing
business.

As a result of the company's focus on profitability, the gross
profit margin in the quarter from continuing operations improved
to 23 percent, an improvement of more than nine percentage points
compared to the same period in the previous year.  The Company
also noted that it remained on track through the first half with
its Adjusted EBITDA and cash goals.

"Our team is committed to continuing the improvement required to
emerge in the coming weeks as a profitable and sustainable
company," Perez said.  "Everyone at Kodak is focused on achieving
our EBITDA and cash goals for 2013 and on emerging from Chapter 11
as a company that - having removed excess legacy costs and
infrastructure and exited non-core businesses - is leaner,
financially stronger, and poised for growth with a great portfolio
of businesses in commercial imaging."

                        About Eastman Kodak

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

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

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

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

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

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

The Retirees Committee has hired Haskell Slaughter Young &
Rediker, LLC, and Arent Fox, LLC as Co-Counsel; Zolfo Cooper,
LLC, as Bankruptcy Consultants and Financial Advisors; and the
Segal Company, as Actuarial Advisors.

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

Kodak completed the $527 million sale of digital-imaging
technology on Feb. 1, 2013.  Kodak intends to reorganize by
focusing on the commercial printing business.

At the end of April 2013, Kodak filed a proposed reorganization
plan offering 85 percent of the stock to holders of the remaining
$375 million in second-lien notes. The other 15 percent is for
unsecured creditors with $2.7 billion in claims and retirees who
have a $635 million claim from the loss of retirement benefits.


EASTMAN KODAK: US Trustee Questions Incentive Payment Provision
---------------------------------------------------------------
The U.S. trustee overseeing Eastman Kodak's Chapter 11 case is
opposing the confirmation of the company's proposed plan to get
out of bankruptcy protection.

Tracy Hope Davis, the official charged with regulating bankruptcy
cases in the New York region, questioned a provision of the plan
that calls for payments of incentives to insiders, including a
$1.9 million payment to Kodak's chief executive officer.

Ms. Davis said the incentive payments violate Section 503(c), a
provision that was added to the Bankruptcy Code in 2005 to limit
executive compensation.

The U.S. trustee also said the restructuring plan proposes to
reimburse the legal fees of U.S. Bank, an indenture trustee and a
member of the unsecured creditors' committee.

According to Ms. Davis, it is unclear whether Kodak will reimburse
the bank for its legal fees as an indenture trustee or as a member
of the committee, and that the proposed reimbursement does not
have legal basis.

The U.S. trustee also questioned another provision that clears and
releases "non-debtor third party" from liabilities, saying it is
"overly broad."

Kodak's restructuring plan also drew flak from shareholders who
argued that the company breached its fiduciary duty when it hired
Lazard Freres & Co. LLC to prepare a valuation analysis.  The
firm, they said, has conflict of interest.

Joseph Dallal of Los Angeles, Calif., said the firm, which Kodak
employed as its financial adviser since its bankruptcy filing,
will earn a "substantial advisory fee" if the plan is approved.

"It is evident that there is conflict of interest in the
employment of Lazard by debtors to carry out the valuation
analysis for the plan," Mr. Dallal said in a July 14 filing.

Mr. Dallal said the shareholders found "intentional
misrepresentations and intentional incorrect assumptions" when
they reviewed the valuation analysis.  "Lazard grossly
underestimated the reorganization value of new Kodak," he said.

U.S. Bankruptcy Judge Allan Gropper is slated to hold a hearing on
August 20 to consider approval of the restructuring plan.

The U.S. trustee is represented by:

         Brian S. Masumoto, Esq.
         Susan D. Golden, Esq.
         Michael T. Driscoll, Esq.
         Trial Attorneys
         Office of the United States Trustee
         201 Varick Street, Suite 1006
         New York, NY 10014

                        About Eastman Kodak

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

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

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

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

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

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

The Retirees Committee has hired Haskell Slaughter Young &
Rediker, LLC, and Arent Fox, LLC as Co-Counsel; Zolfo Cooper,
LLC, as Bankruptcy Consultants and Financial Advisors; and the
Segal Company, as Actuarial Advisors.

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

Kodak completed the $527 million sale of digital-imaging
technology on Feb. 1, 2013.  Kodak intends to reorganize by
focusing on the commercial printing business.

At the end of April 2013, Kodak filed a proposed reorganization
plan offering 85 percent of the stock to holders of the remaining
$375 million in second-lien notes. The other 15 percent is for
unsecured creditors with $2.7 billion in claims and retirees who
have a $635 million claim from the loss of retirement benefits.


EASTMAN KODAK: Court Denies Appointment of Equity Committee
-----------------------------------------------------------
U.S. Bankruptcy Judge Allan Gropper denied the appointment of an
equity committee proposed by Eastman Kodak Co.'s shareholders.

Judge Gropper said the appointment of a new committee to represent
shareholders is unnecessary and "would likely result in a
substantial delay" given that the hearing on the confirmation of
Kodak's Chapter 11 plan is just a few days away.

"This would delay the possibility of any distribution and possibly
result in the loss of the debtors' exit and reorganization
financing to the detriment of Kodak's thousands of creditors who
have a statutory priority over the shareholders," Judge Gropper
said in an August 15 decision.

At the hearing held on August 5, the shareholders tried to sway
the court in their favor by arguing that Kodak has "grossly
underestimated" its reorganization value.

The shareholders called two witnesses to testify: Maulin Shah of
Envision IP LLC, who testified as to alleged undisclosed value in
Kodak's patent portfolio, and Elise Neils, a managing director of
Brand Finance, who testified as to value in the Kodak brand.

The court, however, finds both testimonies unreliable.  According
to the court, Mr. Shah based his opinion on "outdated and
obviously overstated income figures."  Meanwhile, the court noted
the failure of the other witness to collect enough information to
perform a thorough analysis.

This is the second time that Judge Gropper issued a ruling in
favor of Kodak.  The bankruptcy judge in July 2012 denied the
shareholders' bid to form a committee, saying they are already
adequately represented by other groups committed to maximizing the
value of Kodak's estate.  Judge Gropper also said the formation of
a new committee would saddle the bankruptcy proceedings with
unnecessary administrative costs.

A copy of Judge Gropper's Aug. 15 order is available for free at
http://is.gd/kWnX4G

                        About Eastman Kodak

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

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

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

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

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

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

The Retirees Committee has hired Haskell Slaughter Young &
Rediker, LLC, and Arent Fox, LLC as Co-Counsel; Zolfo Cooper,
LLC, as Bankruptcy Consultants and Financial Advisors; and the
Segal Company, as Actuarial Advisors.

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

Kodak completed the $527 million sale of digital-imaging
technology on Feb. 1, 2013.  Kodak intends to reorganize by
focusing on the commercial printing business.

At the end of April 2013, Kodak filed a proposed reorganization
plan offering 85 percent of the stock to holders of the remaining
$375 million in second-lien notes. The other 15 percent is for
unsecured creditors with $2.7 billion in claims and retirees who
have a $635 million claim from the loss of retirement benefits.


EASTMAN KODAK: Wins Court Approval to Assume IP Contracts
---------------------------------------------------------
Eastman Kodak Co. obtained court approval of its agreements with
tech firms to take over their intellectual property contracts as
part of the company's Chapter 11 reorganization plan.

The firms are Canon Inc., Fujifilm Corp., Hewlett Packard
Co., Intel Corp., International Business Machines Co., Imax Corp.,
LG Display Co. Ltd., LG Electronics Inc., Motorola Mobility LLC,
Nintendo Co. Limited, Nokia Corp., Seiko Epson Corp. and Sony
Corp.

In a related development, Kodak signed separate agreements with
Dai Nippon Printing Co. Ltd., Moxtek Inc., Nikon Corp.,
Technicolor Inc., Oracle Corp. and Ricoh Company Ltd., which also
call for the assumption of their IP contracts.  The agreements can
be accessed for free at http://is.gd/APEemX

                        About Eastman Kodak

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

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

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

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

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

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

The Retirees Committee has hired Haskell Slaughter Young &
Rediker, LLC, and Arent Fox, LLC as Co-Counsel; Zolfo Cooper,
LLC, as Bankruptcy Consultants and Financial Advisors; and the
Segal Company, as Actuarial Advisors.

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

Kodak completed the $527 million sale of digital-imaging
technology on Feb. 1, 2013.  Kodak intends to reorganize by
focusing on the commercial printing business.

At the end of April 2013, Kodak filed a proposed reorganization
plan offering 85 percent of the stock to holders of the remaining
$375 million in second-lien notes. The other 15 percent is for
unsecured creditors with $2.7 billion in claims and retirees who
have a $635 million claim from the loss of retirement benefits.


ENERGY SERVICES: Amends Forbearance Pact with United Bank
---------------------------------------------------------
Energy Services of America Corp. and its subsidiary corporations,
C.J. Hughes Construction Company, Inc., Contractors Rental
Corporation, Nitro Electric Company, Inc., and S.T. Pipeline,
Inc., (collectively, the "Obligors") entered into a forbearance
agreement with United Bank, Inc., whereby the Obligors acknowledge
that they are in default under the terms of two credit facilities
between United Bank, Inc., and the Company and United Bank, Inc.,
has agreed to forbear from exercising certain of its rights and
remedies under the loan agreements and related documents.

On July 31, 2013, the parties entered into an amendment to the
forbearance agreement which extends the period under which the
Company may raise funds and perform certain of its obligations
under the Forbearance Agreement.  In consideration of the
extension, the Company will pay $25,000 upon execution of the
amendment.  The amendment also specifies periodic repayment over a
period from Aug. 6, 2013, to Sept. 30, 2013.  The remaining
provisions of the new forbearance agreement are substantially the
same as those in the Agreement.

A copy of the Forbearance Agreement Amendment is available at:

                        http://is.gd/vcrADE

                       About Energy Services

Huntington, West Virginia-based Energy Services of America
Corporation provides contracting services to America's energy
providers, primarily the gas and electricity providers.

The Company reported a net loss of $48.5 million on $157.7 million
of revenue in fiscal 2012, compared with a net loss of $5.3
million on $143.4 million of revenue in fiscal 2011.  The
Company's balance sheet at March 31, 2013, showed $50.19 million
in total assets, $45.69 million in total liabilities and $4.50
million in total stockholders' equity.

Arnett Foster Toothman PLLC, in Charleston, West Virginia,
expressed substantial doubt about Energy Services' ability to
continue as a going concern following the annual report for the
year ended Sept. 30 ,2012.  The independent auditors noted that
the Company has suffered recurring losses from operations and has
entered into a forbearance arrangement with its lenders as a
result of continued noncompliance with certain debt covenants.


EXPLO SYSTEMS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Explo Systems, Inc.
        1600 Java Road
        Minden, LA 71055

Bankruptcy Case No.: 13-12046

Chapter 11 Petition Date: August 12, 2013

Court: U.S. Bankruptcy Court
       Western District of Louisiana (Shreveport)

Judge: Stephen V. Callaway

Debtor's Counsel: Robert W. Raley, Esq.
                  RALEY & ASSOCIATES
                  290 Benton Road Spur
                  Bossier City, LA 71111
                  Tel: (318) 747-2230
                  Fax: (318) 747-0106
                  E-mail: rraley52@bellsouth.net

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

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

A copy of the Company's list of its 20 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/lawb13-12046.pdf

The petition was signed by David A. Smith, vice president,
secretary/treasurer.


FIRST FINANCIAL: Incurs $1.4 Million Net Loss in Second Quarter
---------------------------------------------------------------
First Financial Service Corporation reported a net loss
attributable to common shareholders of $1.38 million on $8.21
million of total interest income for the three months ended
June 30, 2013, as compared with a net loss attributable to common
shareholders of $4.40 million on $10.73 million of total interest
income for the same period during the prior year.

For the six months ended June 30, 2013, the Company reported a net
loss attributable to common shareholders of $1.53 million on
$16.75 million of total interest income, as compared with a net
loss attributable to common shareholders of $4.95 million on
$22.62 million of total interest income for the same period a year
ago.

As of June 30, 2013, the Company had $884.51 million in total
assets, $849.91 million in total liabilities and $34.60 million in
total stockholders' equity.

"We continue to see significant progress in credit trends with an
improvement in the overall loan portfolio," said President, Greg
Schreacke.  "This is extremely important to us as we continue to
shift our focus from dealing with problem assets to positioning
the Company for profitable performance.  While net loans declined
3.2% from the previous quarter mainly due to normal pay downs in
the loan portfolio and continued reduction in non-performing
loans, new loan production is accelerating.  The Company generated
$38 million in new loans during the second quarter following $34
million in the first quarter of 2013 and $26 million in quarter
ended December 31, 2012."

"The improvement to the net interest margin is consistent with our
expectations," said Chief Financial Officer, Frank Perez.  "The
combination of improved net interest margin and better asset
quality are key factors as we move forward and put our challenges
behind us."

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

                         http://is.gd/PGwdQz

                        About First Financial

Elizabethtown, Kentucky-based First Financial Service Corporation
is the parent bank holding company of First Federal Savings Bank
of Elizabethtown, which was chartered in 1923.  The Bank serves
six contiguous counties encompassing central Kentucky and the
Louisville metropolitan area, through its 17 full-service banking
centers and a commercial private banking center.

In its 2012 Consent Order, the Bank agreed to achieve and maintain
a Tier 1 capital ratio of 9.0 percent and a total risk-based
capital ratio of 12.0 percent by June 30, 2012.

"At December 31, 2012, the Bank's Tier 1 capital ratio was 6.53%
and the total risk-based capital ratio was 12.21%.  We notified
the bank regulatory agencies that one of the two capital ratios
would not be achieved and are continuing our efforts to meet and
maintain the required regulatory capital levels and all of the
other consent order issues for the Bank," the Company said in its
annual report for the year ended Dec. 31, 2012.

First Financial disclosed a net loss attributable to common
shareholders of $9.44 million in 2012, a net loss attributable to
common shareholders of $24.21 million in 2011 and a net loss
attributable to common shareholders of $10.45 million in 2010.

Crowe Horwath LLP, in Louisville, Kentucky, said in its report on
the consolidated financial statements for the year ended Dec. 31,
2012, "[T]he Company has recently incurred substantial losses,
largely as a result of elevated provisions for loan losses and
other credit related costs.  In addition, both the Company and its
bank subsidiary, First Federal Savings Bank, are under regulatory
enforcement orders issued by their primary regulators.  First
Federal Savings Bank is not in compliance with its regulatory
enforcement order which requires, among other things, increased
minimum regulatory capital ratios.  First Federal Savings Bank's
continued non-compliance with its regulatory enforcement order may
result in additional adverse regulatory action."


FLABEG SOLAR: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: FLABEG Solar US Corporation
        2201 Sweeney Drive
        Clinton, PA 15026

Bankruptcy Case No.: 13-23353

Chapter 11 Petition Date: August 9, 2013

Court: United States Bankruptcy Court
       Western District of Pennsylvania (Pittsburgh)

Judge: Carlota M. Bohm

Debtor's Counsel: Robert O. Lampl, Esq.
                  960 Penn Avenue, Suite 1200
                  Pittsburgh, PA 15222
                  Tel: (412) 392-0330
                  Fax: (412) 392-0335
                  E-mail: rol@lampllaw.com

Estimated Assets: $0 to $50,000

Estimated Debts: $50,000,001 to $100,000,000

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/pawb13-23353.pdf

The petition was signed by William Otto, president.


FNBH BANCORP: To Raise $17.1 Million From Securities Offering
-------------------------------------------------------------
FNBH Bancorp, Inc., on Aug. 7, 2013, entered into a series of
subscription agreements with various investors pursuant to which
the Company has agreed to sell, subject to the satisfaction of
certain conditions, additional shares of preferred stock that
would result in aggregate gross proceeds to the Company of $9.6
million.

The Company previously entered into a Securities Purchase
Agreement with Stanley B. Dickson, Jr., a director of the Company
and the largest beneficial owner of its stock.  Pursuant to the
Securities Purchase Agreement, Mr. Dickson has agreed, among other
things, to purchase shares of the Company's Series B Mandatorily
Convertible Non-Cumulative Junior Participating Preferred Stock
for an aggregate purchase price of $7.5 million in a private
placement transaction to be conducted by the Company.

Together with the gross proceeds to be received by the Company
pursuant to the Securities Purchase Agreement, the aggregate gross
proceeds to the Company from this private placement transaction
are expected to approximate $17.1 million.  Of this amount,
approximately $8.5 million is expected to be invested by current
directors and executive officers of the Company, including Mr.
Dickson's investment.

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

                        http://is.gd/hDEjdZ

                         About FNBH Bancorp

Howell, Michigan-based FNBH Bancorp, Inc., is a one-bank holding
company, which owns all of the outstanding capital stock of First
National Bank in Howell.  The Bank was originally organized in
1934 as a national banking association.  As of Dec. 31, 2011, the
Bank had approximately 85 full-time and part-time employees.  The
Bank serves primarily five communities, Howell, Brighton, Green
Oak Township, Hartland, and Fowlerville, all of which are located
in Livingston County.

FNBH disclosed net income of $329,000 in 2012, as compared with a
net loss of $3.57 million in 2011.  The Company's balance sheet at
March 31, 2013, showed $295.38 million in total assets, $285.44
million in total liabilities and $9.94 million in total
shareholders' equity.

BDO USA, LLP, in Grand Rapids, Michigan, issued a "going concern"
qualification in its consolidated financial statements for the
year ended Dec. 31, 2012.

"The Corporation's subsidiary bank ("Bank") is significantly
undercapitalized under regulatory capital guidelines and, during
2009, the Bank entered into a consent order regulatory enforcement
action ("consent order") with its primary regulator, the Office of
the Comptroller of the Currency.  The consent order requires
management to take a number of actions, including, among other
things, increasing and maintaining its capital levels at amounts
in excess of the Bank's current capital levels.  As discussed in
Note 20, the Bank has not yet met the higher capital requirements
and is therefore not in compliance with the consent order.  As a
result of the uncertain potential impact of future regulatory
actions, circumstances exist that raise substantial doubt about
the Corporation's ability to continue as a going concern," the
Company said.


FLOOR RESOURCES: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Floor Resources, Inc.
        P.O. Box 774
        Pleasantville, NJ 08232

Bankruptcy Case No.: 13-27486

Chapter 11 Petition Date: August 8, 2013

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

Judge: Judith H. Wizmur

Debtor's Counsel: Douglas S. Stanger, Esq.
                  FLASTER/GREENBERG, P.C. - LINWOOD
                  646 Ocean Heights Avenue
                  Linwood, NJ 08221
                  Tel: (609) 645-1881
                  Fax: (609) 645-9932
                  E-mail: doug.stanger@flastergreenberg.com

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

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

A copy of the Company's list of its 20 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/njb13-27486.pdf

The petition was signed by Christopher Gill, vice president.


FREESEAS INC: Issues Add'l 950,000 Settlement Shares to Hanover
---------------------------------------------------------------
FreeSeas Inc. issued to Hanover 950,000 additional settlement
shares pursuant to the terms of the Settlement Agreement approved
by the Supreme Court of the State of New York, County of New York,
on June 25, 2013.

The Order provides for the full and final settlement of claim in
the matter entitled Hanover Holdings I, LLC v. FreeSeas Inc., Case
No. 651950/2013.  Hanover commenced the Action against the Company
on May 31, 2013, to recover an aggregate of $5,331,011 of past-due
accounts payable of the Company, plus fees and costs.

Pursuant to the terms of the Settlement Agreement approved by the
Order, on June 26, 2013, the Company issued and delivered to
Hanover 890,000 shares of the Company's common stock, $0.001 par
value, and between July 2, 2013, and Aug. 6, 2013, the Company
issued and delivered to Hanover an aggregate of 10,383,000
additional settlement shares.

A copy of the Form 6-K is available for free at:

                         http://is.gd/RbxZF0

                         About FreeSeas Inc.

Headquartered in Athens, Greece, FreeSeas Inc., formerly known as
Adventure Holdings S.A., was incorporated in the Marshall Islands
on April 23, 2004, for the purpose of being the ultimate holding
company of ship-owning companies.  The management of FreeSeas'
vessels is performed by Free Bulkers S.A., a Marshall Islands
company that is controlled by Ion G. Varouxakis, the Company's
Chairman, President and CEO, and one of the Company's principal
shareholders.

