TCR_Public/130821.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Wednesday, August 21, 2013, Vol. 17, No. 231


                            Headlines

1250 OCEANSIDE: RE Firm to Control Hokuli'a on Bankruptcy Exit
3460RJS INC: Case Summary & 6 Unsecured Creditors
56 WALKER: Plan Filing Deadline Extended to Aug. 23
ADT CORP: Moody's Assigns Ba2 CFR & Lowers Sr. Notes Rating to Ba2
AGFEED INDUSTRIES: Seeks to Pay $655,000 Bonuses to Key Employees

AGFEED INDUSTRIES: Seeks More Time to File Schedules & Statements
AGFEED INDUSTRIES: Seeks to Employ Young Conaway as Counsel
AGFEED INDUSTRIES: Taps Foley & Lardner as Special Counsel
AMERICAN AIRLINES: APA Chastizes Texas AG for Role in Merger Suit
AMT INDUSTRIES: Huakan Initiates Legal Action Following Default

ANCHOR BANCORP: Voluntary Chapter 11 Case Summary
APERION COMMUNITIES: Can Employ Forakis Law as Attorney
APERION COMMUNITIES: Files Schedules of Assets and Liabilities
ARCAPITA BANK: Linklaters Work Expanded to Include EuroLog
ARCAPITA BANK: Liquidation Procedures for Non-Eligible Securities

ARI-RC 3: U.S. Bank Wants Case Dismissal
ARI-RC 3: Sec. 341 Creditors' Meeting Rescheduled to Sept. 10
ATLANTIC CITY, N.J.: Struggles w/ Competition for Gambling Revenue
ATLANTIC COAST: Incurs $1.5 Million Net Loss in Second Quarter
BAM ENTERPRISES: Case Summary & 5 Unsecured Creditors

BELLA VISTA: Case Summary & 6 Unsecured Creditors
BEN ENNIS: Can Employ Lang Richert as General Bankruptcy Counsel
BIOLASE INC: Wohl & Fruchter Mulls Securities Lawsuit
CAPABILITY RANCH: Wants to Hire Marquis Aurbach as Counsel
CASCADE AG: Can Use Cash Collateral Until Asset Sale Closes

CATHERINE BRAND: Case Summary & 6 Unsecured Creditors
CENGAGE LEARNING: Committee Taps FTI as Financial Advisor
CENGAGE LEARNING: Committee Retains Moelis as Investment Banker
CENTAUR LLC: Ch. 11 Trustee Can Pursue $11MM Avoidance Action
CENTERPOINT ENERGY: Moody's Ups Preferred Shelf Rating to (P)Ba2

CHA CHA ENTERPRISES: Can Employ Felderstein Fitzgerald as Counsel
CHA CHA ENTERPRISES: Can Employ Thomas Lewis as Special Counsel
CHEYENNE HOTEL: Court Confirms Third Amended Plan
CINCINNATI BELL: S&P Retains 'BB-' Rating on Term Loan B
CLARK CABLE: Case Summary & 20 Largest Unsecured Creditors

COLOREP INC: $2.5MM DIP Loan From Meserole Has Final Approval
COMMONWEALTH BIOTECH: HedgePath Completes Reorganization Plan
CORNERSTONE HOMES: Can Employ Davidson Fink as Counsel
CORNERSTONE HOMES: U.S. Trustee Forms Three-Member Creditors Panel
CORNERSTONE HOMES: U.S. Trustee Objects to Disclosure Statement

D&L ENERGY: Has Until Nov. 12 to Decide on Unexpired Leases
DCS BUSINESS: Moody's Affirms 'B2' Corp. Family Rating
DESIGNLINE CORPORATION: Files for Chapter 11 in Delaware
DESIGNLINE CORPORATION: Case Summary & Creditors List
DETROIT, MI: Can Employ Kurtzman Carson as Noticing Agent

DONKATE LLC: Updated Case Summary & Creditors' Lists
EAST COAST BROKERS: Farmland, Red Rose Inn Sold at Auction
EASTMAN KODAK: Bankruptcy Court Confirms Plan of Reorganization
EASTMAN KODAK: Corrects List of Director Selections for Board
EASTMAN KODAK: Seeks Court Approval to Assume 173 Contracts

EASTMAN KODAK: Court Approves Eastman Business Park Deal
ENGILITY CORP: S&P Withdraws 'BB-' CCR Following Debt Repayment
EVERGREEN BEHAVIORAL: Case Summary & Creditors List
EXCEL MARITIME: Objects to Panel's Bid to Terminate Exclusivity
FIRST DATA: Incurs $189.1 Million Net Loss in Second Quarter