The Company's fleet consists of six Handysize vessels and one
Handymax vessel that carry a variety of drybulk commodities,
including iron ore, grain and coal, which are referred to as
"major bulks," as well as bauxite, phosphate, fertilizers, steel
products, cement, sugar and rice, or "minor bulks."  As of
Oct. 12, 2012, the aggregate dwt of the Company's operational
fleet is approximately 197,200 dwt and the average age of its
fleet is 15 years.

Freeseas disclosed a net loss of US$30.88 million in 2012, a net
loss of US$88.19 million in 2011, and a net loss of US$21.82
million in 2010.  The Company's balance sheet at Dec. 31, 2012,
showed US$114.35 million in total assets, $106.55 million in
total liabilities and US$7.80 million in total shareholders'
equity.

RBSM LLP, in New York, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2012.  The independent auditors noted that the Company has
incurred recurring operating losses and has a working capital
deficiency.  In addition, the Company has failed to meet
scheduled payment obligations under its loan facilities and has
not complied with certain covenants included in its loan
agreements.  It has also failed to make required payments to
Deutsche Bank Nederland as agreed to in its Sept. 7, 2012,
amended and restated facility agreement and received notices of
default from First Business Bank.  Furthermore, the vast majority
of the Company's assets are considered to be highly illiquid and
if the Company were forced to liquidate, the amount realized by
the Company could be substantially lower that the carrying value
of these assets.  These conditions, among others, raise
substantial doubt about the Company's ability to continue as a
going concern.


FMW COMPOSITE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: FMW Composite Systems, Inc.
        1200 W. Benedum Industrial Drive
        Bridgeport, WV 26330

Bankruptcy Case No.: 13-00933

Chapter 11 Petition Date: August 8, 2013

Court: U.S. Bankruptcy Court
       Northern District of West Virginia (Clarksburg)

Judge: Patrick M. Flatley

Debtor's Counsel: Stephen L. Thompson, Esq.
                  BARTH & THOMPSON
                  P.O. Box 129
                  Charleston, WV 25321
                  Tel: (304) 342-7111
                  Fax: (304) 342-6215
                  E-mail: sthompson@barththompson.com

Scheduled Assets: $3,961,743

Scheduled Liabilities: $8,504,434

A copy of the Company's list of its 20 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/wvnb13-00933.pdf

The petition was signed by Dale R. McBride, president.


FRIENDFINDER NETWORKS: Obtains Forbearance Until August 31
----------------------------------------------------------
In order to address potential event of default as well as to allow
FriendFinder Networks to retain maximum liquidity and financial
flexibility and to more effectively approach the capital markets,
commencing on Aug. 5, 2013, FriendFinder Networks and Interactive
Network, Inc., received forbearance agreements from 93 percent of
the unaffiliated holders of each of the 14 percent Senior Notes.
In addition, the Issuers received Forbearance Agreements from the
holders of 100 percent of the Cash Pay Notes, all of those Cash
Pay Notes are held by affiliates.

Under the terms of the Forbearance Agreements, the forbearing
holders of the 14 percent Senior Notes and the Cash Pay Notes have
agreed not to take any remedial action and to refrain from
directing the trustee, U.S. Bank National Association, to exercise
certain remedies on their behalf, with respect to each of the 14
percent Senior Notes and the Cash Pay Notes as a result of the
excess cash flow prepayment defaults and financial covenant
defaults.

The forbearance period runs from Aug. 5, 2013, and ends
automatically and immediately upon the occurrence of any of the
following events:

   (a) Aug. 31, 2013;

   (b) the failure of the Issuers, the guarantors of each of the
       14 percent Senior Notes and holders of at least a majority
       in outstanding principal amount of each of the 14 percent
       Senior Notes and the Cash Pay Notes to have entered into a
       transaction support agreement, with respect to a
       refinancing, that is satisfactory to the forbearing
       holders, on or before Aug. 15, 2013;

   (c) the occurrence or existence of any default or event of
       default other than the excess cash flow prepayment defaults
       or financial covenant defaults;

   (d) any representation, warranty, certification or other
       statement made by any Issuer or guarantor in the
       Forbearance Agreements or in any certificate given by or on
       behalf of any Issuer or guarantor or in connection herewith
       will be untrue, incorrect or incomplete in any material
       respect on the date as of which made; or

   (e) any of the Issuers will initiate, against a forbearing
       holder, any judicial, administrative or arbitration
       proceeding relating to the Forbearance Agreements, the
       Indentures or the other note documents, unless that
       forbearing holder is not in compliance with the terms
       thereof.

On Nov. 5, 2012, Feb. 4, 2013, May 5, 2013, and Aug. 5, 2013,
FriendFinder Networks and Interactive Network, based upon excess
cash flow of the Companies and their subsidiaries for the
quarterly periods ended Sept. 30, 2012, Dec. 31, 2012,
March 31, 2013, and June 30, 2013, respectively, were obligated,
under the terms of the Indenture, dated as of Oct. 27, 2010,
relating to the Issuers' 14 percent Senior Secured Notes due 2013,
and the Indenture, dated as of Oct. 27, 2010, relating to the Cash
Pay Secured Notes due 2013, to prepay a portion of the Notes, plus
any accrued and unpaid interest thereon.  The failure of the
Companies to make the excess cash flow payments within 10 calendar
days of the date when they were due would constitute an event of
default under the terms of the Indentures.

Also, on Aug. 5, 2013, the Company received notice from the
Trustee, pursuant to Section 6.1 of the Indenture relating to the
14 percent Senior Notes, declaring all the 14 percent Senior Notes
in the aggregate principal amount of $213 million, plus accrued
and unpaid interest to date, to be due and payable.  On Aug. 7,
2013, the Company received notice from the Trustee, pursuant to
Section 6.1 of the Indenture relating to the Cash Pay Notes,
declaring all the Cash Pay Notes in the aggregate principal amount
of $9.6 million, plus accrued and unpaid interest to date, to be
due and payable.  Those notices are subject to the terms of the
Forbearance Agreements.

                    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."


GENERAL CABLE: Moody's Keeps Corp Family Rating at Ba3
------------------------------------------------------
Moody's Investors Service affirmed General Cable Corporation's Ba3
Corporate Family Rating, and Ba3-PD Probability Default Rating. In
a related rating action, Moody's lowered the company's speculative
grade liquidity rating to SGL-2 from SGL-1, and changed the rating
outlook to negative from stable. These rating actions result from
Moody's view that the company's operating performance is below
expectations, resulting in lower levels of free cash flow and key
debt credit metrics that are very weak relative to the current
ratings.

The following ratings/assessments were affected by this action:

  Corporate Family Rating affirmed at Ba3;

  Probability of Default Rating affirmed at Ba3-PD;

  Sr. Unsec. Notes due 2013 affirmed at B1 (LGD5, 75% from LGD5,
  71%);

  Sr. Unsec. Notes due 2015 affirmed at B1 (LGD5, 75% from LGD5,
  71%);

  Sr. Unsec. Notes due 2022 affirmed at B1 (LGD5, 75% from LGD5,
  71%);

  Sr. Sub. Conv. Notes due 2029 affirmed at B2 (LGD6, 93%); and,

The speculative grade liquidity rating lowered to SGL-2 from SGL-
1.

Ratings Rationale:

General Cable's Ba3 Corporate Family Rating incorporates Moody's
view that the company's business profile is a credit strength. The
company's large size and strong geographic diversification
position it well among its peers. It manufacturers more than
100,000 products for electric utilities, electrical
infrastructure, construction, and communications end uses. The
acquisitions of Alcan Cable (former wire/cable business of Rio
Tinto plc) and a 60% interest in Procables, S.A. in late 2012
improve General Cable's ability to compete in a very fragmented
industry that offers few opportunities for product
differentiation. Moody's also recognizes General Cable's global
footprint as a credit enhancer. It currently derives slightly more
than 60% of its revenues from outside of the U.S., providing
geographic diversity and less reliance on the US market. However,
Moody's remains cautious about the company's exposure to Europe,
where it currently earns about 30% of its revenues. Ongoing
economic uncertainties surrounding Europe could reverberate to
other regions around the world.

The lowering of General Cable's speculative grade liquidity rating
to SGL-2 from SGL-1 reflects Moody's concern that its ability to
generate significant levels of free cash flow is being negatively
impacted by contraction in operating performance. EBITA margin for
the 12 months through 1Q13 was 3.3%. Moody's recognizes that
historical EBITA margins were driven down partly by acquisition-
related costs. However, with ongoing expenses associated with
accounting errors related to inventory, as well as settlement
costs related to a German submarine turnkey project, General
Cable's already thin operating margins leave little room for
disruptions. Moody's also anticipates higher working capital needs
to meet higher demand especially in the US and Asia, which will
further stress free cash flow. Domestic cash on hand is limited.
Depending upon seasonal working capital cash generation, General
Cable will need to borrow up to $335 million under its revolving
credit facility to redeem its Notes due November 2013.

The change in rating outlook to negative from stable results from
debt leverage metrics that are elevated for the current rating.
For the 12 months ended March 29, 2013 General Cable had adjusted
EBITA interest coverage of 1.6 times and adjusted debt-to-EBITDA
of 6.5 times. Current EBITA margins are below previous
expectations, and the ability to use free cash flow for debt
reduction is limited.

The ratings could be downgraded if General Cable's operating
performance fails to meet Moody's expectations over the next 12 to
18 months. EBITA-to-interest expense remaining below 2.5 times
without significant improvement or debt-to-EBITDA sustained above
5.0 times (all ratios incorporate Moody's standard adjustments)
could pressure the ratings. Further deterioration in the company's
liquidity profile, significant shareholder return activities, such
as debt-financed dividends or share repurchases, or more debt-
financed acquisitions could result in downward ratings pressures.
Ongoing uncertainty created by the Comment Letter process with the
SEC, which has led to a delay in the company filing its second
quarter 10Q, as well as any future delays in timely filing
statements could stress the company's ratings as well.

Stabilization of the rating outlook could occur if General Cable's
operating performance improves such that EBITA-to-interest expense
is trending towards 3.0 times or debt-to-EBITDA improving towards
4.5 times (all ratios incorporate Moody's standard adjustments),
key credit metrics more indicative of the current corporate family
rating.

The principal methodology used in this rating was the Global
Manufacturing Industry Methodology published in December 2010.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

General Cable Corporation is a global manufacturer of copper,
aluminum and fiber optic and power cable products. Primary end
markets served include electrical utility, electrical
infrastructure, and construction. Revenues for the 12 months ended
June 28, 2013 totaled about $6.3 billion.


GOLDFIELD 1: Case Summary & 6 Unsecured Creditors
-------------------------------------------------
Debtor: Goldfield 1 LLC
        4375 Polaris Avenue, #4
        Las Vegas, NV 89103

Bankruptcy Case No.: 13-16862

Chapter 11 Petition Date: August 8, 2013

Court: U.S. Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Bruce T. Beesley

Debtor's Counsel: Nedda Ghandi, Esq.
                  GHANDI LAW OFFICES
                  601 South 6th Street
                  Las Vegas, NV 89101
                  Tel: (702) 878-1115
                  E-mail: bankruptcy@ghandilaw.com

Scheduled Assets: $720,000

Scheduled Liabilities: $4,009,131

A copy of the Company's list of its six unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/nvb13-16862.pdf

The petition was signed by Brian Spilsbury, manager.


GPSH INC: Case Summary & Unsecured Creditor
-------------------------------------------
Debtor: GPSH Inc.
          aka Pierre Garden Restaurant
        145 Maryland Avenue
        Glendale, CA 91206

Bankruptcy Case No.: 13-30297

Chapter 11 Petition Date: August 12, 2013

Court: U.S. Bankruptcy Court
       Central District of California (Los Angeles)

Judge: Richard M. Neiter

Debtor's Counsel: Neil C. Evans, Esq.
                  LAW OFFICES OF NEIL C. EVANS
                  13351D Riverside Drive, Suite 612
                  Sherman Oaks, CA 91423
                  Tel: (818) 802-8333
                  Fax: (818) 707-8983

Estimated Assets: $0 to $50,000

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

The petition was signed by Petros Gumrikyan, president.

The Company's list of its largest unsecured creditor filed with
the petition contains only one entry:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Khachik Kesheshyan, Shaheed        Alleged Fraudulent   $1,400,000
Kesheshyan, Hamlet Derhovanessian  Conveyance
c/o Michael Rubin & Associates
18321 Ventura Boulevard, Suite 815
Tarzana, CA 91356


GUNDLE/SLT ENVIRONMENTAL: S&P Lowers CCR to 'CCC+'; Outlook Neg.
----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Houston, Texas-based Gundle/SLT Environmental
Inc. (GSE) to 'CCC+' from 'B'.  The outlook is negative.

At the same time, S&P lowered its issue-level rating on GSE's
$157 million senior secured credit facility to 'CCC+' from 'B'.
The recovery rating remains '3', indicating S&P's expectation of
meaningful (50%-70%) recovery of principal in the event of a
default.

"The downgrade reflects our belief that the company's ability to
meet financial commitments is unsustainable in the long term,
absent favorable business, financial, and economic conditions, and
that its liquidity position could remain constrained over the next
year," said Standard & Poor's credit analyst James Siahaan.

Such conditions may include a macroeconomic rebound, leading to
increased project activity and order flow in GSE's European and
North American operations, and progress in reducing costs such
that EBITDA exceeds $30 million annually and the company's cushion
under its financial covenants improves.  Unexpectedly weak demand
and competitive pricing in GSE's European operations caused a
covenant breach and a diminution in liquidity.  S&P now views
GSE's existing liquidity as "weak".

The rating outlook is negative and incorporates S&P's belief that
there is at least a one-in-three chance of lower ratings within
the next year, stemming from continued weakness in operating
performance and credit measures, along with continued tightness in
liquidity.  S&P believes the company depends on favorable
business, financial, and economic conditions to meet its financial
commitments.

S&P could lower the rating if it believed that continued weakness
in earnings could result in GSE defaulting on its debt obligations
in the next 12 months or seeking a financial restructuring.
Triggers for a downgrade would include a lack of improvement in
run-rate EBITDA, additional deterioration in EBITDA or
difficulties in obtaining new debt financing.

Although unlikely in the next 12 months, a positive rating action
would be predicated on improving profitability such that total
debt to EBITDA improves toward 5.5x and EBITDA headroom under the
leverage covenant improves to 15%.  Under this scenario, trailing-
12-month EBITDA would have to increase by nearly 21% from June 30,
2013, levels, assuming the adjusted debt balance remains constant.


HAAS ENVIRONMENTAL: Section 341(a) Meeting Set on Sept. 19
----------------------------------------------------------
A meeting of creditors in the bankruptcy case of Haas
Environmental, Inc., will be held on Sept. 19, 2013, at 3:00 p.m.
at Room 129, Clarkson S. Fisher Courthouse.  Creditors have until
Dec. 18, 2013, to submit their proofs of claim.

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.

Haas Environmental, Inc., filed a Chapter 11 petition (Bankr.
D.N.J. Case No. 13-27297) on Aug. 6, 2013.  Eugene Haas signed the
petition as president.  Judge Kathryn C. Ferguson presides over
the case.  The Debtor estimated assets and debts of at least $10
million.  Jerrold N. Poslusny, Jr., Esq., at COZEN O'CONNOR, in
Cherry Hill, NJ, serves as the Debtor's counsel.


HD SUPPLY: Moody's Affirms B3 CFR & Cuts Sr. Notes Rating to Caa3
-----------------------------------------------------------------
Moody's Investors Service affirmed HD Supply, Inc.'s B3 corporate
family rating and its B3-PD probability of default rating. In a
related rating action, Moody's lowered the rating on HDS' senior
unsecured notes due 2020 to Caa2 from Caa1, since these notes are
now the most junior debt in HDS' capital structure and are in a
first-loss position following the redemption of the company's
subordinated notes. All other ratings on the company's existing
first-lien and second-lien secured debt were affirmed, along with
HDS' SGL-3 speculative-grade liquidity rating. However, Moody's
recognizes the sizeable reduction in balance sheet debt is clearly
a credit positive, and moves key leverage ratios toward metrics
that would support higher ratings. The rating outlook is stable.

The following ratings were affected by this action:

Corporate Family Rating affirmed at B3

Probability of Default Rating affirmed at B3-PD

1st-lien Term Loan B due 2017 affirmed at B1 (LGD3, 31% from LGD2,
26%)

1st-lien Senior Secured Notes due 2019 affirmed at B1 (LGD3, 31%
from LGD2, 26%)

2nd-lien Senior Secured Notes due 2020 affirmed at B3 (LGD4, 57%
from LGD3, 49%)

Senior Unsecured Notes due 2020 lowered to Caa2 (LGD5, 82%) from
Caa1 (LGD5, 73%)

Speculative-Grade Liquidity Rating affirmed at SGL-3

Rating Rationale:

HDS' B3 corporate family rating reflects its highly leveraged
capital structure and debt service burden even though Moody's
anticipates better operating performance over its forecast
horizon. Despite applying IPO proceeds to reduce balance sheet
debt by close to $1.0 billion dollars in early August, the
company's pro forma adjusted debt-to-EBITDA as of the end of 1Q13
remains elevated at close to 8.0 times, and Moody's expects debt
leverage to remain elevated at above 7.0 times over the next 12 to
18 months. Debt-to-book capitalization will also remain in excess
of 100%. HDS has significantly negative net worth. The redemption
of the company's senior subordinated notes reduced annual debt
service requirements by close to $100 million, but cash interest
payments of approximately $450 million per year going forward,
impairing HDS' ability to generate large amounts of free cash
flow. Adjusted (EBITDA-Capex)-to-interest expense improved to
slightly over 1.0 times on a pro forma basis for the 12 months
ended 1Q13, and Moody's projects interest coverage improving only
marginally to close to 1.25 times over the next 12 to 18 months
(all ratios incorporate Moody's standard adjustments). Moody's
recognizes that operating performance is improving on a year-over-
year basis, driven by sustained strength in the residential
construction and the repair and remodeling end markets.

The stable rating outlook reflects Moody's view that the company
will see gradual improvement in credit metrics over the next 12 to
18 months as its key end markets continue to recover, positioning
HDS more solidly within the current rating category.

The SGL-3 speculative-grade liquidity rating reflects HDS'
adequate liquidity profile, characterized by cash on hand and
revolver availability totaling approximately $785 million in
aggregate as of May 5, 2013. Free cash flow generation will also
be bolstered by the sizeable interest savings resulting from the
note redemption, which could reduce future borrowings under the
revolver. Also, beyond term loan amortization of $10 million per
year, the company faces no debt maturities until October 2017,
when its 1st-lien revolving credit facility and term loan mature.
These liquidity factors provide an offset to HDS' leveraged
capital structure.

The lowering of HDS' senior unsecured notes due 2020 to Caa2 from
Caa1 results from the redemption of HDS' $950 million senior
subordinated notes due 2021. The elimination of subordinated notes
in the capital structure places the senior unsecured notes in a
first-loss position in a recovery scenario.

The ratings could be upgraded if HDS demonstrates further
improvement in operating performance such that its interest
coverage -- defined as (EBITDA -- Capex)-to-interest expense
trends toward 2.0 times, while debt-to-EBITDA nears 6.0 times (all
ratios incorporate Moody's standard adjustments). A better
liquidity profile would also support positive ratings momentum. A
sustained recovery in the domestic economy should strengthen
demand for HDS' products, particularly in the construction end
market, which would likely translate into stronger earnings.

Developments that could lead to downward rating pressure include
any erosion in the company's financial performance due to a
downturn in its end markets or deterioration in HDS' liquidity
profile. Additional debt-financed transactions that weaken credit
metrics could also have a negative impact on ratings.

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

HD Supply, Inc., headquartered in Atlanta, GA, is one of the
largest North American industrial distributors providing products
for residential and non-residential construction, infrastructure,
and repair and remodeling. HDS also provides maintenance, repair
and operations services. Its businesses are organized around three
segments: Infrastructure and Energy; Maintenance, Repair &
Improvement; and, Specialty Construction. HDS operates throughout
the U.S. and Canada serving contractors, government entities,
maintenance professionals, home builders and professional
businesses. The Carlyle Group, Bain Capital, and Clayton, Dubilier
& Rice, through their respective affiliates, are the majority
owners of HDS. Revenues for the 12 months through May 5, 2013,
excluding divested businesses, totaled approximately $8.3 billion.


HOLYOKE HOSPITAL: Moody's Affirms 'Ba3' Rating; Outlook Negative
----------------------------------------------------------------
Moody's Investors Service has affirmed the Ba3 rating assigned to
Holyoke Hospital's bonds. The outlook remains negative. The Ba3
rating reflects Holyoke's weak operating performance absent
supplemental funding and large unfunded pension liability.

Ratings Rationale:

The affirmation of the Ba3 rating reflects continued fundamental
operating challenges at Holyoke including patient volume declines,
a challenging local economy, and high exposure to Medicaid.
Nevertheless, challenged core operating performance is mitigated
by the Massachusetts Medicaid Waiver agreement signed in December
2011 which provides supplemental funding to Holyoke through fiscal
2014 of approximately $8 million, annually. This funding will help
the organization maintain adequate balance sheet metrics and debt
coverage metrics. The negative outlook reflects the fundamental
challenges facing Holyoke. The rating could be downgraded if
Holyoke is unable to secure additional supplemental funding when
the current program expires or if the organization incurs
additional debt or undertakes construction projects that weaken
the balance sheet

Strengths

- Financial performance and operating cash flow are supported by
   supplemental funding through the Commonwealth's Medicaid waiver
   agreement with the Federal government. The agreement provides
   Holyoke with supplemental funding of $8 million annually.
   Although  the agreement expires in 2014 (Holyoke will receive
   the full funding in FY 2014 so long as it continues to comply
   with the program's funding criteria), given Holyoke's
   successful track-record of securing supplemental funding, there
   is a possibility they will secure additional funding, either
   through an extension of the current program, or creation of a
   new program. Holyoke has a long history of receiving
   supplemental funds through various programs.

- Holyoke has a relatively small amount of debt outstanding, and
   as a result, leverage measures are relatively strong for the
   rating category. At six months FY 2013 (March 31, 2013), cash-
   to-debt is a strong 188%, and debt-to-cash flow a very low
   1.33x. Day's cash on hand is more modest at only 56 days.

- Absolute unrestricted cash has grown substantially over the
   last several years, reaching $18.1 million at March 31, 2013,
   although absolute amount of unrestricted cash remains low.
   Growth in cash is driven by supplemental payments.

Challenges

- Core operating performance remains weak and cash flow is driven
   by supplemental payments. Absent supplemental Medicaid
   payments, operating cash flow margin would have measured a very
   weak 1.9% in FY 2012 and would have been flat through six
   months FY 2013.

- Patient volumes have exhibited multi-year declines across both
   inpatient and outpatient services

- Holyoke operates in a very competitive market and the
   hospital's market position is weak given its small size
   relative to its competitors and relatively weak financial
   performance that precludes significant investments in the
   facility. The two competing hospitals are Baystate Medical
   Center (A2, stable) and Mercy Medical Center (part of Catholic
   Health East, A2, stable)

- The defined pension plan has an unfunded liability of $40
   million (64% funding on PBO basis); although the plan is
   frozen, annual cash contributions average $2 million - $3
   million limit Holyoke's ability to make other strategic
   investments

- The average age of plant is very high at 24.7 years at FYE
   2012, and although capital spending has increased over the last
   two years, since FY 2008 the average capital spending ratio is
   low at 0.8 times depreciation expense.

Outlook

The negative outlook reflects Holyoke's core operating challenges
including declining patient volumes, the hospital's small size in
the broader Springfield market which puts it at a disadvantage
regarding market share and contract negotiations, and the
hospital's long standing reliance on supplemental payments in
order to generate sufficient cash flow and debt service coverage.

What Could Make the Rating Go Up?

The rating is unlikely to be upgraded considering Holyoke's weak
core operating performance. The outlook could be revised to stable
from negative if Holyoke is able to secure supplemental funding
that extends beyond the maturity of the bonds, or the organization
is able to demonstrate sustained improvement in core operating
performance absent supplemental payments.

What Could Make the Rating Go Down?

The rating could be downgraded if Holyoke is unable to secure
additional supplemental funding when the current Medicaid
supplemental funding expires in 2014. Additional factors that
could lead to a downgrade include a weakening of core operating
performance or material capital plans that would increase leverage
or decrease unrestricted cash and investments.

The principal methodology used in this rating was Not-for-Profit
Healthcare Rating Methodology published in March 2012.


IPC INTERNATIONAL: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: IPC International Corporation
        2111 Waukegan Road
        Bannockburn, IL 60015

Bankruptcy Case No.: 13-12050

Chapter 11 Petition Date: August 9, 2013

Court: U.S. Bankruptcy Court
       District of Delaware (Delaware)

Judge: Mary F. Walrath

Debtors' Counsel: Jeremy William Ryan, Esq.
                  POTTER ANDERSON & CORROON, LLP
                  1313 N. Market Street
                  P.O Box 951
                  Wilmington, DE 19801
                  Tel: (302) 984-6108
                  Fax: (302) 778-6108
                  E-mail: jryan@potteranderson.com

                         - and ?

                  Etta Ren Wolfe, Esq.
                  POTTER ANDERSON & CORROON, LLP
                  1313 North Market Street
                  P.O. Box 951
                  Wilmington, DE 19899
                  Tel: (302) 984-6202
                  Fax: (302) 658-1192
                  E-mail: ewolfe@potteranderson.com

Debtors'
General
Bankruptcy
Counsel:          PROSKAUER ROSE, LLP

Debtors'
Financial
Advisor:          SILVERMAN CONSULTING, LLC

Debtors'
Investment
Banker:           LIVINGSTONE PARTNERS, LLP

Debtors'
Noticing, Claims
And Balloting
Agent:            KURTZMAN CARSON CONSULTANTS, LLC

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

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

Affiliate that simultaneously filed for Chapter 11:

        Debtor                              Case No.
        ------                              --------
The Security Network Holdings Corporation   13-12051
  Assets: $10,000,001 to $50,000,000
  Debts: $10,000,001 to $50,000,000

The petitions were signed by Scott M. Strong, chief financial
officer.

IPC International and Security Network's List of Their 20 Largest
Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Weinberg, Wheeler, Hudgins, Gunn   --                     $764,661
& Dial, LLC
3344 Peachtree Road, N.E.
Atlanta, GA 30326

Seyfarth Shaw, LLP                 --                     $346,116
3807 Collections Center Drive
Chicago, IL 60693

Underwriters Adjustment Company,   --                     $226,891
Inc.
P.O. Box 10018
San Juan, PR 00908

Morris Polich & Purdy, LLP         --                     $199,813

Arnie Yusim Leasing                --                     $119,252

Vericlaim                          --                     $114,638

Jackson Lewis, LLP                 --                      $90,973

Hinshaw & Culbertson               --                      $86,248

Cole Scott & Kissane               --                      $82,249

Keane Law Offices                  --                      $80,894

Underwood/Thomas                   --                      $70,932

Littler Mendelson, P.C.            --                      $68,007

Littlefield Cavo                   --                      $63,662

Wilson, Elser, Moskowitz, Eldelman --                      $57,708
& Dicker, LLP

Mercer Health & Benefits, LLC      --                      $57,201

Drew Eckl & Farnham, LLP           --                      $54,436

Officemax Incorporated             --                      $44,832

Grant Thornton, LLP                --                      $43,994

Bolan Jahnsen                      --                      $43,130

Resolution Economics, LLC          --                      $42,771


J.C. PENNEY: Ackman Steps Down From Board
-----------------------------------------
Siddharth Cavale, writing for Reuters, reports that J.C. Penney Co
Inc. last week has entered into an agreement with former board
member and largest shareholder William Ackman that paves the way
for him to completely walk away from the company.  According to
the report, Mr. Ackman, whose firm Pershing Square Capital
Management owns about 18 percent of J.C. Penney, resigned from the
board earlier this week after two years of campaigning to
transform the struggling department store operator.  Mr. Ackman
has not said publicly what he plans to do with his shares but if
he were to sell at current prices, he would lose more than $300
million. The paper loss figure does not include shares bought
through swaps.

"It is paving the way for (Pershing Square) to sell the stock if
they choose to do so," Imperial Capital analyst Mary Ross Gilbert
said after J.C. Penney disclosed the agreement in a regulatory
filing on Friday, according to Reuters.

On Aug. 8, Thomas Engibous, chairman of the Board of Directors of
J. C. Penney, responded to the public disclosure of a letter to
the Board of Directors from Mr. Ackman.

Maureen Farrell of CNN Money reported that Mr. Ackman wanted the
Company's CEO and Chairman be removed.  Mr. Ackman complained he
has not been given access to the Company's financials.

"I think J.C. Penney is at a very critical stage in its history
and its very existence is at risk," Mr. Ackman wrote.

Mr. Alckman prefers that former Company CEO Allen Questrom be
brought back as chairman of the board to initiate a search process
for the new CEO.

In the Aug. 8 statement, Mr. Engibous said, "The Company has made
significant progress since Myron E. (Mike) Ullman, III returned as
CEO four months ago, under unusually difficult circumstances.
Since then, Mike has led significant actions to correct the errors
of previous management and to return the Company to sustainable,
profitable growth."

In a separate statement, Mr. Engibous said, "The Board is focused
on the important work of stabilizing and rejuvenating the
business.  It is following proper governance procedures, and
members of the Board have been fully informed and are making
decisions as a group.  This includes the CEO search process, which
is being conducted at an appropriate pace.  The Board also
continues to actively oversee management as it conducts the
important work underway to rebuild the Company.

Mr. Ackman's statements are misleading, inaccurate and
counterproductive."

                         About J.C. Penney

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

J.C. Penney disclosed a net loss of $985 million in 2012, as
compared with a net loss of $152 million in 2011.  As of May 4,
2013, the Company had $10.37 billion in total assets,
$7.50 billion in total liabilities and $2.86 billion in total
stockholders' equity.

                            *     *     *

The Company carries Moody's Investors Service's B3 Corporate
Family Rating with negative outlook.

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

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

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

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

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

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


J.C. PENNEY: Bank Debt Trades at 4% Off
---------------------------------------
Participations in a syndicated loan under which J.C. Penney Co. is
a borrower traded in the secondary market at 95.95 cents-on-the-
dollar during the week ended Friday, August 16, 2013 according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal.  This represents a decrease of 2.14
percentage points from the previous week, The Journal relates.
J.C. Penney Co. pays 500 basis points above LIBOR to borrow under
the facility.  The bank loan matures on April 29, 2016. The bank
debt carries Moody's B2 rating and Standard & Poor's B- rating.
The loan is one of the biggest gainers and losers among 236 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.


JAMES RIVER: Amends 24.6 Million Shares Resale Prospectus
---------------------------------------------------------
James River Coal Company has amended its registration statement on
Form S-3 relating to the resale by Funds managed by Clutterbuck,
Funds managed by GLG, Funds managed by Columbia Management, et
al., of up to 24,652,200 shares of the Company's common stock,
$0.01 par value per share, issuable upon the conversion of an
aggregate principal amount of $123,261,000 of the Company's
10.00 percent convertible senior notes due 2018.

The Company amended the registration statement to delay its
effective date until the Company will file a further amendment
which specifically states that this registration statement will
become effective or until the registration statement will become
effective as the Securities and Exchange Commission may determine.

The Notes are convertible into shares of the Company's common
stock at an initial conversion rate of 200 shares per $1,000 in
original principal amount of Notes, which is equal to an initial
conversion price of $5.00 per share upon the occurrence of certain
events specified in the indenture relating to the Notes.

The Company will not receive any proceeds from the sale of the
shares of common stock issuable upon conversion of the Notes.

The Company's common stock is listed on The Nasdaq National Market
under the symbol "JRCC."  On Aug. 9, 2013, the last sales price of
the Company's common stock as reported on the Nasdaq National
Market was $1.99 per share.

A copy of the amended Form S-3 is available for free at:

                         http://is.gd/SvMuav

                          About James River

Headquartered in Richmond, Virginia, James River Coal Company
(NasdaqGM: JRCC) -- http://www.jamesrivercoal.com/-- mines,
processes and sells bituminous steam and industrial-grade coal
primarily to electric utility companies and industrial customers.
The company's mining operations are managed through six operating
subsidiaries located throughout eastern Kentucky and in southern
Indiana.

James River reported a net loss of $138.90 million in 2012,
as compared with a net loss of $39.08 million in 2011.  The
Company's balance sheet at March 31, 2013, showed $1.16 billion in
total assets, $944.75 million in total liabilities and $215.26
million in total shareholders' equity.

                           *     *     *

In the May 24, 2013, edition of the TCR, Moody's Investors Service
downgraded James River Coal Company's Corporate Family Rating to
Caa2 from Caa1.

"While the company continues to take actions to reposition
operations and shore up its balance sheet, we expect external
factors will preclude James River from maintaining credit measures
and liquidity consistent with the Caa1 rating level," said Ben
Nelson, Moody's lead analyst for James River Coal Company.

As reported by the TCR on Nov. 19, 2012, Standard & Poor's Ratings
Services raised its corporate credit rating on Richmond, Va.-based
James River Coal Co. to 'CCC' from 'SD' (selective default).

"We raised our rating on James River Coal because we understand
that the company has stopped repurchasing its debt at deep
discounts, for the time being," said credit analyst Megan
Johnston.


JEFFERSON COUNTY, AL: Moody's Affirms Ca Rating on Rev. Warrants
----------------------------------------------------------------
Moody's Investors Service has affirmed the Ca rating on Jefferson
County (AL) $3.1 billion in outstanding sewer revenue warrants;
the outlook remains negative. The warrants are secured solely by
revenues of the sewer system available after paying the sewer
system's operating and maintenance expenses. The county has filed
for bankruptcy protection and has been in default on certain sewer
warrants since 2008, and all sewer warrants since February 2013.

Moody's ratings represent expected loss, encompassing both default
probability and bondholders' likely post-default recovery. When a
security is in or approaching default, then placement of the
rating will largely depend on the expected recovery to
bondholders. Ratings of defaulted bonds with expected recoveries
of 65-95% will typically be in the Caa range, 35-65% at Ca, and
under 35% at the lowest rating of C. In the rare case when
expected recoveries exceed 95%, such ratings will be in the single
B range.

Ratings Rationale:

The Ca rating reflects a significant expected loss on the county's
sewer revenue warrants given the county's bankruptcy filing,
proposed plan of adjustment and the likely degree of insufficiency
of net sewer revenues relative to debt service. Moody's believes
the proposed restructuring of the sewer warrants would lead to a
recovery toward the high end of the Ca rating category.

The negative outlook reflects the possibility that the ultimate
recovery rate could fall below 35% if the proposed restructuring
fails to materialize as currently envisioned. The Ca is an
underlying rating and does not incorporate payments from financial
guarantors that have insured portions of the debt.

Strengths

- Continuing revenue from sewer system sufficient to pay a
   portion of debt service

- Recent sewer rate increase

Challenges

- Uncertain timing and extent of ultimate recovery to bondholders

- Challenges in executing recovery plan giving rising interest
   rate environment

Outlook

The negative outlook reflects the possibility that the proposed
restructuring will fail to proceed according to plan and the
ultimate recovery will be lower than currently contemplated. Risks
that could affect the restructuring include rising interest rates,
insufficient investor demand for bonds at the projected credit
spreads, and a higher percentage of warrantholders who choose to
waive their claims against the bond insurers in exchange for a
higher recovery rate.

What Could Make The Rating Go Up

Increase in net sewer revenue or other actions by involved parties
that would cause estimated recovery to increase above 65%.

What Could Make The Rating Go Down

Decrease in net sewer revenue or other actions by involved parties
that would cause recovery to decrease below 35%.

Rating Methodology

The principal methodology used in this rating was Analytical
Framework For Water And Sewer System Ratings published in August
1999.


K-V PHARMACEUTICAL: Clindesse Cream Available for Prescribing
-------------------------------------------------------------
Ther-Rx Corporation, a subsidiary of K-V Pharmaceutical Company
announced that Clindesse(R) (clindamycin phosphate) Vaginal Cream,
2 percent indicated for the treatment of bacterial vaginosis (BV)
in non-pregnant women, is now available for prescribing.
Wholesalers have ordered and received product and are distributing
to retail pharmacies.

"We are pleased to be able to once again offer Clindesse," said
Greg Divis, CEO of Ther-Rx and K-V.  "Together with Gynazole-
1(R)'s reintroduction in January, the availability of Clindesse
represents a key positive milestone for the Company as the two
products comprising our anti-infectives franchise are both
available for prescribing."

Bacterial vaginosis (BV) is a complex polymicrobial infection that
results from an overgrowth of a number of different bacterial
species and is the most common vaginal infection in women of
childbearing age.  Clindesse has been used to treat 2.2 million
women and is the first and only single-dose therapy approved for
the treatment of BV in non-pregnant women.

Women with BV often self-diagnose and try over-the-counter anti-
fungal creams used for yeast infections, which are not effective
in treating BV.  According to one study published in 2002 of women
seeking OTC treatments for self-diagnosed yeast infections, 66
percent of women had misdiagnosed their condition, which
reinforces the importance of being examined by a healthcare
provider to diagnose and determine the appropriate treatment.

"Women experiencing vaginal infections are eager for treatments
that provide fast relief from symptoms and convenience in dosing
and administration," said Michael Randell, M.D., an Obstetrician
and Gynecologist at Northside Hospital in Atlanta, Georgia.
"Clindesse and Gynazole-1 are well-established treatment options
with high patient satisfaction, so it's great to be able to
prescribe them for my patients again."

                      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.


KIDZ N ACTION: Case Summary & 10 Unsecured Creditors
----------------------------------------------------
Debtor: Kidz N Action LLC
        119 N. Hewitt Drive
        Hewitt, TX 76643

Bankruptcy Case No.: 13-60738

Chapter 11 Petition Date: August 9, 2013

Court: United States Bankruptcy Court
       Western District of Texas (Waco)

Judge: Ronald B. King

Debtor's Counsel: Martha G. Stahr, Esq.
                  LAW OFFICE OF MARTHA STAHR
                  4251 FM 2181, Suite 230-235
                  Corinth, TX 76210
                  Tel: (940) 243-6050
                  Fax: (972) 767-3802
                  E-mail: mstahrlawyer@charter.net

Estimated Assets: $0 to $50,000

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

A copy of the Company's list of its 10 unsecured creditors, filed
together with the petition, is available for free at
http://bankrupt.com/misc/txwb13-60738.pdf

The petition was signed by Tracy Cowan, manager.


LIBERACE FOUNDATION: Plan Outline Hearing Continued to Sept. 25
---------------------------------------------------------------
Judge Mike K. Nakagawa of the U.S. Bankruptcy Court for the
District of Nevada approved a stipulation between U.S. Bank
National Association, as Trustee for the Registered Holders of
Bear Stearns Commercial Mortgage Securities, Inc., Commercial
Mortgage Pass-Through Certificates, Series 2000-WF2, by and
through CWCapital Asset Management LLC, solely in its capacity as
Special Servicer, and Liberace Foundation for the Creative and
Performing Arts continuing the hearing on the disclosure statement
explaining the Debtor's Liquidating Plan of Reorganization to
Sept. 25, 2013 at 9:30 a.m.

The hearing on the Debtor's objection to Claim No. 2 filed by
CWCapital Asset will also be continued to Sept. 25.

On May 10, 2013, the Debtor received Court authorization to sell
its property located at 1775 East Tropicana Avenue, Las Vegas,
Nevada.  Shortly thereafter the Debtor sold the property for the
purchase price of $2,300,000.

The undisputed portion of the Disputed Claim of US Bank in Class 1
was paid out of the Property sale proceeds upon closing.  The
disputed portion will be paid out of the remaining Property sale
proceeds pursuant to the agreement of the parties or a court order
determining the Allowed amount of the disputed portion.

The total estimated amount of the General Unsecured Claims in
Class 2 asserted against the Debtor is $38,655.25.  Class 2 Claims
will be paid in full in Cash, from the funds held in the Debtor's
Nevada Trust account, on the Effective Date.

The Liberace Revocable Trust, the Equity Interest Holder in Class
3 will be retaining its equity interests, and thus, is unimpaired
by the Plan.