FLORIDA GAMING: Lender Dispute Prompts Bankruptcy Filing
GELT PROPERTIES: PRO Capital Wants to Foreclose on Tax Lien Certs
GENERAL AUTO: Motion to Reconsider Plan Confirmation Denied
GENERAL AUTO: January Hearing on Bid to Disqualify Tonkon Torp
GUITAR CENTER: Reports $8.5 Million Net Loss in Second Quarter

HARMONY FOODS: Moody's Withdraws B3 CFR After Company Sale
HARRISBURG, PA: AG Takes Up Harrisburg Incinerator Investigation
HAWKER BEECHCRAFT: Reorg Co. Aims to Shed Jet Business by Year End
HEALTH MANAGEMENT: Fitch Assigns 'BB-' Issuer Default Rating
HEDGELAND ENTERPRISES: Case Summary & 9 Largest Unsec. Creditors

HI-WAY EQUIPMENT: Plan Filing Period Extended Until Oct. 15
HI-WAY EQUIPMENT: Committee Can Retain Shannon Gracey as Counsel
ISC8 INC: PFG Extends Forbearance Period Until September 20
J & J DEVELOPMENTS: Trustee Seeks to Convert Case to Chapter 7
JEWISH COMMUNITY: Court Resets Confirmation Hearing to Aug. 26

K-V PHARMACEUTICAL: Asks for 4th Extension of Plan Exclusivity
K-V PHARMACEUTICALS: Creditors Slam Bondholders' Bid for Interest
KEYSTONE AUTOMOTIVE: S&P Assigns 'B' Corp. Credit Rating
LANDAUER HEALTHCARE: Case Summary & 30 Unsecured Creditors
LEHI ROLLER MILLS: Sold to KEB for $4.68 Million

LEVEL 3: Borrows $815 Million to Prepay Tranche B Term Loan
LANDAUER HEALTHCARE: Files for Chapter 11 to Sell to Quadrant
LANDAUER HEALTHCARE: Seeks to Use Lenders' Cash Collateral
LANDAUER HEALTHCARE: Proposes Epiq as Claims Agent
LIFE CARE: Hires Holland & Knight as Compliance Counsel

LIFE CARE: Hires Hamlyn as Marketing Consultant
MADISON PARK CHURCH: Lawyer Outlines Possible Bondholder Recovery
MAGNIFICENT EIGHT: Updated Case Summary & Creditors' Lists
MEMPHIS 2006: Voluntary Chapter 11 Case Summary
MGM RESORTS: Hikes President's Annual Salary to $1.2 Million

MOMENTIVE PERFORMANCE: Incurs $70 Million Net Loss in 2nd Qtr.
MOMENTIVE SPECIALTY: Swings to $28 Million Net Loss in 2nd Qtr.
MONARCH COMMUNITY: Incurs $824,000 Net Loss in Second Quarter
MORTGAGE GUARANTY: Moody's Lifts IFS to Ba3, Stable Outlook
MOTORCAR PARTS: Adopts New Form of Stock Option Agreement

MPG OFFICE: Brookfield Extends Tender Offer Until August 23
MUNICIPAL MORTGAGE: Steven Bloom Appointed as Director
NASSAU TOWER: Court Okays Hiring of Counsel, Realtors
NEW PAGE: Stora Enso to Pay $8MM to End Paper Antitrust MDL
NORTEL NETWORKS: Units Seek Delay of Trial in $7.5B Cash Row

OCD LLC: Asks Court to Dismiss Chapter 11 Case
OIL STATES: S&P Puts 'BB+' Corp. Credit Rating on CreditWatch Neg.
OMTRON USA: Administrator Seeks Chapter 7 Conversion
ORCHARD SUPPLY: Court Approves Lowe's Acquisition Agreement
ORCHARD SUPPLY: Lowe's to Acquire 72 Stores for $205 Million

OZ GAS: Must File Final Plan and Disclosure Statement by Sept. 23
PATRIOT COAL: UMWA President Lauds Approval of Settlement
PEREGRINE FINANCIAL: US Bank Wants to Depose Ex-CEO During Stay
PERSONAL COMMUNICATIONS: Selling Biz to Quality One in Chapter 11
PETER DEHAAN: Disclosures Approval Vacated; Changes Ordered