A copy of the Disclosure Statement is available at:

     http://bankrupt.com/misc/liberacefoundation.doc134.pdf

Nedda Ghandi, Esq., at Ghandi Law Offices, in Las Vegas, Nevada,
represents the Debtor.  Hamid R. Rafatjoo, Esq., at Venable LLP,
in Los Angeles, California, and Jon T. Pearson, Esq., at Ballad
Spahr LLP, in Las Vegas, Nevada, represents U.S. Bank.

                    About Liberace Foundation

Founded in 1976, the Liberace Foundation for the Creative and
Performing Arts -- http://www.liberace.org/-- helps students in
Southern Nevada pursue careers in the performing and creative arts
through scholarship assistance and artistic exposure.  The
foundation has awarded more than 2,700 students with scholarships.
It owns the Liberace Museum Collection at 1775 E. Tropicana, in
Las Vegas.  The Liberace Museum, which has exhibited the jewelry,
pianos, garish gowns and other artifacts owned by the great
pianist and showman, was opened in 1979.  The property is valued
at $13 million.  The secured creditor, U.S. Bank N.A., is owed
$1.269 million.

Liberace Foundation filed a Chapter 11 petition (Bankr. D. Nev.
Case No. 12-22004) in Las Vegas on Oct. 24, 2012, estimating
$10 million to $50 million in both assets and liabilities.

Bankruptcy Judge Mike K. Nakagawa presides over the case.  The
Ghandi Law Offices serves as the Debtor's counsel.  Brownstein
Hyatt Farber Schreck, LLP serves as special counsel.  The petition
was signed by Anna Nateece, business manager.

No committee has been appointed or designated by the U.S. Trustee.


MARTIN MIDSTREAM: S&P Revises Outlook to Stable & Affirms 'B+' CCR
------------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its outlook on
Martin Midstream Partners L.P. to stable from negative.  S&P also
affirmed its 'B+' corporate credit rating on the partnership and
its 'B-' issue-level rating on its senior unsecured notes.

"Martin announced that Alinda, an $8 billion private-equity fund
with a focus on infrastructure investments, will acquire a 49%
indirect voting interest (50% economic interest) in Martin's
general partner (GP).  MRMC will hold the remaining 51% interest
in the GP in addition to 20% of the limited partnership units.  As
a result of the transaction, we expect consolidated leverage will
decline to 4.8x because proceeds from the sale will be used to pay
down outstanding debt at MRMC.  In our analysis, we consider MRMC
and Martin's consolidated credit measures given MRMC's ownership
and close business ties to Martin.  MRMC, which we estimate could
account for 30% to 35% of Martin's 2013 EBITDA, provides
transportation, marketing, and logistical services for various
petroleum and specialized products.  MRMC takes far greater direct
price exposure compared with Martin, including exposure to the
Cross refinery, which could lead to more volatile cash flows.
Besides improved financial measures, we believe Alinda is
generally a long-term investor in energy infrastructure and this
investment will benefit Martin's credit profile by providing the
partnership with direct access to potential asset drop-downs and
alternate funding sources vis-a-vis Alinda," S&P noted.

"Our rating on Martin reflects the partnership's weak business
risk profile and aggressive financial risk profile under our
criteria," said Standard & Poor's credit analyst Nora Pickens.

Martin's small size, dependency on a few key assets, and volume
risk across most operating segments characterize the weak business
risk profile.  The aggressive financial risk profile incorporates
Martin's current financial measures, its business interactions
with its parent, and the master limited partnership structure.
Martin's diverse business lines, largely fee-based revenue
streams, and expertise handling certain specialty products
partially offset these risks.

S&P is unlikely to raise the rating in the intermediate term due
to Martin's limited scale, including its EBITDA concentration with
parent MRMC.  S&P could lower the rating if one or more of the
partnership's business segments underperform, or if an acquisition
weakens the financial profile, resulting in a total debt to EBITDA
ratio of more than 5x.  S&P could also lower the rating if MRMC's
credit quality weakens, which could result in consolidated
leverage of more than 5.5x and could pressure Martin's cash flow.


MEDICAL PROPERTIES: $150MM Senior Notes Get Moody's Ba1 Rating
--------------------------------------------------------------
Moody's Investors Service has assigned a Ba1 rating to the
proposed $150 million senior unsecured debt add-on offering being
co-issued by MPT Operating Partnership, L.P. and MPT Finance
Corporation, wholly-owned subsidiaries of Medical Properties
Trust, Inc. The rating outlook is stable.

The following ratings were assigned with a stable outlook:

MPT Operating Partnership, L.P. - $150 million senior unsecured
debt at Ba1; senior unsecured shelf at (P)Ba1.

MPT Finance Corporation -- senior unsecured shelf at (P)Ba1.

Ratings Rationale:

Moody's notes that net proceeds from the proposed $150 million
bond offering currently being marketed will be used towards
funding the REIT's planned acquisition of three acute care
hospitals under agreement for $283 million. MPT also priced a
common stock offering this morning, expected to net an estimated
$122 million of proceeds, excluding the underwriters' option.

With these transactions, the REIT is effectively executing its
strategic growth plan, while maintaining leverage within its
stated targets (net debt between 40% and 45% of gross assets).
Moody's also notes that the acquisitions will improve MPT's tenant
concentrations, with its top two tenants expected to comprise 24%
and 17% of gross assets on a pro forma basis (down from 29% and
18% as of 2Q13, respectively).

MPT's Ba1 senior unsecured credit rating continues to reflect the
REIT's prudent capital structure, strong fixed charge coverage
(3.3x for 2Q13), well-laddered debt maturity schedule, and
generally sound operating performance. Also, the REIT's portfolio
is substantially unencumbered, enhancing financial flexibility.

MPT's maintenance of a conservative financial profile is a key
strength given the potential earnings volatility it could
experience from its healthcare investments. Hospitals are
operating intensive assets whose earnings are subject to a high
degree of volatility due to reimbursement and regulatory risks.
The industry faces some acute challenges over the intermediate
term, including pressure on government and commercial pay sources
and adaptation of business models to keep pace with the evolving
demands stemming from healthcare reform.

MPT has strong EBITDAR ratios throughout most of its portfolio,
which provides cushion should an individual operator struggle
amidst this environment, but risks remain. Furthermore, the REIT
is still of modest size with larger tenant concentrations
(including Prime and Ernest) that magnify the potential risks.

The stable outlook reflects Moody's expectation that MPT will
successfully continue to grow and diversify its portfolio, while
maintaining relatively conservative credit metrics for its rating
category.

Upward ratings movement would be very difficult given MPT's
investments in property types that are highly reliant on
government reimbursement and subject to regulatory risks. The REIT
would need to grow substantially bigger, while meaningfully
diversifying its tenant base so as to avoid any major
concentrations.

Downward ratings movement would be likely should MPT's fixed
charge coverage fall below 2.5x on a sustained basis or leverage
rise above 50%. In addition, should one of MPT's larger operators
experience a reduced capacity to meet rental obligations, the
REIT's ratings could be downgraded.

The last rating action with respect to Medical Properties Trust,
Inc. was on March 1, 2012, when Moody's upgraded the REIT's senior
unsecured and corporate family rating to Ba1.

Medical Properties Trust (NYSE: MPW) is a real estate investment
trust based in Birmingham, Alabama that acquires, develops, leases
and makes investments in healthcare facilities, including acute
care hospitals, inpatient rehabilitation hospitals, and long-term
acute care hospitals. The REIT had total gross assets of $2.4
billion as of June 30, 2013.

The principal methodology used in this rating was Global Rating
Methodology for REITs and Other Commercial Property Firms
published in July 2010.


MEDICAL PROPERTIES: S&P Retains BB Sr. Unsec. Rating After Add-On
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that its issue-level
rating on the senior notes issued by MPT Operating Partnership
L.P. and MPT Finance Corp. (guaranteed by Medical Properties Trust
Inc.) remains unchanged following the company's plan to add
$150 million to the $200 million 6.375% senior notes due 2022.
The issue-level rating on these notes is 'BB' (the same as the
corporate credit rating) with a '3' recovery rating, indicating
S&P's expectation of a meaningful (50%-70%) recovery in the event
of a payment default.

Proceeds from the add-on offering, as well as proceeds from a
proposed equity capital raise of up to about $150 million, will be
used primarily to finance its $283.3 million acquisition and
leaseback of three general acute-care hospitals with affiliates of
hospital operator Iasis Healthcare LLC.

"Our 'BB' corporate credit rating and stable outlook are
unaffected by the transaction.  The rating reflects an
"intermediate" financial risk profile supported by strong fixed
charge coverage, adequate liquidity, and no significant debt
maturities until 2016.  In addition, the ratings reflect a "fair"
business risk profile, which considers the company's meaningful
tenant and geographic concentration along with high
tenant/facility exposure to government reimbursement risk.
Additional growth and further reductions in tenant and geographic
concentrations could bolster the company's business risk profile,"
S&P said.

"Our stable outlook reflects our expectation that strong rent
coverage will continue to support core cash flow and stable
coverage measures.  Consistent with our base case expectations,
the announced acquisitions with its proposed debt and equity
financing would return leverage to the 5.5x-6.0x range until these
acquisitions accrete to a full run rate contribution to EBITDA
cash flow.  We would expect the company to continue to finance its
growth opportunities with a proportionate and prudent mix of debt
and equity.  We would consider raising our ratings one notch if
the company's acquisitions season and perform as expected,
portfolio growth is profitable and tenant concentrations are
further diluted, and the REIT maintains healthy dividend coverage
while consistently sustaining key credit measures at recent
averages or better (i.e. 45% debt to capital and 5.0x-6.0x debt to
EBITDA).  Alternatively, we would lower our rating one notch if
the portfolio experiences meaningful tenant distress reducing its
fixed charge coverage ratio to the 2.0x area, if the REIT
increases leverage more aggressively than we currently anticipate,
and/or if the common dividend coverage weakens materially," S&P
added.

RATINGS LIST

Medical Properties Trust Inc.
Corporate Credit Rating                 BB/Stable/--

MPT Operating Partnership L.P.
MPT Finance Corp.
Senior Unsecured                        BB
  Recovery Rating                        3


MERRIMACK PHARMACEUTICALS: Incurs $30.2 Million Net Loss in Q2
--------------------------------------------------------------
Merrimack Pharmaceuticals, Inc., filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $30.25 million on $18.45 million of
collaboration revenues for the three months ended June 30, 2013,
as compared with a net loss of $20.13 million on $12.06 million of
collaboration revenues for the same period during the prior year.

For the six months ended June 30, 2013, the Company incurred a net
loss of $58.57 million on $33.10 million of collaboration
revenues, as compared with a net loss of $43.54 million on $23.40
million of collaboration revenues for the same period a year ago.

Merrimack Pharmaceuticals disclosed a net loss of $91.75 million
in 2012, following a net loss of $79.67 million in 2011.  The
Company incurred a $50.15 million net loss in 2010.

As of June 30, 2013, the Company had $107.32 million in total
assets, $165.66 million in total liabilities, $242,000 in non-
controlling deficit and a $58.09 million total stockholders'
deficit.

"We are pleased with a strong quarter of progress advancing our
pipeline of six novel therapeutic candidates," said Robert Mulroy,
president and CEO of Merrimack.  "We remain on track for a robust
set of milestones in the months ahead and we remain focused on our
goal of delivering transformative therapies to patients to
dramatically improve cancer outcomes."

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

                         http://is.gd/2Qxquw

                          About Merrimack

Cambridge, Mass.-based Merrimack Pharmaceuticals, Inc., a
biopharmaceutical company discovering, developing and preparing to
commercialize innovative medicines consisting of novel
therapeutics paired with companion diagnostics.  The Company's
initial focus is in the field of oncology.  The Company has five
programs in clinical development.  In it most advanced program,
the Company is conducting a pivotal Phase 3 clinical trial.


MOHDSAMEER ALJANEDI: Case Summary & 12 Unsecured Creditors
----------------------------------------------------------
Debtor: Mohdsameer Aljanedi Dental Corporation
          dba Beachside Dental Group
          fdba Beachside Dental Group, Inc.
        13600 Marina Pointe Drive, #1904
        Marina Del Rey, CA 90292

Bankruptcy Case No.: 13-30138

Chapter 11 Petition Date:

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

Judge: Ernest M. Robles

Debtor's Counsel: M Jonathan Hayes, Esq.
                  SIMON RESNIK HAYES LLP
                  15233 Ventura Blvd Ste 250
                  Sherman Oaks, CA 91403
                  Tel: (818) 783-6251
                  Fax: (818) 783-6253
                  E-mail: jhayes@srhlawfirm.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 12 unsecured creditors, filed
together with the petition, is available for free at
http://bankrupt.com/misc/cacb13-30138.pdf

The petition was signed by Mohdsameer Aljanedi, president.

Affiliates that filed separate Chapter 11 petitions:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Mohdsameer Aljanedi, DDS, Inc.         13-30136    08/09/13
Mohdsameer Y Aljanedi                  13-30127    08/09/13


NPS PHARMACEUTICALS: Had $12.4 Million Net Loss in 2nd Quarter
--------------------------------------------------------------
NPS Pharmaceuticals, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $12.38 million on $36.50 million of total revenues
for the three months ended June 30, 2013, as compared with net
income of $7.35 million on $53.51 million of total revenues for
the same period during the prior year.

For the six months ended June 30, 2012, the Company incurred a net
loss of $20.18 million on $61.93 million of total revenues, as
compared with a net loss of $3.20 million on $76.44 million of
total revenues for the same period a year ago.

NPS has been in the red since 2009.  It posted a net loss of
$36.26 million in 2011, a net loss of $31.44 million in 2010, and
a net loss of $17.86 million in 2009.

As of June 30, 2013, the Company had $281.48 million in total
assets, $196.42 million in total liabilities and $85.05 million in
total stockholders' equity.

"Having successfully addressed the fill-finish issue, we are
pleased to report that we will file our Biologic License
Application for Natpara before the end of this year," said
Francois Nader, MD, president and chief executive officer of NPS
Pharmaceuticals.  "Our commitment to flawless execution has
yielded solid second quarter results including Gattex sales that
exceeded our own expectations.  We are particularly gratified to
have already brought this life-changing treatment to 141 Short
Bowel Syndrome patients and I am pleased to report that we are
increasing our guidance to 275 to 325 patients on therapy by the
end of the year."

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

                        http://is.gd/Dls0la

                     About NPS Pharmaceuticals

Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq:
NPSP) -- http://www.npsp.com/-- is developing new treatment
options for patients with rare gastrointestinal and endocrine
disorders.


OM GROUP: S&P Withdraws 'BB' Corporate Credit Rating
----------------------------------------------------
Standard & Poor's Ratings Services said it withdrew its 'BB'
corporate credit rating and all other ratings on OM Group Inc.

"The ratings withdrawal reflects OM Group Inc.'s repayment of
rated debt and its request to have the ratings on its undrawn
revolving credit facility withdrawn," said Standard & Poor's
credit analyst Paul Kurias.


ONCURE HOLDINGS: Sec. 341 Meeting Continued to Aug. 20
------------------------------------------------------
The meeting of creditors pursuant to 11 U.S.C. 341(a) in the
Chapter 11 case of OnCure Holdings, Inc., will be continued to
Aug. 20, 2013, at 2:00 p.m.

                      About OnCure Holdings

Headquartered in Englewood, Colorado, OnCure Holdings, Inc. --
http://www.oncure.com/-- provides management services and
facilities to oncology physician groups throughout the country.

OnCure Holdings and its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Case Nos. 13-11540 to 13-11562) in
Wilmington on June 14, 2013.  Bradford C. Burkett signed the
petition as CEO.

On the Petition Date, the Debtors disclosed total assets of
$179,327,000 and total debts of $250,379,000.  There's at least
$15 million owing on a first-lien term loan facility, as well as
$210 million on prepetition secured notes.

Paul E. Harner, Esq., and Keith A. Simon, Esq., at Latham &
Watkins LLP, in New York, serve as the Debtors' lead bankruptcy
counsel.  Daniel J. DeFranceschi, Esq., at Richards, Layton &
Finger P.A., in Wilmington, Delaware, serves as the Debtors' local
Delaware counsel.  Kurtzman Carson Consultants is the claims and
notice agent.  Match Point Partners LLC provides management
services to OnCure.

The Debtors have signed a deal to sell the business to Radiation
Therapy Services Holdings Inc. for $125 million, absent higher and
better offers. RTS's offer comprises $42.5 million in cash (plus
covering certain expenses and subject to certain working capital
adjustments) and up to $82.5 million in assumed debt.  Secured
noteholders are supporting the RTS deal.

Millstein & Co., Kirkland & Ellis LLP, Alvarez & Marsal and
Deloitte advise Radiation Therapy in connection with the
transaction.

Promptly before the bankruptcy filing, the Debtors entered into a
restructuring support agreement with the members of an ad hoc
committee of its secured notes, constituting 100% of the lenders
under the first lien term loan credit agreement and approximately
73% of the secured notes, pursuant to which they have agreed to
support a stand-alone restructuring of the Debtors, subject to an
auction process for a sale of substantially all of the Debtors'
assets or the equity of the reorganized Debtors pursuant to a
chapter 11 plan.

Roberta A. DeAngelis, U.S. Trustee for Region 3 notified the Court
that she was unable to appoint an official committee of unsecured
creditors due to insufficient response from creditors.


OTELCO INC: Files Form 10-Q, Posts $109.6MM Net Income in Q2
------------------------------------------------------------
Otelco Inc. filed with the U.S. Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing net income of $109.64
million on $19.66 million of revenues for the three months ended
June 30, 2013, as compared with a net loss of $128.01 million on
$24.71 million of revenues for the same period during the prior
year.

For the six months ended June 30, 2013, the Company reported net
income of $107.87 million on $40.65 million of revenues, as
compared with a net loss of $127.19 million on $50.08 million of
revenues for the same period a year ago.

As of June 30, 2013, the Company had $137.70 million in total
assets, $168.65 million in total liabilities and a $30.94 million
total stockholders' deficit.

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

                        http://is.gd/UtZHYi

                         About Otelco Inc.

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

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

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

Otelco on May 24 disclosed that it has emerged from bankruptcy and
completed its balance sheet restructuring process, including an
extension of its senior credit facility.  The Court confirmed the
Plan on May 6.


PARK-OHIO INDUSTRIES: Moody's Changes Ratings Outlook to Positive
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of Park-Ohio
Industries Incorporated, including the B2 Corporate Family Rating,
and revised the rating outlook to positive from stable. Moody's
also assigned a short term liquidity rating of SGL-2 designating
good liquidity to support operations in the near-term.

"The outlook revision recognizes improvements to Park-Ohio's
business model and continued strengthening in credit measures. We
will need evidence that these improvements can be sustained at
better than current levels and more clarity on management's plans
to grow the company and how that growth will be financed before we
decide whether to take the ratings higher," said Ben Nelson,
Moody's Assistant Vice President and lead analyst on Park-Ohio
Industries Incorporated. An upgrade likely would require evidence
that credit measures will be sustained at better than current
levels, as well as improvement in end market conditions to drive
organic growth and more clarity regarding the company's plans to
achieve its ambitious growth strategy. Management has stated
publicly an intention to increase revenue to $2 billion by 2017
from $1.1 billion in 2012.

Park-Ohio's business has become stronger and more resilient as a
result of company's decision to reinvest the vast majority of
operating cash flow generated over the past several years in
operational realignment programs, growth projects and well-
executed bolt-on acquisitions. These investments have improved the
business beyond what would have been expected by some cyclical end
market recovery, especially in the automotive industry. Business
conditions in key end markets remain below pre-recession levels,
but revenue exceeds the previous high water mark set in 2007 with
meaningfully higher profit margins. Credit measures, including
Moody's standard adjustments for capitalization of operating
leases and stock-based compensation, have strengthened with
adjusted financial leverage in the high 3 times (Debt/EBITDA),
interest coverage in the high 2 times (EBIT/Interest), and free
cash flow in the mid-single digit range as a percentage of debt.
Moody's expects further improvement to levels supportive of a
higher rating over the next several quarters, including adjusted
financial leverage well below 4 times, interest coverage over 3
times (EBIT/Interest), and free cash flow approaching 10% of debt.