PICCADILLY RESTAURANTS: Can Expand Scope of FTI's Employment
PLY GEM HOLDINGS: Incurs $50.8 Million Net Loss in Second Qtr.
PRM FAMILY: Employs Cavanagh for Non-Bankruptcy Matters
PRM FAMILY: Committee Can Retain O'Keefe as Financial Advisor
PROGUARD ACQUISITION: Incurs $117,000 Net Loss in Second Quarter

RAVENWOOD HEALTHCARE: May Sell Assets to Naples Lending
REGIONAL EMPLOYERS: Hangley Aronchick Approved as Counsel
RESIDENTIAL CAPITAL: $597MM FGIC Deal Scores NY State Judge's OK
REVOLUTIONARY LLC: Case Summary & 2 Unsecured Creditors
REVSTONE INDUSTRIES: Rips Creditors' Ch. 11 Plan Over PBGC Claim

ROBERTS HOTELS: Muenks to Provide Tax Preparation Services
SARKIS INVESTMENTS: Hires Baker Hostetler as General Counsel
SARKIS INVESTMENTS: Files Schedules of Assets and Liabilities
SAVE MOST: Plan Outline Hearing Continued Until Oct. 2
SAVE MOST: Wants Exclusive Solicitation Period Extended to Dec. 12

SCOOTER STORE: Pact With Creditors Clears Way to Cash Order
SCOOTER STORE: Bids Due Sept. 19; Auction Now Set for Sept. 23
SCOOTER STORE: Court Approves Termination of DIP Facility
SCOOTER STORE: Guggenheim Replaces Morgan Joseph TriArtisan
SHILO INN: Levene Neale Approved as General Bankruptcy Counsel

SMBC HEALTHCARE: Liquidating Trustee Balks at Conversion Bid
SOTERA DEFENSE: S&P Revises Outlook to Neg. & Affirms 'CCC+' CCR
SOUTH FLORIDA SOD: Files List of Top Unsecured Creditors
SPRINT CORP: Clearwire Action to Help Boost Small Tower Companies
SSI PACIFIC: Case Summary & 5 Unsecured Creditors

TEAMWORK RETAIL: Case Summary & 20 Largest Unsecured Creditors
TECHPRECISION CORP: In Default of Certain Financial Covenants
THORNTON GATEWAY: Voluntary Chapter 11 Case Summary
TLO LLC: Can Continue to Use Cash Collateral Until Oct. 31
TLO LLC: Wells Fargo Objects to Bid for Additional DIP Loans

TLO LLC: Has Court OK to Employ Bayshore as Investment Banker
TROPICANA ENTERTAINMENT: Enters Agreement to Buy Lumiere Hotels
TUCSON ELECTRIC: S&P Raises Corp. Credit Rating From 'BB+'
TURNKEY METAL: Case Summary & 14 Unsecured Creditors
UNITED GILSONITE: Panel Wants Montgomery to Pursue Suit v. D&Os

UNIVERSAL HEALTH: Fitch Affirms 'BB' Issuer Default Ratings
US XPRESS: Moody's Changes Outlook to Negative & Keeps B3 CFR
VANDERRA RESOURCES: Amended Liquidation Plan Declared Effective
VILLAGE AT KNAPP'S: Taps Tishkoff & Associates as Counsel
VILLAGE AT KNAPP'S: Schedules Filing Deadline Extended to Aug. 27

VILLAGE AT KNAPP'S: Sec. 341(a) Creditors' Meeting on Sept. 4
WEST 380: U.S. Trustee Wants Case Converted to Chapter 7
WILCA CORP.: Case Summary & 22 Largest Unsecured Creditors
YPSILANTI SCHOOL: Moody's Affirms 'Ba3' GOULT Rating
ZUERCHER TRUST: Ch.11 Trustee Taps Grobstein as Fin'l Advisor

* Judge Endorses Use of Fraud Law against Bank of America
* Falcone Admits Wrongdoing, Agrees to Five-Year Ban
* Fitch Says U.S. P/C Industry Loss Reserves Remain Adequate
* Obama Urges Renewed Push for Wall Street Overhaul
* Banks Are Falling Short in Planning for the Worst, Fed Says

* Neuberger Sees Moderate Economic Growth in Emerging Markets
* The Deal Unveils Results of Q2 2013 Bankruptcy League Tables
* RealtyTrac Index Shows Metro Area Markets Lead Housing Recovery
* UpShot's Electronic Claims Filing Portal Gets Court Approval
* Thompson Hine Expands New York Office, Hires Lateral Partners

* Upcoming Meetings, Conferences and Seminars

                            *********

1250 OCEANSIDE: RE Firm to Control Hokuli'a on Bankruptcy Exit
--------------------------------------------------------------
Patrick Fitzgerald, writing for DBR Small Cap, reported that the
developer behind the long-stalled Hawaii development project known
as Hokuli'a filed its plan to exit bankruptcy protection that
hands control of the project to SunChase Holdings, a California
real-estate investment firm.

                   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.


3460RJS INC: Case Summary & 6 Unsecured Creditors
-------------------------------------------------
Debtor: 3460RJS, Inc.
        P.O. Box 357475
        Gainesville, FL 32635

Bankruptcy Case No.: 13-10268

Chapter 11 Petition Date: August 13, 2013

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

Judge: Karen K. Specie

Debtor's Counsel: Kevin B. Paysinger, Esq.
                  BANKRUPTCY LAW FIRM OF LANSING J. ROY
                  1710 Shadowood Lane, Suite 210
                  Jacksonville, FL 32207
                  Tel: (904) 391-0030 x152
                  Fax: (904) 391-0031
                  E-mail: kpaysinger@jacksonvillebankruptcy.com

Scheduled Assets: $844,048

Scheduled Liabilities: $1,584,891

A copy of the list of six largest unsecured creditors is
available for free at http://bankrupt.com/misc/flnb13-10268.pdf

The petition was signed by Ronald J. Shema, president.


56 WALKER: Plan Filing Deadline Extended to Aug. 23
---------------------------------------------------
56 Walker LLC sought and obtained an extension until Aug. 23,
2013, of the deadline to file its Chapter 11 plan and disclosure
statement.

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

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

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


ADT CORP: Moody's Assigns Ba2 CFR & Lowers Sr. Notes Rating to Ba2
------------------------------------------------------------------
Moody's Investors Service downgraded the ratings on The ADT
Corporation's senior unsecured notes to Ba2 from Baa2.
Concurrently, Ba2 Corporate Family and Ba2-PD Probability of
Default ratings were assigned. The Prime-2 short-term commercial
paper rating was withdrawn and a Speculative Grade Liquidity
rating of SGL-1 was assigned. The ratings outlook is stable. This
concludes the review for downgrade initiated on July 31, 2013
following ADT's announcement that it intends to raise target
leverage to 3x debt/EBITDA over time.

Ratings assigned:

Corporate Family Rating, Ba2

Probability of Default Rating, Ba2-PD

Speculative Grade Liquidity Rating, SGL-1

Ratings downgraded (and Loss Given Default assessments assigned):

$750 million senior unsecured notes due 2017, to Ba2 (LGD4, 53%)
from Baa2

$1 billion senior unsecured notes due 2022, to Ba2 (LGD4, 53%)
from Baa2

$700 million senior unsecured notes due 2023, to Ba2 (LGD4, 53%)
from Baa2

$750 million senior unsecured notes due 2042, to Ba2 (LGD4, 53%)
from Baa2

Rating withdrawn:

Commercial Paper short-term rating, Prime-2

Ratings Rationale:

The downgrade in ADT's senior unsecured notes rating to Ba2 and
assignment of a Ba2 CFR reflects not only rising financial
leverage, but an unusual fluidity in financial policies. ADT's
latest leverage target represents the third financial policy
within the past year and the second public increase in target
leverage since the spin-off from Tyco in September 2012.

"Given the competitive risks and investment needs ADT is facing,
we consider financial policies evolving towards higher leverage to
be more consistent with a speculative grade profile", stated
Moody's analyst Suzanne Wingo. The downgrade further considers an
expected increase in acquisition activity and the financial risks
associated with buying customer accounts and operations from
competitors.

ADT's ratings benefit from the predictability and stability of
annuity-like revenues and cash flows provided by subscriber
contracts, subject to expectations about attrition rates. ADT is
the market leader in the residential alarm monitoring space in
North America with about a 25% market share. This market is highly
fragmented and the next largest competitor generates less than
one-sixth of ADT's alarm monitoring revenue. However, new
competitors such as wireless and cable companies are expanding
their presence in monitoring services; bundled packages could lead
to pricing pressure and promotional discounts over time. Moody's
believes the penetration of interactive services is also growing,
but evolving technology presents risk that could require
incremental investments.