Issuer: Park-Ohio Industries Incorporated

Corporate Family Rating, Affirmed B2

Probability of Default Rating, Affirmed B2-PD

$250 million Senior Unsecured Notes due 2021, Affirmed B3 (LGD5
75% from 73%)

Speculative Grade Liquidity Rating, Assigned SGL-2

Outlook, Revised to Positive from Stable

Ratings Rationale:

The B2 CFR is constrained by moderate size, cyclical end market
demand, and an acquisitive financial philosophy. The rating also
benefits from a broad product portfolio, relatively diversified
customer base, successful integration of recent business
acquisitions, and countercyclical cash flows that support
liquidity during an economic downturn. Good near-term liquidity
also supports the rating.

The SGL-2 short-term liquidity rating indicates good liquidity to
support operations over the next four quarters with expectations
for positive free cash flow and over $100 million of available
liquidity. Moody's expects the company to generate positive free
cash flow on an annual basis, though not necessarily in all
quarters owing to due to working capital fluctuations and the
timing of interest payments. The company reported $48.4 million of
balance sheet cash, the vast majority of which is held at foreign
subsidiaries, and about $74 million of availability on its $220
million revolving credit facility after considering borrowing base
restrictions, letters of credit, and cash borrowings. Moody's does
not expect a springing debt service coverage ratio test will be
activated in the near-term.

The positive rating outlook anticipates that credit measures will
continue to strengthen and could warrant a rating upgrade within
the next eighteen months. Moody's could upgrade the rating with
expectations for leverage sustained below 4 times, interest
coverage sustained above 2 times, free cash flow approaching 10%
of debt, and prudent financial policies with respect to debt-
funded acquisitions. Moody's could stabilize the rating outlook if
it no longer expects credit measures to strengthen to levels
indicative of a potential upgrade to the rating. Moody's could
downgrade the rating with expectations for leverage above 6 times,
interest coverage below 2 times, sustained negative free cash
flow, or a substantive deterioration in liquidity. Ratings would
also be pressured by a change to more aggressive financial
policies.

The principal methodology used in this rating was the Global
Automotive Supplier Industry published in May 2013. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

Park-Ohio Industries Incorporated is an industrial supply chain
logistics and diversified manufacturing company with three primary
business segments: Supply Technologies; Assembly Components; and
Engineered Products. Headquartered in Cleveland, Ohio, the company
generated revenue of $1.1 billion in 2012.


PATRIOT COAL: Labor Agreements Ratified; Hearing Set for Aug. 20
----------------------------------------------------------------
Patriot Coal Corporation on Aug. 16 disclosed that employees
represented by the United Mine Workers of America have ratified 5-
year labor agreements.  These agreements were reached between
Patriot's signatory subsidiaries and the UMWA, as previously
announced on August 12.

"Ratification of these agreements provides labor stability and
ensures cost savings essential to Patriot's plan of
reorganization," said Patriot President and Chief Executive
Officer Bennett K. Hatfield.  "These agreements should set Patriot
on a path to emerge from bankruptcy by the end of 2013."

A motion seeking authorization to enter into these agreements has
been filed with the Bankruptcy Court in St. Louis and will be
heard at the August 20, 2013 Omnibus Hearing.

                        About Patriot Coal

St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer
and marketer of coal in the eastern United States, with 13 active
mining complexes in Appalachia and the Illinois Basin.  The
Company ships to domestic and international electricity
generators, industrial users and metallurgical coal customers, and
controls roughly 1.9 billion tons of proven and probable coal
reserves.

Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11
petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y.
Lead Case No. 12-12900) on July 9, 2012.  Patriot said it had
$3.57 billion of assets and $3.07 billion of debts, and has
arranged $802 million of financing to continue operations during
the reorganization.

Davis Polk & Wardwell LLP serves as lead restructuring counsel.
Bryan Cave LLP serves as local counsel to the Debtors.  Blackstone
Advisory Partners LP is serving as financial advisor, and AP
Services, LLC is providing interim management services to Patriot
in connection with the reorganization.  Ted Stenger, a Managing
Director at AlixPartners LLP, the parent company of AP Services,
has been named Chief Restructuring Officer of Patriot, reporting
to the Chairman and CEO.  GCG, Inc. serves as claims and noticing
agent.

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

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


PLAYA HOTELS: S&P Assigns 'B' CCR & Rates $400MM Facility 'BB-'
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned parent guarantor Playa
Hotels & Resorts B.V. a 'B' corporate credit rating.  The outlook
is stable.

At the same time, S&P assigned borrower Playa Resorts Holding
B.V.'s $400 million senior secured credit facility its 'BB-'
issue-level rating, with a recovery rating of '1', indicating
S&P's expectation for very high (90% to 100%) recovery for lenders
in the event of a payment default.  The credit facility consists
of a $25 million revolver due 2018 and a $375 million term loan
due 2019.

In addition, S&P assigned the company's $300 million senior
unsecured notes due 2020 its 'B-' issue-level rating, with a
recovery rating of '5', indicating S&P's expectation for modest
(10% to 30%) recovery for lenders.

The company used proceeds from the proposed debt issuances, along
with a $325 million preferred and common equity investment by
Hyatt Hotels Corp., a $50 million preferred equity investment by a
current shareholder of BD Real Resorts, and more than $400 million
in common equity contributed by certain predecessor company
shareholders, to acquire eight all-inclusive resorts from Playa's
predecessor company, four all-inclusive resorts and a management
company from BD Real Resorts, and one resort in Jamaica.  The
company also used proceeds to repay debt and other obligations at
predecessor companies, pay transaction fees and expenses, and
place cash on the balance sheet to finance resort renovations
through 2015.

The 'B' corporate credit rating reflects S&P's assessment of
Playa's financial risk as "highly leveraged" and S&P's assessment
of the company's business risk as "weak," according to its
criteria.


PLUG POWER: Incurs $9.3 Million Net Loss in Second Quarter
----------------------------------------------------------
Plug Power Inc. reported a net loss attributable to the Company of
$9.32 million on $7.49 million of total revenue for the three
months ended June 30, 2013, as compared with a net loss
attributable to the Company of $6.47 million on $7.65 million of
total revenue for the same period a year ago.

For the six months ended June 30, 2013, the Company incurred a net
loss attributable to the Company of $17.89 million on $13.94
million of total revenue, as compared with a net loss attributable
to the Company of $13.06 million on $15.41 million of total
revenue for the same period during the year before.

As of June 30, 2013, the Company had $36.38 million in total
assets, $26.96 million in total liabilities, $2.45 million in
redeemable preferred stock and $6.96 million in  stockholders'
equity.

"What is most encouraging about this quarter's sales is realizing
the business coming from long-time customers who are both growing
their fleets in existing installations and expanding to new
facilities.  This, plus our recent investment from Air Liquide,
are proof points to prospects that GenDrive fuel cells are a
superior alternative to lead-acid batteries," said Andy Marsh, CEO
of Plug Power.  "From an execution perspective, I'm pleased with
the progress we're making toward meeting the targets we've set for
revenue and for managing our operational costs."

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

                        http://is.gd/CDh5Uf

                         About Plug Power

Plug Power Inc. is a provider of alternative energy technology
focused on the design, development, commercialization and
manufacture of fuel cell systems for the industrial off-road
(forklift or material handling) market.

KPMG LLP, in Albany, New York, expressed substantial doubt about
Plug Power's ability to continue as a going concern, following
their audit of the Company's financial statements for the year
ended Dec. 31, 2012, citing the Company's recurring losses from
operations and substantial decline in working capital.


PMI GROUP: Suspends Filing of Reports With SEC
----------------------------------------------
The PMI Group, Inc., filed a Form 15 with the U.S. Securities and
Exchange Commission to voluntarily terminate the registration of
its common Stock, par value $0.01 per share, and preferred stock
purchase rights.  As a result of the Form 15 filing, the Company
will not anymore be obligated to file periodic reports with the
SEC.

As of Jan. 1, 2013, the Company had 144 holders of record of
Common Stock and Preferred Stock Purchase Rights.  Because the
Common Stock and Preferred Stock Purchase Rights were held of
record by fewer than 300 persons as of and since that date, the
duty of the Company to file reports under Section 15(d) of the
Exchange Act was automatically suspended commencing with the
fiscal year beginning Jan. 1, 2013.  The Company thereafter
continued to file Exchange Act reports with the SEC on a voluntary
basis.

The Company also filed post-effective amendments to its
registration statements on Form S-3 and Form S-8 to terminate the
offerings of securities under those registration statements.

                        About The PMI Group

The PMI Group, Inc., is an insurance holding company whose stock
had, until Oct. 21, 2011, been publicly-traded on the New York
Stock Exchange.  Through its principal regulated subsidiary, PMI
Mortgage Insurance Co., and its affiliated companies, the Debtor
provides residential mortgage insurance in the United States.

The PMI Group filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
No. 11-13730) on Nov. 23, 2011.  In its schedules, the Debtor
disclosed $167,963,354 in assets and $770,362,195 in liabilities.
Stephen Smith signed the petition as chairman, chief executive
officer, president and chief operating officer.

The Debtor said in the filing that it does not have the financial
resources to pay the outstanding principal amount of the 4.50%
Convertible Senior Notes, 6.000% Senior Notes and the 6.625%
Senior Notes if those amounts were to become due and payable.

The Debtor is represented by James L. Patton, Esq., Pauline K.
Morgan, Esq., Kara Hammond Coyle, Esq., and Joseph M. Barry, Esq.,
at Young Conaway Stargatt & Taylor LLP.

The Official Committee of Unsecured Creditors appointed in the
case retained Morrison & Foerster LLP and Womble Carlyle Sandridge
& Rice, LLP, as bankruptcy co-counsel.  Peter J. Solomon Company
serves as the Committee's financial advisor.

The U.S. Bankruptcy Court approved the Plan of Reorganization and
related disclosure statement of PMI Group on July 25, 2013.


PROCESS CONTROLS: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Process Controls International, Inc.
        13871 Parks Steed Drive
        Earth City, MO 63045

Bankruptcy Case No.: 13-47323

Chapter 11 Petition Date: August 9, 2013

Court: United States Bankruptcy Court
       Eastern District of Missouri (St. Louis)

Judge: Charles E. Rendlen III

Debtor's Counsel: Robert E. Eggmann, Esq.
                  Thomas H. Riske, Esq.
                  DESAI EGGMANN MASON LLC
                  7733 Forsyth Boulevard, Suite 2075
                  Clayton, MO 63105
                  Tel: (314) 881-0800
                  Fax: (314) 881-0820
                  E-mail: reggmann@demlawllc.com
                          triske@demlawllc.com

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

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

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

The petition was signed by Roderick Barnett, president.


PULTEGROUP INC: Fitch Affirms 'BB' Issuer Default Rating
--------------------------------------------------------
Fitch Ratings has affirmed PulteGroup, Inc.'s (NYSE: PHM) Issuer
Default Rating (IDR) and senior unsecured ratings at 'BB'. The
Rating Outlook is Stable.

Key Rating Drivers

The ratings and Stable Outlook for PHM reflect year-over-year
improvement in operational and financial categories (especially
absorption rates and gross profit margin) during recent quarters
and better performance relative to its peers. They also reflect a
moderate, sustained housing recovery, broad geographic and product
diversity, a long track record of adhering to a disciplined
financial strategy and, somewhat more recently an at times
aggressive growth strategy via acquisitions.

The merger with Centex in August 2009 further enhanced the
company's broad geographic and product line diversity. Centex's
significant presence in the entry-level and first move-up
categories complements PHM's strength in both the move-up and
active adult segment. PHM's Del Webb (active adult) segment is
perhaps the best recognized brand name in the homebuilding
business. The company also did a good job in reducing its
inventory and generating positive operating cash flow during the
severe housing downturn from 2007 to 2011.

PHM's future ratings and Outlook will be influenced by broad
housing market trends as well as company specific activity, such
as land and development spending, general inventory levels,
speculative inventory activity (including the impact of high
cancellation rates on such activity), gross and net new order
activity, debt levels and free cash flow trends and uses.

Debt And Liquidity

PHM's rating also takes into account the company's strong
liquidity position as well as the successful execution of its debt
repayment strategy following the merger with Centex in August 2009
and more recently. Subsequent to the merger the company
repurchased $1.5 billion of senior notes through a tender offer.
PHM also retired $898.5 million of debt in 2010, $323.9 million in
2011, $592 million in 2012 and $434 million in the first half of
2013. The company's remaining debt maturities are well laddered
with $327 million scheduled to mature in 2015 and $458.4 million
due in 2016.

As a cost saving measure and to provide increased operational
flexibility, PHM voluntarily terminated its $250 million unsecured
revolving credit facility effective March 30, 2011. Fitch
anticipates that PHM will re-establish a credit facility over the
next 12-18 months.

PHM ended the June 2013 quarter with $1.21 billion of unrestricted
cash and equivalents and $2.08 billion of senior notes.

As is the case with other public homebuilders, PHM is using the
liquidity accumulated over the past few years to rebuild its land
position and trying to opportunistically acquire land at
attractive prices. Also, the company indicated in late July 2013
that the board of directors reinstituted a quarterly dividend
($0.05 per share). The board had eliminated the $0.04 per share
quarterly dividend in November 2008 to conserve cash.

Also in July 2013, the company announced that the board approved a
share repurchase authorization for an additional $250 million,
raising PHM's total repurchase authorization to $352 million.
There have been no repurchases under the prior program since 2006.

Even with substantial land and development spending in 2013 as
well as some moderate share repurchase activity and close to $40
million paid out in dividends, Fitch expects PHM will end the year
with a cash position between $1 billion and $1.5 billion.

MARGIN ENHANCEMENT AND COST-REDUCTION EFFORT

PHM has realized significant gross margin improvement from prior
severely depressed levels. From 1Q'09 to 2Q'12, the margin
improved 1,088 basis points (bps). Compared to the 2Q'12, the
2Q'13 margin is up a further 370 bps. In addition the company is
targeting further gross margin expansion through various
operational initiatives. These initiatives include a rising share
of closings from recently acquired, often lower cost land;
favorable product mix benefiting from move-up and active adult
closings; pushing design, engineering and purchasing activities
out to field operations to drive down local costs; and working to
ensure proper balance of dirt vs. spec sales. Also, the long-term
land strategy and decision to retain strategic land positions is
starting to benefit margins.

REAL ESTATE

As of June 30, 2013, PHM controlled 123,871 lots, of which 79.2%
are owned and the remaining 20.8% are controlled through options.
Total lots controlled represent an approximately 7.1-year supply
of total lots based on LTM closings and the company owns 5.6 years
of lots. The company's land position has historically been longer
compared to other public homebuilders due to its Del Webb
operations. PHM's active adult and certain master-planned
communities can extend from five to seven years or longer during
their build-out.

During the past few years, the company has been relatively subdued
in committing to incremental land purchases because of its
sizeable land position. Of course, the acquisition of Centex in
2009 allowed the company to sharply increase its land position.
Management estimates that 30% of its total lots controlled are
fully developed.

PHM spent $750 million on land and development in 2009, while
Centex spent roughly $200 million. PHM spent $980 million on land
and development in 2010 and $1.04 billion in 2011. The company
paid out $924 million for land and development in 2012 - roughly
1/3 for land and 2/3 for development activities. PHM expects to
spend about $1.6 billion on land and development in 2013, up from
$1.2 billion forecast earlier in the year. (For perspective, PHM
alone spent $4.6 billion on land and development in 2006.)

PHM continues to have meaningful development expenditures, largely
due to its Del Webb active adult (retiree) operations. Currently,
fewer developed lots are available to buy, thus more raw land,
which will require development spending, is being acquired.

Fitch is comfortable with PHM's land strategy given the company's
cash position, debt maturity schedule, proven access to the
capital markets, and management's demonstrated discipline in
pulling back on its land and development activities during periods
of distress. Additionally, Fitch expects management to be
disciplined with the uses of its cash, refraining from significant
share repurchases or one-time dividends to its stockholders that
would meaningfully deplete its liquidity position.

THE INDUSTRY

Housing metrics have all showed improvement so far in 2013. For
the first six months of the year, single-family housing starts
improved 20.2%, while existing home sales increased 10.3%. New
home sales improved 28.4% for the first six months of 2013. The
most recent Freddie Mac 30-year interest rate was 4.40%, 109 bps
above the all-time low of 3.31% set the week of Nov. 21, 2012. The
NAHB's latest existing home affordability index was 172.7,
moderately below the all-time high of 207.3.

Fitch's housing forecasts for 2013 assume a continued moderate
rise off the bottom of 2011. New-home inventories are at
historically low levels and affordability is near record highs. In
a slowly growing economy with still above-average distressed home
sales competition, less competitive rental cost alternatives and
low mortgage rates (on average), the housing recovery will be
maintained this year.

Fitch's housing estimates for 2013 follow: Single-family starts
are forecast to grow 18.3% to 633,000, while multifamily starts
expand about 19% to 292,000; single-family new home sales should
increase approximately 22% to 448,000 as existing home sales
advance 7.5% to 5.01 million.

Average single-family new home prices (as measured by the Census
Bureau), which dropped 1.8% in 2011, increased 8.7% in 2012.
Median home prices expanded 2.4% in 2011 and grew 7.9% in 2012.
Average and median home prices should improve approximately 5.0%
and 4.0%, respectively, in 2013.

As Fitch noted in the past, the housing recovery will likely occur
in fits and starts.

Rating Sensitivities

Fitch would consider taking positive rating actions if the
recovery in housing persists in 2013 and 2014 and PHM shows
further steady improvement in credit metrics (such as debt
leverage approaching 2.5x and interest coverage approximately
6.5x).

A negative rating action could occur if the recovery in housing
dissipates, PHM maintains an overly aggressive land and
development spending program and/or substantial share repurchase
program which meaningfully diminishes its liquidity position
(below $500 million).

Fitch has affirmed the following ratings for PHM with a Stable
Outlook:

PulteGroup, Inc.:

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

Centex Corp.:

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


RAHEEL FOODS: Case Summary & 14 Unsecured Creditors
---------------------------------------------------
Debtor: Raheel Foods, Inc., a Michigan corporation
          aka Raheel Foods Michigan
        c/o David Findling, Receiver
        415 S. West Street
        Royal Oak, MI 48067

Bankruptcy Case No.: 13-55132

Chapter 11 Petition Date: August 8, 2013

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

Judge: Steven W. Rhodes

Debtor's Counsel: Richard E. Kruger, Esq.
                  JAFFE, RAITT, HEUER & WEISS, P.C.
                  27777 Franklin Road, Suite 2500
                  Southfield, MI 48034
                  Tel: (248) 351-3000
                  Fax: (248)351-3082
                  E-mail: rkruger@jaffelaw.com

                         - and ?

                  Alicia S. Schehr, Esq.
                  JAFFE, RAITT, HEUER & WEISS, P.C.
                  27777 Franklin Road, Suite 2500
                  Southfield, MI 48034-8214
                  Tel: (248) 351-3000
                  E-mail: aschehr@jaffelaw.com

                         - and ?

                  Jay L. Welford, Esq.
                  JAFFE, RAITT, HEUER & WEISS, P.C.
                  27777 Franklin Road, Suite 2500
                  Southfield, MI 48034-8214
                  Tel: (248) 351-3000
                  E-mail: jwelford@jaffelaw.com

Estimated Assets: $0 to $50,000

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

A copy of the Company's list of its 14 largest unsecured creditors
is available for free at http://bankrupt.com/misc/mieb13-55132.pdf

The petition was signed by David Findling, receiver and authorized
representative.


RG STEEL: Wins Court Approval of Longer Plan-Filing Exclusivity
---------------------------------------------------------------
U.S. Bankruptcy Judge Kevin Carey extended RG Steel LLC's
exclusive right to file a Chapter 11 plan to Dec. 2, 2013, and to
solicit votes from creditors to Jan. 31, 2014.

                          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.


SAGE COLLEGES: Moody's Changes Ratings Outlook to Negative
----------------------------------------------------------
Moody's Investors Service has affirmed the B2 long-term debt
rating on the Series 1999 fixed rate bonds issued through the City
of Albany Industrial Development Agency (Albany Industrial
Development Agency) and the underlying rating on the Series 2002
variable rate demand bonds issued through the Rensselaer County
Industrial Development Agency (Rensselaer IDA). The outlook is
negative. The B2 and negative outlook reflect continued thin
liquidity, considerable bank debt with renewal and acceleration
risk, and intense competition for students.

The Series 2002 bonds also carry an enhanced rating of A2/VMIG 1
based on Moody's joint default rating methodology and letter of
credit provided by Manufacturers and Traders Trust Company (M&T
rated A2/P-1 stable), which has a stated expiration date of June
30, 2014.

Rating Rationale:

The B2 rating and negative outlook for The Sage Colleges
incorporates various challenges including thin liquidity (34
monthly days cash on hand for fiscal 2012), concentrated bank debt
exposure with the bank enjoying stronger legal security than
bondholders, and limited tuition pricing power. Nearly all of the
FY 2012 unrestricted funds are held as collateral for a cyclical
cash flow operating line of credit, which places the Series 1999
fixed rate bondholders in a subordinate position that could impact
expected recovery in the event of distress.

While the rating outlook remains negative Moody's acknowledges
several points of positive momentum including slight enrollment
growth, increased donor support, improved operating cash flow, and
modified collateral requirements related to the bank line of
credit.

Challenges

- Sage's balance sheet and capital structure remain extremely
   weak, though slight improvements in FY 2012 reflect the
   strategic efforts of the management team, as evidenced by
   expendable resources of $12,000 in FY 2012, up from negative
   $1.3 million in FY 2011.

- The college has extremely narrow liquidity of $4.1 million in
   FY 2012, which provided only 34 days of monthly days cash on
   hand and is held as collateral for the college's $6.0 million
   operating line of credit, used for operating cash flow needs.
   With the March 2013 modification of certain credit facilities
   for the M&T operating line of credit, liquidity in excess of
   $4.1 million will be unencumbered. The rebuilding of flexible
   reserves remains critical to Sage's long term improvement in
   its credit profile.

- Significant bank concentration with a letter of credit and a
   line of credit provided by Manufacturers and Traders Trust
   Company. Further, the college's endowment assets are held at
   M&T.

- Sage retains heavy reliance on tuition and auxiliaries revenues
   at 86% of Moody's adjusted operating revenues for FY 2012,
   though revenue streams are distributed among the four program-
   diverse Sage colleges.

Strengths

- Sage recorded a second year of Improvement in financial
   performance through FY 2012, with a narrow, but positive
   operating margin of 0.3% (Moody's calculated), as a result of
   continued enrollment management success, revenue and expense
   containment. Operating cash flow margin was 7.8% in FY 2012,
   with overall debt service coverage of a sound 1.7 times.

- Measured improvements and enhanced marketing supporting
   momentum in the student market position of the college as full-
   time equivalent (FTE) enrollment rose to 2,521 in fall 2012, an
   18% increase over fall 2008, and management expectations for
   continued growth in the fall of 2013 in its undergraduate
   programs despite the intense competitive climate.

- The recent renegotiation of terms and conditions of the
   operating line of credit with M&T bank reduced the necessary
   collateral funding from $6.2 million to $4.1 million, allowing
   Sage access to much needed unencumbered liquidity.

- Sage recorded gift and donor support milestones, with $36
   million raised as of April 2013 toward the $50 million
   Centennial Campaign goal anticipated to be met by 2016, and
   average gift revenue of $8.6 million over the FY 2010 to 2012
   period. The majority of funds have been used for capital
   projects and endowment support.

- Governance and management teams are focused and strategically
   aligned, demonstrated by recent market momentum, fundraising
   success and improved financial stewardship.

Outlook

The negative outlook reflects The Sage Colleges' continued thin
liquidity, exposure to bank facility renewal risk and limited
headroom for error, in addition to intense competition for
students.

What Could Change The Rating Up

Upward rating pressure is possible with sustained balanced
operations in the near term, significant improvement in liquidity
position and non-reliance on external liquidity for operations,
and continued donor support improvements. In addition, meeting
enrollment targets to grow net tuition revenue and growth of
surpluses in excess of the line of credit collateral requirements
will position Sage favorably going forward. Growth in liquidity
reserves that would be available to Series 1999 bondholders would
also be favorably viewed.

What Could Change The Rating Down

A return to operating deficits and deterioration of unrestricted
assets, an inability to increase net student revenue, continued
deterioration in liquidity, and an inability to access needed
liquidity. A downgrade of M&T Bank and resulting acceleration of
debt repayment by Sage would also be credit negative.

Methodology

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


SANCTIONED AUTOMOTIVE: Case Summary & 20 Largest Unsec. Creditors
-----------------------------------------------------------------
Debtor: Sanctioned Automotive Group, LLC
        1375 E 6th Street, No 2
        Los Angeles, CA 90021

Bankruptcy Case No.: 13-30217

Chapter 11 Petition Date: August 9, 2013

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

Debtor's Counsel: John P. Schafer, Esq.
                  THE SCHAFER LAW FIRM P.C.
                  30211 Avenida de las Banderas, Suite 200
                  Rancho Santa Margarita, CA 92688
                  Tel: (949) 398-8302
                  Fax: (949) 398-8320
                  E-mail: jschafer@theschaferfirm.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 unsecured creditors, filed
together with the petition, is available for free at
http://bankrupt.com/misc/cacb13-30217.pdf

The petition was signed by Atticus Firey, CEO and president, co-
managing member.


SCHOLAR TOTS: Case Summary & 17 Unsecured Creditors
---------------------------------------------------
Debtor: Scholar Tots, Inc.
          dba ABC Children's Learning Academy
        4330 Summit Boulevard
        West Palm Beach, FL 33406

Bankruptcy Case No.: 13-28836

Chapter 11 Petition Date: August 8, 2013

Court: U.S. Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Paul G. Hyman, Jr.

Debtor's Counsel: Kaleb R. Bell, Esq.
                  ROSEN, P.A.
                  2925 PGA Boulevard, #100
                  Palm Bch Gardens, FL 33410
                  Tel: (561) 799-6040
                  Fax: (561) 799-4047
                  E-mail: kbell@rosenpa.com

                         - and ?

                  Eric A. Rosen, Esq.
                  ROSEN, P.A.
                  2925 PGA Boulevard, #100
                  Palm Beach Gardens, FL 33410
                  Tel: (561) 799-6040
                  Fax: (561) 799-4047
                  E-mail: erosen@rosenpa.com

Scheduled Assets: $2,286,965

Scheduled Liabilities: $4,205,184

A copy of the Company's list of its 17 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/flsb13-28836.pdf

The petition was signed by Eric B. Epstein, president.


SINCLAIR BROADCAST: S.A.C. Capital Holds 5.2% of Class A Shares
---------------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, S.A.C. Capital Advisors, L.P., and its affiliates
disclosed that as of Aug. 9, 2013, they beneficially owned
3,850,741 shares of class A common stock of Sinclair Broadcast
Group, Inc., representing 5.2 percent of the shares outstanding.
A copy of the regulatory filing is available for free at:

                        http://is.gd/Icjh2o

                       About Sinclair Broadcast

Based in Baltimore, Maryland, Sinclair Broadcast Group, Inc.
(Nasdaq: SBGI) -- http://www.sbgi.net/-- one of the largest and
most diversified television broadcasting companies, currently owns
and operates, programs or provides sales services to 58 television
stations in 35 markets.  The Company's television group reaches
roughly 22% of U.S. television households and includes FOX,
ABC, CBS, NBC, MNT, and CW affiliates.

"Any insolvency or bankruptcy proceeding relating to Cunningham,
one of our LMA partners, would cause a default and potential
acceleration under the Bank Credit Agreement and could,
potentially, result in Cunningham's rejection of our seven LMAs
with Cunningham, which would negatively affect our financial
condition and results of operations," the Company said in its
annual report for the period ended Dec. 31, 2012.

The Company's balance sheet at March 31, 2013, showed $2.73
billion in total assets, $2.83 billion in total liabilities and a
$97.28 million total deficit.

                           *     *     *

As reported by the TCR on Feb. 24, 2011, Standard & Poor's Ratings
Services raised its corporate credit rating on Sinclair to 'BB-'
from 'B+'.  The rating outlook is stable.  "The 'BB-' rating on
Sinclair reflects S&P's expectation that the company could keep
its lease-adjusted debt to EBITDA below historical levels
throughout the election cycle, absent a reversal of economic
growth, meaningful debt-financed acquisitions, or significant
shareholder-favoring measures," explained Standard & Poor's credit
analyst Deborah Kinzer.

In September 2010, Moody's raised its ratings for Sinclair
Broadcast and subsidiary Sinclair Television Group, including the
Corporate Family Rating and Probability-of-Default Rating, each to
Ba3 from B1, and the ratings for individual debt instruments.
Moody's also assigned a B2 (LGD 5, 87%) rating to the proposed
$250 million issuance of Senior Unsecured Notes due 2018 by STG.
The Speculative Grade Liquidity Rating remains unchanged at SGL-2.
The rating outlook is now stable.


SHERIDAN GROUP: Posts $105,000 Net Income in Second Quarter
-----------------------------------------------------------
The Sheridan Group, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $105,049 on $66.38 million of net sales for the
three months ended June 30, 2013, as compared with a net loss of
$15,338 on $65 million of net sales for the same period a year
ago.

For the six months ended June 30, 2013, the Company posted net
income of $499,920 on $134.43 million of net sales, as compared
with a net loss of $181,018 on $134.95 million of net sales for
the same period during the prior year.

The Group disclosed a net loss of $93,546 in 2012, a net loss of
$8.96 million in 2011 and a $5.94 million net loss in 2010.

As of June 30, 2013, the Company had $196.45 million in total
assets, $166.85 million in total liabilities and $29.59 million in
total stockholders' equity.

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

                         http://is.gd/edbZXm

                        About The Sheridan Group

Hunt Valley, Maryland-based The Sheridan Group, Inc.
-- http://www.sheridan.com/-- is a specialty printer offering a
full range of printing and value-added support services for the
journal, catalog, magazine and book markets.

                           *     *     *

As reported by the TCR on Sept. 16, 2011, Standard & Poor's
Ratings Services lowered its corporate credit rating on Hunt
Valley, Md.-based printing company The Sheridan Group Inc. to
'CCC+' from 'B-'.

"The 'CCC+' corporate credit rating reflects Sheridan's ongoing
thin margin of compliance with its minimum EBITDA covenant," said
Standard & Poor's credit analyst Tulip Lim.  "It also reflects our
expectation of continued difficult operating conditions across the
company's niche printing segments, its vulnerability to prevailing
economic pressures, its high debt leverage, and the secular shift
away from print media."

In the Dec. 14, 2012, edition of the TCR, Moody's Investors
Service downgraded the Corporate Family Rating (CFR) for The
Sheridan Group, Inc. (Sheridan) to Caa1 from B3.  Sheridan's Caa1
CFR reflects risks that the intense secular challenges facing the
printing industry will compromise refinance activities as the
company addresses its upcoming maturities, including the $15
million revolving working capital facility due October 2013 and
the $128 million senior secured notes in April 2014.


STELLAR BIOTECHNOLOGIES: Updates Shareholders on Recent Progress
----------------------------------------------------------------
Stellar Biotechnologies, Inc., has issued a letter from Stellar
President and CEO Frank Oakes, to update shareholders on the
status of the Company.

A full-text of Stellar's Letter is available for free at:

  http://www.stellarbiotechnologies.com/_resources/letter.pdf

"This letter gives us the opportunity to highlight Stellar's
progress and strategies, and to demonstrate how we believe the
past year's hard work and many accomplishments can transform our
corporate goals into long-term growth and shareholder value," said
Mr. Oakes.

The letter recaps recent advancements made in Stellar's business,
including:

   * Clostridium difficile Vaccine Program; Exclusive Worldwide
     License & Preclinical Progress

   * Aquaculture Manufacturing Major Milestones

   * Regulatory Progress; New BB-MF Filed with FDA

   * Expanded Intellectual Property and Market Opportunities

   * Scientific Presentations & Peer-Review Recognition

   * Leadership

   * Growth Roadmap

                           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.


STEREOTAXIS INC: Incurs $3 Million Net Loss in Second Quarter
-------------------------------------------------------------
Stereotaxis, Inc., reported a net loss of $3 million on $9.73
million of total revenue for the three months ended June 30, 2013,
as compared with net income of $2.80 million on $10.51 million of
total revenue for the same period during the prior year.

For the six months ended June 30, 2013, the Company recorded a net
loss of $7.92 million on $18.14 million of total revenue, as
compared with a net loss of $3 million on $22.79 million of total
revenue for the same period a year ago.

The Company incurred a net loss of $9.23 million in 2012, as
compared with a net loss of $32.03 million in 2011.

As of June 30, 2013, the Company had $23.99 million in total
assets, $49.63 million in total liabilities and a $25.63 million
total stockholders' deficit.

William Mills, Stereotaxis Board chairman and interim chief
executive officer, said, "In the second quarter, we achieved
sequential improvement in revenue, gross margin and operating loss
and secured two orders for our Niobe(R) ES system.  One of these
orders was a second system sale to a leading U.S. healthcare
provider, which is one of four major integrated delivery networks
in the country to invest in the EpochTM platform.

                       Capital Transactions

On Aug. 8, 2013, holders of all of the Company's convertible
subordinated notes exercised outstanding warrants to purchase an
aggregate of 2.5 million shares of common stock for cash at an
exercise price of $3.361 per share and converted a portion of
their notes into shares of common stock.  In a separate
transaction, the holders exchanged the balance of their
convertible notes for shares and additional warrants to purchase
2.5 million shares, also having an exercise price of $3.361 per
share.  The convertible notes held by these holders were
extinguished, and the Company issued shares at a combined rate of
$3.00 per share in these transactions.  As a result of these
transactions, the Company is issuing a total of 5.2 million shares
of common stock and will receive an aggregate of $8.475 million in
cash from the warrant exercise.  In addition, $8.1 million of
convertible subordinated notes have been retired.

In connection with the exchange, the holders and the Company
amended the terms of the original securities purchase agreement
under which the notes and warrants were issued to remove certain
ongoing covenants.  The Company also intends to conduct a rights
offering to all existing stockholders, pursuant to which its
stockholders may elect to purchase a specified fraction of a share
for each share of stock held as of the record date for the
offering, at a price of $3.00 per share.  The Company currently
anticipates that fraction would not be less than 0.25 per share
for each share of common stock held.  The Company will register
the rights offering with the Securities and Exchange Commission,
and as a result, the record date for the rights offering has not
been set at this time.

Stereotaxis entered into these transactions with the assistance of
Gordian Group to help alleviate its immediate liquidity concerns.
The Company continues to work on a long-term resolution of these
liquidity issues with its financial advisors to mitigate the
operational and financial risks that it faces.

                           NASDAQ Status

On July 25, Company representatives appeared before the NASDAQ
Listing Qualifications Panel to request a transfer from the NASDAQ
Global Market to the NASDAQ Capital Market and to present a
compliance plan.  The hearing was granted following a
determination letter by the NASDAQ staff which denied the
Company's request for an extension to achieve compliance with
Global Market requirements.  If the Panel decides to continue
Stereotaxis' listing on the Capital Market, the Company could have
until Dec. 16, 2013, to achieve compliance with applicable listing
requirements.  The Company does not have the results of the
hearing at this time, but intends to continue to pursue its plans
to achieve compliance with Capital Market criteria and to report
to the Panel on its progress no later than Aug. 15, 2013, as
requested by the Panel.

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

                        http://is.gd/eL9HDJ

                         About Stereotaxis

Based in St. Louis, Mo., Stereotaxis, Inc., designs, manufactures
and markets the Epoch Solution, which is an advanced remote
robotic navigation system for use in a hospital's interventional
surgical suite, or "interventional lab", that the Company believes
revolutionizes the treatment of arrhythmias and coronary artery
disease by enabling enhanced safety, efficiency and efficacy for
catheter-based, or interventional, procedures.

For the year ended Dec. 31, 2011, Ernst & Young LLP, in St. Louis,
Missouri, expressed substantial doubt about Stereotaxis' ability
to continue as a going concern.  The independent auditors noted
that the Company has incurred recurring operating losses and has a
working capital deficiency.


SUN BANCORP: Files Form 10-Q, Posts $678,000 Net Income in Q2
-------------------------------------------------------------
Sun Bancorp, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
available to common shareholders of $678,000 on $25.71 million of
total interest income for the three months ended June 30, 2013, as
compared with net income available to common shareholders of $1.31
million on $29.40 million of total interest income for the same
period a year ago.

For the six months ended June 30, 2013, the Company reported net
income available to common shareholders of $3.13 million on $52.79
million of total interest income, as compared with a net loss
available to common shareholders of $26.76 million on $58.80
million of total interest income for the same period during the
prior year.

As of June 30, 2013, the Company had $3.20 billion in total
assets, $2.94 billion in total liabilities and $261.66 million in
total shareholders' equity.

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

                        http://is.gd/jiSaQe

                         About Sun Bancorp

Sun Bancorp, Inc. (NASDAQ: SNBC) is a $3.23 billion asset bank
holding company headquartered in Vineland, New Jersey, with its
executive offices located in Mt. Laurel, New Jersey.  Its primary
subsidiary is Sun National Bank, a full service commercial bank
serving customers through more than 60 locations in New Jersey.

On April 15, 2010, Sun National Bank entered into a written
agreement with the OCC which contained requirements to develop and
implement a profitability and capital plan which provides for the
maintenance of adequate capital to support the Bank's risk profile
in the current economic environment.


SUNTECH POWER: Regains Compliance With NYSE's Listing Rule
----------------------------------------------------------
Suntech Power Holdings Co., Ltd., has regained compliance with the
New York Stock Exchange's minimum share price listing requirement.

In a letter dated Aug. 2, 2013, the NYSE notified the Company that
a calculation of Suntech's average stock price for the 30 trading
days ended July 31, 2013, indicated that its stock price was above
the NYSE's minimum requirement of an average trading price of $1
over a 30-day trading period and was above $1 on the last calendar
day of the month of the trading period.  On July 31, 2013, the
Company's closing stock price was $1.44.

On May 14, 2013, the Company received notification from the NYSE
that it had failed to timely file its Form 20-F for the fiscal
year ended Dec. 31, 2012.  The Company continues to work on its
restated financials for 2010 and 2011, as well as the 2012 annual
report.  The NYSE has indicated that it will closely monitor the
status of the Company's late filing and related public disclosures
for up to a six-month period from its due date.  If the Company
fails to file its annual report within six months from the filing
due date, the NYSE may allow the Company's securities to trade for
up to an additional six months.

                           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 percent
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.


TNP STRATEGIC: Extends Forbearance with Keybank Until Jan. 31
-------------------------------------------------------------
TNP Strategic Retail Trust, Inc., TNP Strategic Retail Operating
Partnership, LP, the Company's operating partnership, certain
subsidiaries of the Company, as borrowers, and KeyBank National
Association, as administrative agent, entered into an amendment to
Forbearance Agreement on July 31, 2013.

Pursuant to the Amendment, the Lenders' obligation to provide
forbearance will terminate on the first to occur of (1) Jan. 31,
2014, (2) a default under or breach of any of the representations,
warranties or covenants of the Forbearance Agreement, or (3) an
event of default under the loan documents related to the Credit
Facility occurring or becoming known to any Lender.  The
Forbearance Amendment also provides that the entire outstanding
principal balance, and all interest thereon, of the outstanding
Tranche A loans under the Credit Facility will become due and
payable in full on Jan. 31, 2014.

As previously reported, in connection with the Forbearance
Agreement, the Borrowers and KeyBank entered into a Fee Letter
pursuant to which the Borrowers paid KeyBank a forbearance fee.
In connection with the Forbearance Amendment, the Borrowers and
KeyBank entered into an amendment to the Fee Letter pursuant to
which the Borrowers agreed to pay KeyBank, for the accounts of the
Lenders, an additional forbearance fee.

The parties originally entered into the Forbearance on April 1,
2013, which amended the terms of the Company's Revolving Credit
Agreement, dated as of Dec. 17, 2010, with KeyBank.

Pursuant to the original terms of the Forbearance Agreement,
KeyBank and the other lenders agreed to forbear from exercising
their rights and remedies under the Credit Facility with respect
to (1) the failure by the Borrowers to make certain loan payments
to the Lenders as required under the Credit Facility, (2) the
failure by the Borrowers to use the total proceeds from or with
respect to certain capital events to repay the amounts outstanding
under the Tranche A loans as required by the Credit Facility, and
(3) the Company's agreement to make a prohibited restricted
payment during an event of default under the Credit Facility;
provided, however, that the Lenders' obligation to provide that
forbearance would terminate on July 31, 2013.