The SGL-1 Speculative Grade Liquidity rating reflects Moody's
expectation that ADT will maintain a very good liquidity profile,
supported by strong cash flow generation and large revolver
availability. Moody's expects ADT to generate at least $300
million of free cash flow over the next year, even with net
attrition in the 13-14% range and organic account growth of 4-5%.
About $675 million will be available on the $750 million revolver
at fiscal year-end and Moody's expects the outstanding balance,
used for an acquisition, to be repaid quickly.

The stable outlook reflects Moody's expectation that ADT will
maintain very good liquidity, pay reasonable multiples for
acquisitions, and successfully integrate acquisitions into
operations. The ratings could be downgraded if debt / EBITDA
exceed 3.5x, debt / RMR is sustained above 22x, attrition rates or
dealer multiples increase materially, or liquidity deteriorates.
While not expected in the near term, the ratings could be upgraded
if the company demonstrates a commitment to more conservative
financial policies, including debt / EBITDA sustained below 2.5x
and debt / RMR below 18x. Attrition rates and pricing would also
need to be maintained at levels such that levered steady state
free cash flow to debt approaches 20% and take rates on
interactive services reaches industry averages.

The principal methodology used in this rating was the Global
Business & Consumer Service Industry 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.

The ADT Corporation (NYSE: ADT) is a leading provider of
electronic security, interactive home and business automation and
monitoring services for residences and small business in the US
and Canada. ADT has over 6.5 million subscribers and annual
revenues in excess of $3 billion.


AGFEED INDUSTRIES: Seeks to Pay $655,000 Bonuses to Key Employees
-----------------------------------------------------------------
AgFeed USA, LLC, et al., seek authority from the U.S. Bankruptcy
Court for the District of Delaware to pay bonuses in the maximum
amount of approximately $655,532 to certain key executives and
employees.

The Debtors seek authority to honor their obligations in
connection with certain key executive employment and incentive
agreements with Edward Pazdro, Chief Accounting Officer, and
Gerard R. Daignault, Chief Financial Officer.  Mr. Pazdro will be
paid an amount equal to 12 months' salary of his then-current or
most recent base salary upon a sale event.  Mr. Daignault, upon a
sale event, will be paid an amount equal to six months' salary of
his then-current or most recent base salary.

The Debtors also ask the Court to approve their key executive
incentive plan (KEIP) and key manager incentive plan (KMIP) for
four employees, which are both designated to optimize the value
received by the Debtors' estates from any proposed sales.  The
KEIP covers two of the Debtors' executive officers.  Upon the
successful consummation and closing of the sale or series of sales
of the assets of AgFeed USA, the KEIP participants would each be
entitled to a one-time payment of $10,000.  Upon the successful
completion of any wind down tasks as management directs and their
termination, the KEIP Participants will each be entitled to a one-
time payment equivalent to six months' salary.

The KMIP covers to non-insider management level employees.  The
KMIP Participants would be each entitled to a one-time payment of
$10,000 upon the successful consummation and closing of a sale of
a series of sales of AgFeed USA's assets.

Moreover, to incentive their employees to achieve higher
performance levels and to retain their workforce, the Debtors seek
authority to pay earned bonus program holdbacks to certain key
executives.  The KEIP Participants have unpaid prepetition earned
bonus program holdbacks in the aggregate amount of $10,532.

According to Donald J. Bowman, Jr., Esq., at Young Conaway
Stargatt & Taylor, LLP, in Wilmington, Delaware, the skills,
knowledge and motivation of the participants are essential to
meeting the Debtors' budget, preserving the going concern value of
the Debtors' businesses, and achieving the highest or otherwise
best possible value for the Debtors' business through a sale.

The Debtors are also represented by Robert S. Brady, Esq., Robert
F. Poppiti, Jr., and Ian J. Bambrick, Esq., at Young Conaway
Stargatt & Taylor, LLP, in Wilmington, Delaware.

                      About Agfeed Industries

AgFeed Industries, formerly known as M2 P2, LLC, is an
international agribusiness with operations in the U.S. and China.
AgFeed has two business lines: animal nutrition in premix,
concentrates and complete feeds and hog production.  In the U.S.,
AgFeed's hog production unit, M2P2, is a market leader in setting
new standards for production efficiency and productivity.  AgFeed
believes the transfer of these processes, procedures and
techniques will allow its new Western-style Chinese hog production
units to set new standards for production in China.  China is the
world's largest pork market consuming 50 percent of global
production and over 62 percent of total protein consumed in China
is pork.  Hog production in China currently enjoys income tax free
status.