A copy of the Amendment to Forbearance Agreement is available at:

                        http://is.gd/ipA36Q

                        About TNP Strategic

TNP Strategic Retail Trust, Inc., was formed on Sept. 18, 2008, as
a Maryland corporation.  The Company believes it qualifies as a
real estate investment trust under the Internal Revenue Code of
1986, as amended, and has elected REIT status beginning with the
taxable year ended Dec. 31, 2009, the year in which the Company
began material operations.  The Company was initially capitalized
by the sale of 22,222 shares of common stock for $200,000 to
Thompson National Properties, LLC, on Oct. 16, 2008.

TNP Strategic's balance sheet at Sept. 30, 2012, showed $272.33
million in total assets, $197.98 million in total liabilities and
$74.34 million in total equity.

The Company reported a net loss of $11.63 million for the nine
months ended Sept. 30, 2012, compared with a net loss of
$4.39 million for the same period a year ago.


TPF II LC: S&P Raises Prelim. Rating on Credit Facilities to 'BB-'
------------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its preliminary
ratings on the credit facilities to 'BB-' from 'B+' due to a
reduction in debt.  S&P also maintained its preliminary '1'
recovery rating on the debt.  The outlook is stable.

The 'BB-' rating for TPF II's portfolio of three merchant peaking
power plants in Illinois and Ohio reflects a high debt leverage
that relies on merchant peaking energy revenues, which are
inherently volatile, but also relies favorably on PJM
Interconnection capacity market revenues that are much less risky
than energy revenues.  Revenues from capacity and ancillary
services provide generally about 80% to 85% of revenue (depending
on the future year), making the credit story mostly a view of
long-term PJM capacity markets.

The plants have limited geographic diversity--Crete with 328
megawatts (MW) and Lincoln with 656 MW are located south of
Chicago in the PJM-ComEd zone and the 850 MW Rolling Hills is
located in the PJM-AEP zone in southeast Ohio.  Each plant earns
the same base PJM regional transmission organization zone capacity
price.

"The stable outlook reflects our view that cash flows will be
stable over the next several years based on most revenue coming
from capacity payments that are known through mid-2017 and based
on proven plant performance assumptions," said Standard & Poor's
credit analyst Terry Pratt.

Furthermore, S&P thinks it likely that the plants will show very
low capacity factors, further mitigating operation risk.  An
improvement in the rating would require a track record of sound
operational performance, continued comfort that quarterly
covenants would not be tripped, and lower debt at maturity in
S&P's base case -- below around $50 per kW -- that would come from
energy revenues that well exceed S&P's expectations or capacity
zrices from mid-2017 onward well above $90/kW-month.  Developments
that could result in a rating downgrade would be operational
problems that materially reduce availability, much lower-than-
expected energy revenue from Rolling Hills, or debt at maturity of
2018 -- generally around the $100/kW mark.


TRAILBLAZER'S INC: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Trailblazer's, Inc.
          dba Warnfactoryoutlet.com
          dba Truckaddons.com
        2040 Creative Drive, #300
        Lexington, KY 40505

Bankruptcy Case No.: 13-51959

Chapter 11 Petition Date: August 10, 2013

Court: United States Bankruptcy Court
       Eastern District of Kentucky (Lexington)

Debtor's Counsel: Matthew B. Bunch, Esq.
                  BUNCH & BROCK, ATTORNEYS-AT-LAW
                  271 West Short Street, Suite 805
                  P.O. Box 2086
                  Lexington, KY 40588-2086
                  Tel: (859) 254-5522
                  E-mail: matt@bunchlaw.com

Estimated Assets: not indicated

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 Barry Sanders, president and CEO.


TRUSTEES OF YWCA: Case Summary & 3 Unsecured Creditors
------------------------------------------------------
Debtor: Trustees of YWCA of Essex & West Hudson, Inc.
        395 Main Street
        Orange, NJ 07050

Bankruptcy Case No.: 13-27693

Chapter 11 Petition Date: August 12, 2013

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

Judge: Rosemary Gambardella

Debtor's Counsel: Stuart M. Nachbar, Esq.
                  LAW OFFICE OF STUART M. NACHBAR
                  570 West Mount Pleasant Avenue, Suite 101
                  P.O. Box 2205
                  Livingston, NJ 07039
                  Tel: (973) 567-0954
                  Fax: (973) 629-1294
                  E-mail: stuart@snanj.com

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

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

The Company's list of its three largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/njb13-27693.pdf

The petition was signed by Donna K. Williams, de facto president ?
board member.


TWIN SILOS: Case Summary & 8 Unsecured Creditors
------------------------------------------------
Debtor: Twin Silos at Lavalette, LLC
        400 Royal Birkdale Drive
        Lavalette, WV 25535

Bankruptcy Case No.: 13-30403

Chapter 11 Petition Date: August 12, 2013

Court: U.S. Bankruptcy Court
       Southern District of West Virginia (Huntington)

Judge: Ronald G. Pearson

Debtor's Counsel: Mitchell Lee Klein, Esq.
                  KLEIN LAW OFFICE
                  3566 Teays Valley Road
                  Hurricane, WV 25526
                  Tel: (304) 562-7111
                  Fax: (304) 562-7115
                  E-mail: swhittington@kleinandsheridan.com

Estimated Assets: $0 to $50,000

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

A copy of the Company's list of its eight unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/wvsb13-30403.pdf

The petition was signed by Gregory D. Hatfield, managing member.


TXU CORP: Bank Debt Trades at 31% Off
-------------------------------------
Participations in a syndicated loan under which TXU Corp is a
borrower traded in the secondary market at 68.85 cents-on-the-
dollar during the week ended Friday, August 16, 2013 according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal.  This represents a decrease of 0.69
percentage points from the previous week, The Journal relates.
TXU Corp pays 450 basis points above LIBOR to borrow under the
facility.  The bank loan matures on Oct. 10, 2017.  The bank debt
carries Moody's Caa3 rating and Standard & Poor's CCC rating.  The
loan is one of the biggest gainers and losers among 249 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

          About Energy Future Holdings, fka TXU Corp.

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas.  Oncor,
an 80 percent-owned entity within the EFH group, is the largest
regulated transmission and distribution utility in Texas.

The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth.  EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.

                Restructuring Talks With Creditors

In April 2013, Energy Future Holdings Corp., Energy Future
Competitive Holdings Company, Texas Competitive Electric Holdings
Company LLC, and Energy Future Intermediate Holding Company LLC
confirmed in a regulatory filing that they are in restructuring
talks with certain unaffiliated holders of first lien senior
secured claims concerning the Companies' capital structure.

The Companies expect to continue to explore all available
restructuring alternatives to facilitate the creation of
sustainable capital structures for the Companies and to otherwise
attempt to address the Creditors' concerns with the Restructuring
Proposal and Sponsor Proposal.

The Companies have retained Kirkland & Ellis LLP and Evercore
Partners to advise the Companies with respect to the potential
changes to the Companies' capital structure and to assist in the
evaluation and implementation of other potential restructuring
options.

The Creditors have retained Paul, Weiss, Rifkind, Wharton &
Garrison LLP and Millstein & Co., L.P. to advise the Creditors and
to assist in the Creditors' evaluation of potential restructuring
options involving the Companies.

According to a Wall Street Journal report, people familiar with
the matter said Apollo Global Management LLC, Oaktree Capital
Management, Centerbridge Partners and GSO Capital Partners, the
credit arm of buyout firm Blackstone Group LP, all hold large
chunks of Energy Future Holdings' senior debt.  Many of these
firms belong to a group being advised by Jim Millstein, a
restructuring expert who helped the U.S. government revamp
American International Group Inc.

According to the Journal, people familiar with Apollo's thinking
said Apollo recently enlisted investment bank Moelis & Co. for
additional advice to ensure it gets as much attention as possible
on the case given its large debt holdings.

                           *     *     *

In the Feb. 1, 2013, edition of the TCR, Fitch Ratings lowered
the Issuer Default Ratings (IDR) of Energy Future Holdings Corp
(EFH) and Energy Future Intermediate Holding Company LLC (EFIH) to
'Restricted Default' (RD) from 'CCC' on the conclusion of the debt
exchange and removed the Rating Watch Negative.

As reported by the TCR on Feb. 4, 2013, Standard & Poor's Ratings
Services said it raised its corporate credit ratings on EFH, EFIH,
TCEH, and Energy Future Competitive Holdings Co. (EFCH) to 'CCC'
from 'D' following the completion of several debt exchanges, each
of which S&P considers distressed.

In February 2013, Moody's Investors Service withdraw Energy
Future Holdings Corp.'s Caa3 Corporate Family Rating, Caa3-PD
Probability of Default Rating, SGL-4 Speculative Grade Liquidity
Rating and developing rating outlook.  At the same time, Moody's
assigned a Ca CFR to Energy Future Competitive Holdings Company
and a B3 CFR to Energy Future Intermediate Holdings Company LLC.
Both EFCH and EFIH are intermediate subsidiary holding companies
wholly-owned by EFH. EFCH's rating outlook is negative. EFIH's
rating outlook is negative.

"We see different default probabilities between EFCH and EFIH,"
said Jim Hempstead, senior vice president. "We believe EFCH has a
high likelihood of default over the next 6 to 12 months, because
it is projected to run out of cash in early 2014. EFIH has a much
lower likelihood of default owing to the credit separateness that
EFH is creating between EFIH and Texas Competitive Electric
Holdings Company LLC along with EFIH's reliance on stable cash
flows from its regulated transmission and distribution utility,
Oncor Electric Delivery Company."


WALTER ENERGY: Bank Debt Trades at 6% Off
-----------------------------------------
Participations in a syndicated loan under which Walter Energy Inc
is a borrower traded in the secondary market at 94.20 cents-on-
the-dollar during the week ended Friday, August 16, 2013 according
to data compiled by LSTA/Thomson Reuters MTM Pricing and reported
in The Wall Street Journal.  This represents a decrease of 1.52
percentage points from the previous week, The Journal relates.
Walter Energy Inc. pays 300 basis points above LIBOR to borrow
under the facility.  The bank loan matures on March 14, 2018.  The
bank debt carries Moody's B2 rating and Standard & Poor's B+
rating.  The loan is one of the biggest gainers and losers among
249 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.

Walter Energy, Inc., headquartered in Birmingham, Alabama, is
primarily a metallurgical coal producer which also produces
metallurgical coke, steam and industrial coal, and natural gas.
The company acquired met coal producer Western Coal Corporation in
April 2011.


WEB.COM: Moody's Revises Outlook to Positive & Keeps CFR at B1
--------------------------------------------------------------
Moody's Investors Service affirmed Web.com's B1 corporate family
rating and revised the company's probability of default rating to
B1-PD, from B2-PD, and the rating for its first lien credit
facilities to Ba3, from B1. The ratings changes were prompted by
Web.com's plan to use approximately $251 million of net proceeds
from the new senior convertible notes offering to repay a portion
of outstanding loans under the first lien bank facilities to
reduce interest expense and increase financial flexibility.
Moody's also changed Web.com's ratings outlook to positive from
stable reflecting the ratings agency's expectations for Web.com's
strong free cash flow generation relative to debt and continued
deleveraging.

Moody's has taken the following ratings actions:

Issuer: Web.com Group, Inc.

Corporate Family Rating -- Affirmed, B1

Probability of Default Rating -- Revised to B1-PD from B2-PD

$70 million 1st lien revolving credit facility due 2016 -- Revised
to Ba3 (LGD3, 30%) from B1 (LGD3, 34%)

$419 million (outstanding) senior 1st lien term loan due 2017 --
Revised to Ba3 (LGD3, 30%) from B1 (LGD3, 34%)

Speculative grade liquidity rating -- Affirmed, SGL- 2

Outlook Action
Outlook: Changed to Positive from Stable

Ratings Rationale:

The positive outlook reflects Moody's expectations that Web.com's
free cash flow should increase to about 20% of total debt in 2014
driven by revenue growth rates in at least the high single digits,
lower interest expense and debt reduction. Moody's expects
Web.com's total debt to EBITDA (incorporating Moody's standard
analytical adjustments including non-cash stock compensation and
capitalized operating leases) to decline to about 3.5x by year-end
2014 through accelerated debt repayments and EBITDA growth.

Although Web.com's leverage has progressively declined since
closing the Network Solutions acquisition, the B1 CFR continues to
reflect the company's still high financial leverage and its
moderate operating scale. The company operates in a highly
competitive market for web services to small and medium size
businesses which is characterized by low barriers to entry, modest
pricing power for basic products, and the low attach rates for
add-on services that result in low average revenue per user
(ARPU). The B1 rating also incorporates Web.com's track record of
acquisitive growth and high financial risk tolerance to complete
acquisitions.

However, the rating also reflects Web.com's stronger competitive
position and enhanced scale through consolidation over the past
few years, and its strong prospective free cash flow relative to
debt, which partly reflects the cost synergies from the Network
Solutions acquisition. The rating additionally considers
management's good business execution, which is evidenced by stable
subscriber retention rates and sequential increases in ARPU and
subscribers since the acquisition of Network Solutions in 4Q 2011.
Web.com's credit profile is further supported by the company's
good organic revenue growth prospects and management's track
record of applying free cash flow to reduce debt and its
commitment to delever toward its target of 3.0x debt/EBITDA (on a
non-GAAP basis).

The SGL-2 liquidity rating primarily reflects Web.com good free
cash flow and access to borrowings under the $70 million revolving
credit facility.

Moody's raised Web.com's first lien debt ratings to Ba3 from B1
reflecting improved recovery prospects for the first lien debt as
a result of the addition of junior convertible notes that will
provide support to what will now be a lower amount of first lien
debt. In accordance with its Loss Given Default methodology,
Moody's also revised Web.com's probability of default rating to
B1-PD from B2-PD, reflecting the impact of changes in the
company's capital structure.

Moody's could upgrade Web.com's ratings if the company generates
sustained growth in revenue and cash flow from operations and
demonstrates a commitment to conservative financial policies.
Web.com's ratings could be raised if Moody's believes that the
company could sustain financial leverage of less than 3.5x total
debt to EBITDA (Moody's adjusted) and free cash flow in excess of
15% of total debt, incorporating the potential for acquisitions.

Conversely, Moody's could change the positive outlook to stable or
downgrade Web.com's ratings if revenue growth decelerates
materially, weak business execution or increasing competitive
challenges cause leverage to exceed 4.5x (Moody's adjusted) and
free cash flow weakens to the low single digit percentages of
total debt. Additionally, changes in financial policies that
result in weakening of the balance sheet could trigger a
downgrade.

Headquartered in Jacksonville, FL, Web.com provides internet
services and online marketing solutions to small businesses. The
company reported revenues of $453 million in the twelve months
ended June 30, 2013.

The principal methodology used in this rating was the Global
Business & Consumer Service Industry Rating Methodology published
in October 2010. Other methodologies used include Loss Given
Default for Speculative-Grade Non-Financial Companies in the U.S.,
Canada and EMEA published in June 2009.


WHIRLPOOL CORP: Investment in Hefei Sanyo is Credit Positive
------------------------------------------------------------
Moody's said Whirlpool's has entered into agreements to become a
majority shareholder (51 percent ownership) for $552 million cash
(based on exchange rate at August 9, 2013) in Hefei Rongshida
Sanyo is credit positive.

The principal methodology used in rating Whirlpool was the Global
Consumer Durables methodology published in October 2010.

Based in Benton Harbor, MI, Whirlpool Corporation manufactures and
markets a full line of major appliances and related products
including laundry appliances, refrigerators and freezers, cooking
appliances and other appliance products. The company markets
products under several brands including Whirlpool, Maytag,
KitchenAid and several others. The company reported net sales of
approximately $18.3 billion for the twelve months ended June 30,
2013 ($18.9 billion pro forma for Hefei Sanyo acquisition).

Moody's carries these ratings for Whirlpool Corp:

  LT Issuer Rating; Baa3

  Senior Unsecured (Domestic); Baa3

  Senior Unsec. Shelf (Domestic); (P)Baa3

  Subordinate Shelf (Domestic); (P)Ba1


ZOGENIX INC: Reports $13.3 Million Net Loss in Second Quarter
-------------------------------------------------------------
Zogenix, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $13.33 million on $8.94 million of total revenue for the three
months ended June 30, 2013, as compared with a net loss of $17.16
million on $8.03 million of total revenue for the same period
during the prior year.

For the six months ended June 30, 2013, the Company incurred a net
loss of $34.38 million on $15.92 million of total revenue, as
compared with a net loss of $27.46 million on $26.37 million of
total revenue for the same period a year ago.

Zogenix incurred a net loss of $47.38 million in 2012, as compared
with a net loss of $83.90 million in 2011.

As of June 30, 2013, the Company had $53.39 million in total
assets, $69.48 million in total liabilities and a $16.08 million
total stockholders' deficit.

Roger Hawley, chief executive officer of Zogenix, stated, "Based
on our recent interactions, the FDA is working on the Zohyrdo ER
NDA and has indicated that it is reviewing the NDA as fast as
possible and that nothing has changed with respect to reaching an
action letter this summer.  We have been reassured again that
there are no deficiencies in the application.  If approved,
Zogenix will be prepared to launch Zohydro ER approximately three
to four months after approval."

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

                        http://is.gd/qvfs0g

                        About Zogenix Inc.

Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and
Emeryville, California, is a pharmaceutical company
commercializing and developing products for the treatment of
central nervous system disorders and pain.

Ernst & Young LLP, in San Diego, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012, citing recurring losses from
operations and lack of sufficient working capital which raise
substantial doubt about the Company's ability to continue as a
going concern.


* Fitch Says Delinquencies and Foreclosures Decreasing
------------------------------------------------------
The second quarter of 2013 continued to see movement of non-agency
RMBS away from banks and into the hands of non-bank servicers,
according to a new report from Fitch Ratings. Additional large
mortgage servicing right (MSR) transfers are scheduled to be
completed in the last half of 2013, which continues to signal the
banks' strategies to offload defaulted/high-risk loans.
In addition to its acquisition of the Homeward Residential and
GMAC Mortgage portfolios, Ocwen announced its intention to acquire
MSRs from IndyMac Mortgage Services, a division of OneWest Bank,
FSB and from Greenpoint Mortgage Funding, Inc. With the
acquisition of Homeward Residential and GMAC Mortgage completed,
Ocwen not only materially increased its volume of subprime loans,
but added both prime and Alt-A products to its portfolio mix. At
end of the second quarter, Ocwen was servicing 47% of all non-
agency RMBS subprime loans. Nationstar continues onboarding its
sizeable MSR acquisition from Bank of America that was announced
in January.

The second quarter also saw servicer-related loss volatility as
several servicers and master servicers adjusted principal
forbearance loss reporting. Both Ocwen and Nationstar passed
through roughly $1 billion in principal forbearance-related losses
during the quarter as part of their acquisitions of portfolios.
This has led to concerns regarding servicer and master servicer
reporting and the timing of loss recognition. Fitch believes this
reporting issue will continue to drive further loss adjustments in
the third quarter.

Overall, delinquencies and foreclosures continue to decrease.
However, residential mortgage servicers are still faced with
issues regarding management of foreclosure and delinquency
timelines. There continues to be a marked difference in the time
to resolve delinquent loans between bank and non-bank servicers
due to many factors, including regulations and staffing levels.
Fitch believes that it will be challenging for non-bank servicers
to maintain shorter timelines as additional highly delinquent
loans move from the banks' portfolios to the non-bank servicers'
portfolios.


* Fitch: U.S. Corporate Pension Plans Underfunded Status Improves
-----------------------------------------------------------------
A majority of large U.S. corporate pension plans were underfunded
at the end of 2012. Fitch Ratings believes funding levels at mid-
year have improved with recent discount rate increases and strong
equity market performance. While pension underfunding gaps have
narrowed, Fitch believes severely underfunded plans taking
advantage of funding relief could still face steep funding
requirements in the years ahead.

Fitch's review encompassed 224 nonfinancial U.S.-based companies
with defined benefit pensions plans having U.S. projected benefit
obligations (PBOs) of $100 million or more. Of the 224 companies
analyzed, 148 were less than 80% funded and warrant further
investigation, based on the 80% 'at-risk' threshold in the Pension
Protection Act (PPA).