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

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


AGFEED INDUSTRIES: Seeks More Time to File Schedules & Statements
-----------------------------------------------------------------
AgFeed USA, LLC, et al., ask the U.S. Bankruptcy Court for the
District of Delaware to grant them additional time to file their
schedules of assets and liabilities and statements of financial
affairs.

The Debtors' management as well as their employees assisting with
the collection and analysis of the information needed for the
Schedules and Statements are intimately involved with the sale
process, which is both complex and time consuming, Donald J.
Bowman, Jr., Esq., at Young Conaway Stargatt & Taylor, LLP, in
Wilmington, Delaware, tells the Court.  Given the significant
burdens already imposed on the Debtors' management and employees
by the commencement of the Chapter 11 cases and the sale process,
the Debtors' request for additional time to complete and file the
required Schedules and Statements is reasonable, Mr. Brownman
asserts.

A hearing on the Debtors' extension request will be held on
Sept. 30, 2013, at 10:00 a.m. (ET).  Objections are due Aug. 23.

The Debtors are also represented by Robert S. Brady, Esq., Robert
F. Poppiti, Jr., and Ian J. Bambrick, Esq., at Young Conaway
Stargatt & Taylor, LLP, in Wilmington, Delaware.

                      About Agfeed Industries

AgFeed Industries, formerly known as M2 P2, LLC, is an
international agribusiness with operations in the U.S. and China.
AgFeed has two business lines: animal nutrition in premix,
concentrates and complete feeds and hog production.  In the U.S.,
AgFeed's hog production unit, M2P2, is a market leader in setting
new standards for production efficiency and productivity.  AgFeed
believes the transfer of these processes, procedures and
techniques will allow its new Western-style Chinese hog production
units to set new standards for production in China.  China is the
world's largest pork market consuming 50 percent of global
production and over 62 percent of total protein consumed in China
is pork.  Hog production in China currently enjoys income tax free
status.

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

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


AGFEED INDUSTRIES: Seeks to Employ Young Conaway as Counsel
-----------------------------------------------------------
AgFeed USA, LLC, et al., seek authority from the U.S. Bankruptcy
Court for the District of Delaware to employ Young Conaway
Stargatt & Taylor, LLP, as bankruptcy attorneys.

The principal attorneys and paralegal presently designated to
represent the Debtors and their current hourly rates are:

  Robert S. Brady, Esq. -- rbrady@ycst.com             $730
  Donald J. Bowman, Jr., Esq. -- dbowman@ycst.com      $420
  Robert F. Poppiti, Esq. -- rpoppiti@ycst.com         $355
  Ian J. Bambrick, Esq.  -- ibrambrick@ycst.com        $300
  Ashley E. Markow, Esq. -- amarkow@ycst.com           $285
  Chad Corazza, Paralegal                              $175

The firm will also be reimbursed for any necessary out-of-pocket
expenses.

Mr. Brady assures the Court that his firm is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy Code and does not represent any interest adverse to the
Debtors and their estates.  Mr. Brady discloses that pursuant to
an engagement agreement, on Feb. 14, 2013, the firm received a
retainer of $60,000 and additional retainer supplements of $60,000
in March, $50,000 in April, $150,000 in May, $100,000 in June, and
$300,000 in July, in connection with the planning and preparation
of a Chapter 11 filing and the postpetition representation of the
Debtors.

                      About Agfeed Industries

AgFeed Industries, formerly known as M2 P2, LLC, is an
international agribusiness with operations in the U.S. and China.
AgFeed has two business lines: animal nutrition in premix,
concentrates and complete feeds and hog production.  In the U.S.,
AgFeed's hog production unit, M2P2, is a market leader in setting
new standards for production efficiency and productivity.  AgFeed
believes the transfer of these processes, procedures and
techniques will allow its new Western-style Chinese hog production
units to set new standards for production in China.  China is the
world's largest pork market consuming 50 percent of global
production and over 62 percent of total protein consumed in China
is pork.  Hog production in China currently enjoys income tax free
status.

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

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


AGFEED INDUSTRIES: Taps Foley & Lardner as Special Counsel
----------------------------------------------------------
AgFeed USA, LLC, et al., seek authority from the U.S. Bankruptcy
Court for the District of Delaware to employ Foley & Lardner LLP
as special counsel to, among other things, advise the Debtors with
respect to the proposed sale of all or substantially all of the
Debtors' assets.

The currently hourly rates charged by Foley for professionals and
paraprofessionals expected to be employed on the matter are the
following:

   Partners                   $500-$950
   Senior Counsel             $450-$750
   Associates                 $300-$500
   Paraprofessionals          $175-$280

The firm will also be reimbursed for any necessary out-of-pocket
expenses.

Selig D. Sacks, Esq. -- ssacks@foley.com -- a partner in the firm
of Foley & Lardner LLP, in New York, assures the Court that his
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

Mr. Sacks disclosed that during the 90 days prior to the Petition
Date, the firm received payment from the Debtors for professional
services rendered in the ordinary course of business in the
aggregate amount of approximately $908,655 in fees and $162,098 in
expense reimbursements.  As of the Petition Date, the firm held a
retainer in the amount of approximately $250,000.  On July 19,
Foley applied $28,397 of the retainer toward outstanding
prepetition fees and expenses.

                      About Agfeed Industries

AgFeed Industries, formerly known as M2 P2, LLC, is an
international agribusiness with operations in the U.S. and China.
AgFeed has two business lines: animal nutrition in premix,
concentrates and complete feeds and hog production.  In the U.S.,
AgFeed's hog production unit, M2P2, is a market leader in setting
new standards for production efficiency and productivity.  AgFeed
believes the transfer of these processes, procedures and
techniques will allow its new Western-style Chinese hog production
units to set new standards for production in China.  China is the
world's largest pork market consuming 50 percent of global
production and over 62 percent of total protein consumed in China
is pork.  Hog production in China currently enjoys income tax free
status.

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

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


AMERICAN AIRLINES: APA Chastizes Texas AG for Role in Merger Suit
-----------------------------------------------------------------
Law360 reported that the pilots' union for American Airlines
criticized Texas Attorney General Greg Abbott for joining the U.S.
Department of Justice's challenge to the carrier's $11 billion
merger with U.S. Airways, warning that banning the merger would
undercut the airline.

According to the report, the Allied Pilots Association, which
represents American's 10,000 pilots, warned that the attorney
general and gubernatorial candidate's decision to fight the merger
could end up harming the Texas residents served by the very same
local routes and jobs Abbott has professed a desire to protect.

The case is UNITED STATES OF AMERICA et al v. COMMONWEALTH OF
VIRGINIA et al., Case No. 1:13-cv-01236 (D.D.C.).

                       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)


AMT INDUSTRIES: Huakan Initiates Legal Action Following Default
---------------------------------------------------------------
Huakan International Mining Inc. previously reported that Gold
Crown LLC, AMT Industries Canada Inc. and Mineral Invest
International MII AB were in default of performing obligations to
the Company under a Letter Agreement dated March 26, 2013.  Gold
Crown, AMT and Mineral Invest continue to be in default of those
obligations.  The Company has commenced an action in the Supreme
Court of British Columbia against AMT, Gold Crown and Mineral
Invest to enforce its security in respect of the Greenwood Gold
Property and to collect the amounts owing to the Company by AMT,
Gold Crown and Mineral Invest.  As well, the Company has filed a
Notice of Application to the Court for the appointment of a
Receiver over all of the assets and undertakings of AMT.  The
application hearing is presently scheduled for September 4, 2013.

AMT Industries Canada, Inc. owns Tillicum Mountain gold property
in south-eastern British Columbia, Canada.  The company is based
in Canada.  As of July 16, 2007, AMT Industries Canada, Inc. is a
subsidiary of Advanced Mineral Technologies, Inc.


ANCHOR BANCORP: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Anchor BanCorp Wisconsin Inc.
        25 West Main Street
        Madison, WI 53703

Bankruptcy Case No.: 13-14003

Chapter 11 Petition Date: August 12, 2013

Court: U.S. Bankruptcy Court
       Western District of Wisconsin

Judge: Chief Judge Robert D. Martin

Debtor's Counsel: Rebecca R. DeMarb, Esq.
                  KERKMAN DUNN SWEET DeMARB
                  121 S. Pinckney Street, Suite 525
                  Madison, WI 53703
                  Tel: 608-310-5502
                  E-mail: rdemarb@kerkmandunn.com

                       - and -

                  Laura D. Steele, Esq.
                  KERKMAN & DUNN
                  757 N Broadway, Ste 300
                  Milwaukee, WI 53202
                  Tel: 414-277-8200
                  E-mail: Lsteele@kerkmandunn.com

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

Estimated Liabilities: $100,000,000 to $500,000,000

As of March 31, 2013, the Debtor listed total assets of
$2,367,583,000 and total liabilities of $2,427,447,000.