Of the remaining 76 companies, 57 were funded in the 80%-90% range
while 19 companies were funded above the 90% level. The energy
(oil and gas), retail and telecommunications sectors stood out
with median plan funding levels of 70% or less.

Fitch believes the contribution amounts are material for many
issuers. In Fitch's sample, 36% of the 224 companies have an
estimated pension outflow as a percentage of precontribution funds
from operations (FFO; cash flow from operations less working
capital) above a 10% threshold.

Fitch estimates that the potential funding requirements of 16
companies could amount to 40% or more of their 2012
precontribution FFO.

Relief provided for under the 'Moving Ahead for Progress in the
21st Century Act' (MAP-21) signed in July 2012 allows plan
sponsors to lower near-term pension contributions through a
materially higher discount rate for funding purposes. In Fitch's
opinion, cash flow constrained issuers may benefit from the near-
term relief, but for the majority of plan sponsors a more prudent
approach will call for funding above minimum levels.

Fitch does not anticipate taking any rating actions on an issuer
based solely on possible pension contributions in 2013 or 2014.
However, for a company on the edge of a rating category, the
combination of weak earnings and the need for ongoing pension
contributions could lead to a negative rating action.

Fitch would evaluate the company's plans to address pension plan
funding needs in the context of potential pressure on its
liquidity needs.

The full report is 'U.S. Corporate Pensions 2013 Overview.'


* Moody's Notes Looming Challenges for Colleges and Universities
----------------------------------------------------------------
Median financial data for public and private colleges and
universities for fiscal year 2012 show flat enrollment, relatively
stable operating performance despite declining revenues, and
continued constrained capital spending, says Moody's Investors
Service in two new reports.

Among the public universities, median revenue growth in fiscal
year 2012 slowed to 1.7%, down from 4.8% in fiscal year 2011.
Revenue declined at more than one-third of US public universities.
At the same time, expenses grew at almost double the rate of
revenues, at 3.3%.

"Although cash flow remained ample at most public universities in
fiscal year 2012, the developing trend of expense growth outpacing
revenue growth is unsustainable," says Moody's Assistant Vice
President Emily Schwarz, author of the median report "Heightened
Pressure on Revenues to Persist for US Public Universities."

"Future expense reductions will likely need to be more significant
and include re-evaluation of existing business models to maintain
long-term financial health," says Moody's Schwarz.

Moody's expects several revenue streams will continue to contract
for public universities, particularly net tuition per student,
because of affordability concerns as well as limits on tuition
increases in certain states. The severity of these revenue
challenges will vary across the public university sector, with
flagship universities and systems better able to leverage their
brand and economies of scale.

Among private colleges and universities, operating margins
remained relatively stable over the past five years, in the 4% -
5% range, despite revenue declines.

"Governing boards and management teams continue to exhibit fiscal
stewardship of private colleges and universities by holding median
operating margins relatively constant over the last five years
even as revenue declined," says Moody's Assistant Vice President
Mary Kay Cooney, author of the median report "Private College and
University Medians Highlight Challenges in Post-Recession Era."

The median for growth in net tuition per student among the private
universities strengthened to 3.5% in fiscal year 2012, up from
3.0% in fiscal year 2011, but has not returned to pre-recession
levels. Nearly one-third of private universities were unable to
grow net tuition at inflationary levels.

Overall enrollment in private universities in the fall of 2012 was
flat, with Aaa- and Aa-rated universities experiencing modest
enrollment growth of 1.2% and 0.7%, respectively, but enrollment
at Baa-rated colleges declined by 1.1%. These lower-rated
universities also rely more heavily on federal financial aid than
higher-rated ones and are, therefore, more vulnerable to federal
cuts, says Moody's.

As for fiscal year 2013, Moody's expects healthy investment
returns among the private universities to provide some revenue and
balance sheet relief. Longer term, public scrutiny regarding
higher education costs and questions on new educational delivery
models will continue to pressure the sector.

Moody's rates 283 not-for-profit private universities, with nearly
$87 billion of debt outstanding. Moody's also rates 228 US four-
year public universities with $135.9 billion in debt.


* Moody's Says Progress in LIBOR Litigation is Credit Positive
--------------------------------------------------------------
The recent dismissal by the New York Federal District Court of
antitrust and racketeering claims with regard to alleged LIBOR
manipulation is credit positive for those banks that participate
in LIBOR-setting panels, but the banks remain vulnerable to fraud-
based and other legal claims. Inter-dealer brokers have also
recently come under investigation, and have less financial
flexibility to absorb any potential LIBOR-related fines and legal
damages, says Moody's Investors Service in its latest special
comment "Continuing LIBOR Litigation and Regulatory Risks --
Answers to Frequently Asked Questions."

The FAQ updates Moody's previous commentary from November 2012 on
the ongoing investigations and associated legal and regulatory
risks, the impact of recent rulings both in the US and abroad, and
discusses recently announced market practice reforms in the UK.

The litigation in the US based on securities fraud and other state
law is ongoing and its potential impact difficult to quantify at
this point, says Moody's. The LIBOR panel banks, especially the
largest institutions, have capital capacity to absorb potential
LIBOR-related regulatory charges and legal damages but inter-
dealer brokers have more limited capital resources, adds the
rating agency.

"Regulatory investigations and actions have been proceeding at a
brisk pace both in the US and abroad, and are expected to
continue," said Moody's Senior Vice President Geoffrey Richards.
"The level of regulatory scrutiny and visibility of the
allegations is intense and will remain a source of management
distraction."

Indeed, investigations are underway relating to a number of other
benchmark rates that use processes similar to that for LIBOR,
including those in Hong Kong and Singapore, as well as EURIBOR.

In addition to the focus on past instances of alleged manipulation
of LIBOR and other related benchmark rates, Moody's believes that
regulators will continue to analyze and develop alternatives to
the current rate setting mechanisms. These developments will
unfold over a number of years given the absolute size and
complexity of the markets and the range of instruments involved.


* Moody's Sees Dip in Covenant Quality for North America in July
----------------------------------------------------------------
The covenant quality of North American high-yield bonds
deteriorated modestly last month, Moody's Investors Service says
in a new report, "Bond Covenant Quality Declines in July." July's
average was 3.79, a modest deterioration from 3.72 in June.
However, Moody's Covenant Quality Index, which reflects trends on
a three-month rolling average basis, improved in July, declining
to 3.87 from 3.93 as a weaker score rolled out of the index. The
index uses a five-point scale, in which 1.0 denotes the strongest
covenant protections and 5.0, the weakest.

"Last month's downtick does not yet augur a trend toward worsening
terms, as issuers continue to offer better structures than they
did earlier this year," says Vice President -- Head of Covenant
Research, Alexander Dill. "Overall, our Covenant Quality Index
shows improvement."

July's single-month average of 3.79 is still well above the 4.17
reached in February, Dill says. And volumes increased again in
July after a sharp downturn in June, when many companies postponed
deals amid concerns about rising interest rates.

A key driver of last month's weaker covenant quality was a
deterioration among bonds rated Caa/Ca at issuance. These had an
average covenant score of 3.85 in July, much worse than the 3.59
recorded for June and the historical average of 3.37. They
comprised 28% of July's issuance, compared with 22% historically.

Conversely, bonds rated single B had an average covenant quality
score of 3.62 last month, materially better than the 3.72 average
for June. And those rated Ba, which typically have weaker covenant
packages, comprised only 12% of July's high-yield issuance,
compared with 21% in June and a record high of 41% in April.

PIK issuance contributed to July's weaker covenant quality score.
PIK bonds receive low scores mainly because they lack subsidiary
guarantees and offer limited protection against liens
subordination. Among PIK issuers last month were PC Nextco
Holdings, LLC, a holding company of Party City Holdings Inc.,
whose bond scored 4.26, and Michaels Stores Inc., whose bond
scored 4.91 and broke the record for weakest covenant quality
score in Moody's High-Yield Covenant Database.

Bonds with the strongest investor protections in July were issued
by Kodiak Oil & Gas Corp., whose issue received a covenant quality
score of 2.28; Quiksilver Inc.'s two tranches, which scored 2.59
and 2.89; and Post Holdings, Inc.'s bond, which scored 3.04.


* Moody's Notes Improving Commercial Real Estate Fundamentals
-------------------------------------------------------------
All of the commercial real estate sectors performed strongly in
second-quarter 2013 and will continue to do so, according to the
latest "Q2 2013: US CMBS and CRE CDO Surveillance Review" from
Moody's Investors Service.

"Despite some muted economic indicators, commercial real estate
property markets benefitted from a limited amount of construction,
as well as positive absorption," said Michael Gerdes, Managing
Director and head of Moody's US CMBS & CRE CDO Surveillance. "With
favorable fundamentals, transaction volumes remained healthy."

"As in the previous quarter, multifamily and hotel markets
continue to perform strongly, although the pace of improvement is
going to slow down. The recovery of the office and retail sectors
has been more muted but their performance will also improve, in
tandem with employment and economic growth."

"Our central economic scenario remains the same; our Macroeconomic
Board Outlook forecast is for US GDP growth of about 2% this year
because of fiscal policy and public spending cuts. With housing
starts and employment still growing and consumer sentiment
improving, we expect US growth of 2.0%-3.0% and a decline in the
unemployment rate to 6.5%-7.5% in 2014," added Gerdes.

Moody's base expected loss for conduit/fusion transactions was
9.06%, down from 9.07% in first-quarter 2013 because of lower
delinquencies and overall better asset performance. Moody's
Commercial Mortgage Metrics (CMM) weighted average base expected
loss was 7.6%, down from 8.3%. The share of delinquent loans
declined to 9.9% from 10.2% in the first quarter, while the share
of loans in special servicing declined to 11.5% from 11.8%. Base
expected losses will decline slightly as delinquencies continue to
decline and loss recoveries improve in tandem with improving
market fundamentals.

The overall share of specially serviced (SS) loans decreased 76
basis points to 10.28%, from 11.04% in the first quarter. The
share of SS loans contracted 244 basis points from the April 2011
peak of 12.72%, in large part because non-performing, five-year SS
loans from 2006 and 2007 are being worked out at a faster pace
than new loans have entered special servicing. Lenders modified 59
loans amounting to $1.9 billion. Monthly volume averaged 20 loans
and $641.6 million.

Among the individual sector highlights:

The retail sector will post modest gains, with positive rental
growth by the end of 2013.

Office market fundamentals are improving gradually and the number
of the improving markets is broadening. Depending on regional
employment growth, vacancy and rental rates will improve
moderately in 2013.

The hotel sector will continue to improve given minimal growth in
supply, although the pace is slowing. Revenue per available room
(RevPAR) rose 5.0% from the second quarter of 2012, with Luxury
Hotels up 6.0% and Urban Hotels up 6.1%. The most improved market
performers were San Francisco/San Mateo, CA, and Oahu, Hawaii.

The multifamily sector will remain stable with moderate growth
through the end of 2013. The multifamily sector also grew strongly
in the second quarter, with the vacancy rate dropping 20 basis
points to 4.6%. Six markets currently have vacancy rates lower
than 3.0%, among them, Minneapolis, MN, Miami, FL, and Oakland,
CA. Effective rent growth rose by an annualized rate of 3.1%,
which is solid, but slower than in 2012.

Moody's quarterly US commercial mortgage-backed securities (CMBS)
and commercial real estate collateralized debt obligations (CRE
CDO) surveillance review reports on recent rating actions,
relevant surveillance statistics and topics of interest in the
commercial real estate sector from a monitoring perspective.


* Moody's Points to Risks Facing IMF Support Program Countries
--------------------------------------------------------------
Countries in IMF support programs face significant default risk
because of their long-term vulnerabilities despite the obvious
boost these programs generally give them, says Moody's Investors
Service in "IMF Program Participation Underscores Medium-Term
Sovereign Credit Challenges." The Moody's study finds that during
1983-2012, among all sovereigns that entered IMF programs, 16.4%
defaulted over a five-year horizon.

"The elevated historical default rate for program countries is
consistent with Moody's practice of generally maintaining non-
investment-grade ratings on countries in support programs," says
Elena Duggar, Moody's Group Credit Officer for Sovereign Risk.

"A question we frequently get asked is why Moody's generally
maintains non-investment-grade ratings on countries in support
programs. The fact is that many countries enter support programs
when they are in distress, and support programs are not always
sufficient to eliminate the elevated risk of default associated
with those conditions," says Moody's Duggar.

The default statistics also imply that the vast majority of
sovereigns with IMF programs did not default, even though many of
them entered programs in severe distress and with no access to
private capital, indicating that IMF programs have often been
effective in reducing the risk of default.

"Moreover, even when defaults have not been avoided, IMF programs
have often been effective in reducing the macroeconomic impact of
default, for example by providing interim financing and supporting
a more orderly restructuring process," adds Duggar.

In the study Moody's looked at 168 sovereigns over the 1983-2012
period. During this timeframe, among this group there were 131
instances in which sovereigns defaulted on foreign and local
currency bonds or bank loans by 84 countries. Over the same
period, there were 632 IMF arrangements in 114 countries.

Half of sovereign defaults since 1983 had been preceded by an IMF
program in the two years prior to default. Further, this share has
been almost 70% since 2000.

During 1983-2012, the average default rate of sovereigns
conditional on being in an IMF program in the previous two years
was almost twice as high as the default rate of sovereigns that
have not been in an IMF program -- 3.8% vs. 2.1% over a one-year
horizon and 16.4% vs. 8.0% over a five-year horizon. The observed
correlation between an IMF program and a higher risk of default
reflects the fact that countries approaching the IMF face
significant underlying credit challenges, including the presence
of risk factors that can cause sovereign defaults, such as banking
crisis, very high debt burden, chronic economic stagnation, or
institutional weaknesses, says Moody's.


* Moody's Confirms 'Ba1' Rating on Watsonville RDA TABs
-------------------------------------------------------
Moody's Investors Service has confirmed the Ba1 rating on the
Successor Agency to the Watsonville RDA 2004 Tax Allocation Bonds,
Series 2004A (non-housing), 2004B-1 (housing) and 2004B-2
(housing). The bonds were previously on review for downgrade.

Rating Rationale:

The Ba1 rating incorporates current and projected total project
area debt service coverage amounts that are sum sufficient but
narrow on a semi-annual basis for one period each year. Coverage
is healthier on an annual basis. The rating also reflects the
above average sized merged project area, moderate taxpayer
concentration of the project area, and weak socioeconomic profile
of the area. The low incremental assessed valuation to total AV
unfavorably factors into the rating as well. The bonds are secured
by tax increment revenues of the merged project areas.

Under AB X1 26 and AB 1484, the statutes that dissolved all
California redevelopment agencies (RDAs), tax increment revenue is
placed in trust with the County auditor, who makes semi-annual
distributions of funds sufficient to pay debt service on tax
allocation bonds, including other obligations.

Strengths

- Local economy is slowly emerging from downturn

- Above average sized project area

Challenges

- Weak debt service coverage in principal and interest payment
   periods

- Multiyear declines in assessed valuation

- Weaker than average socio-economic profile

- Below average ratio of incremental assessed valuation to total
   project areas assessed valuation

What Could Change the Rating Up?

- Sizable increase in incremental AV, leading to greater debt
   service coverage in all semi-annual periods

What Could Change the Rating Down?

- Decline in the project areas incremental AV leading to lower
   debt service coverage

- Materially higher tax payer concentration

The principal methodology used in this rating was Moody's Analytic
Approach to Rating California Tax Allocation Bonds published in
December 2003.


* BOND PRICING -- For The Week From Aug. 12 to 16, 2013
-------------------------------------------------------

  Company               Ticker  Coupon Bid Price  Maturity Date
  -------               ------  ------ ---------  -------------
AES Eastern Energy LP   AES       9.67       3.1       1/2/2029
AES Eastern Energy LP   AES          9      1.75       1/2/2017
AGY Holding Corp        AGYH        11    52.063     11/15/2014
Affinion Group
  Holdings Inc          AFFINI  11.625    58.474     11/15/2015
Alion Science &
  Technology Corp       ALISCI   10.25    65.441       2/1/2015
Buffalo Thunder
  Development
  Authority             BUFLO    9.375    31.875     12/15/2014
California Baptist
  Foundation            CALBAP     7.8     6.222      5/15/2015
Cengage Learning
  Acquisitions Inc      TLACQ     10.5        21      1/15/2015
Cengage Learning
  Acquisitions Inc      TLACQ       12    13.375      6/30/2019
Cengage Learning
  Acquisitions Inc      TLACQ     10.5        21      1/15/2015
Cengage Learning
  Acquisitions Inc      TLACQ    13.25     1.375      7/15/2015
Cengage Learning
  Acquisitions Inc      TLACQ    13.25     1.375      7/15/2015
Cengage Learning
  Holdco Inc            TLACQ    13.75     1.375      7/15/2015
Champion
  Enterprises Inc       CHB       2.75     0.375      11/1/2037
Eastman Kodak Co        EK           7       3.1       4/1/2017
Eastman Kodak Co        EK        9.95       1.5       7/1/2018
Eastman Kodak Co        EK         9.2       3.6       6/1/2021
Energy Conversion
  Devices Inc           ENER         3     7.875      6/15/2013
Energy Future
  Holdings Corp         TXU       5.55        50     11/15/2014
Federal Home Loan Banks FHLB      1.55      96.5      6/13/2023
FiberTower Corp         FTWR         9         1       1/1/2016
GMX Resources Inc       GMXR         9        15       3/2/2018
GMX Resources Inc       GMXR       4.5      6.25       5/1/2015
Global Aviation
  Holdings Inc          GLAH        14    31.875      8/15/2013
HP Enterprise
  Services LLC          HPQ      3.875    94.525      7/15/2023
James River Coal Co     JRCC       4.5     33.75      12/1/2015
LBI Media Inc           LBIMED     8.5    28.875       8/1/2017
Lehman Brothers
  Holdings Inc          LEH          1    21.375      8/17/2014
Lehman Brothers
  Holdings Inc          LEH          1    21.375      8/17/2014
Lehman Brothers
  Holdings Inc          LEH       0.25    21.375      1/26/2014
Lehman Brothers
  Holdings Inc          LEH       1.25    21.375       2/6/2014
Lehman Brothers
  Holdings Inc          LEH          1    21.375      3/29/2014
OnCure Holdings Inc     ONCJ     11.75     49.25      5/15/2017
PMI Group Inc/The       PMI          6        31      9/15/2016
Penson Worldwide Inc    PNSN      12.5        24      5/15/2017
Penson Worldwide Inc    PNSN         8     8.625       6/1/2014
Penson Worldwide Inc    PNSN      12.5        24      5/15/2017
Platinum Energy
  Solutions Inc         PLATEN   14.25     57.85       3/1/2015
Powerwave
  Technologies Inc      PWAV     1.875         1     11/15/2024
Powerwave
  Technologies Inc      PWAV     1.875         1     11/15/2024
Residential
  Capital LLC           RESCAP   6.875      30.5      6/30/2015
SLM Corp                SLMA      5.25    85.086      3/15/2023
Savient
  Pharmaceuticals Inc   SVNT      4.75     23.71       2/1/2018
School Specialty Inc    SCHS      3.75    38.375     11/30/2026
TMST Inc                THMR         8       9.5      5/15/2013
Terrestar Networks Inc  TSTR       6.5        10      6/15/2014
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU         15    26.416       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU      10.25       6.5      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU      10.25     7.375      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU       10.5       7.2      11/1/2016
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU         15      26.6       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU       10.5         7      11/1/2016
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU      10.25     6.625      11/1/2015
UAL 2000-2 Pass
  Through Trust         UAL      7.762     2.008      4/29/2049
USEC Inc                USU          3      29.5      10/1/2014
Verso Paper
  Holdings LLC /
  Verso Paper Inc       VRS     11.375    47.375       8/1/2016
Verso Paper
  Holdings LLC /
  Verso Paper Inc       VRS       8.75    30.848       2/1/2019
WCI Communities
  Inc/Old               WCI          4       0.5       8/5/2023
Western Express Inc     WSTEXP    12.5     66.25      4/15/2015
Western Express Inc     WSTEXP    12.5     66.25      4/15/2015



                            *********

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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