A list of the Company's largest unsecured creditors filed with the
petition is available for free at:

          http://bankrupt.com/misc/wiwb13-14003list.pdf

The petition was signed by Mark D. Timmerman, Executive Vice
President, Secretary and General Counsel.


APERION COMMUNITIES: Can Employ Forakis Law as Attorney
-------------------------------------------------------
Aperion Communities LLLP sought and obtained approval from the
U.S. Bankruptcy Court to employ Adam E. Hauf, Esq., at The Forakis
Law Firm PLC, as counsel.

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

Counsel may be reached at:

         Adam E. Hauf, Esq.
         THE FORAKIS LAW FIRM PLC
         346 E. Palm Lane
         Phoenix, AZ 85004
         Tel: (602) 254-2000
         E-mail: ldlaw@ldlawaz.com

                   About Aperion Communities

Aperion Communities LLLP filed a bare-bones Chapter 11 petition
(Bankr. D. Ariz. Case No. 13-12040) on July 15, 2013.  Adam E.
Hauf, Esq., at The Forakis Law Firm PLC, serves as counsel.  The
Debtor estimated at least $10 million in assets and $1 million to
$10 million in liabilities in its schedules.


APERION COMMUNITIES: Files Schedules of Assets and Liabilities
--------------------------------------------------------------
Aperion Communities LLLP filed with the Bankruptcy Court for the
District of Arizona its schedules of assets and liabilities,
disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                   $75,235
  B. Personal Property            $1,664,900
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                        $0
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                       $38,831,583
                                 -----------      -----------
        TOTAL                     $1,740,136      $36,831,583

                   About Aperion Communities

Aperion Communities LLLP filed a bare-bones Chapter 11 petition
(Bankr. D. Ariz. Case No. 13-12040) on July 15, 2013.  Adam E.
Hauf, Esq., at The Forakis Law Firm PLC, serves as counsel.  The
Debtor estimated at least $10 million in assets and $1 million to
$10 million in liabilities in its schedules.


ARCAPITA BANK: Linklaters Work Expanded to Include EuroLog
----------------------------------------------------------
Arcapita Bank B.S.C.(c), et al., ask the U.S. Bankruptcy Court for
the Southern District of New York to authorize the Debtors to
modify and expand the terms of retention of Linklaters LLP as
special counsel to the Debtors to include services provided in
connection with negotiations for the sale of the assets of the
EuroLog Affiliates, effective July 15, 2013.

The Motion is set for hearing on Aug. 27, 2013, at 11:00 a.m. The
Objection Deadline is Aug. 20, 2013 at 4:00 p.m.

This Court approved Linklaters' original employment application
pursuant to an order entered on May 17, 2012.  As set forth in the
Original Application, the Debtors retained Linklaters to, among
other things, assist with international nonbankruptcy matters and
to advise the Debtors with respect to their investments in various
portfolio companies.

Specifically, the EuroLog Affiliates have agreed to provide a
retainer to Linklaters in the amount of GBP400,000, and the
parties have agreed that the Debtors will be liable for legal
expenses relating to (i) any internal corporate approvals required
by the Debtors or their affiliates to execute the EuroLog Sale and
(ii) the Debtors' bankruptcy proceedings.  Under the terms of the
Supplemental Engagement Letter, the Debtors will not be directly
liable for Linklaters' other fees except in the case of an
"Arcapita Abort Event" (for instance, if the Debtors or the
EuroLog Affiliates withdraw from the EuroLog Sale), under the
terms and conditions set forth in the Supplemental Engagement
Letter.  Even in the case of an Arcapita Abort Event, the
Purchaser has agreed that it will still be liable for any amount
of the Linklaters Fees attributable to additional due diligence by
Linklaters.

Moreover, any liability of the Debtors for the Linklaters Fees
will be assumed by RA Holding Corp. and RA Holdco 2 LLC on or
around the time of the Effective Date of the Plan.  Therefore, the
only situation in which the Debtors would be directly responsible
for paying the entire amount of the Linklaters Fees would be if
(a) an Arcapita Abort Event occurred and (b) the Plan's Effective
Date has not occurred.

Linklaters intends to (a) charge for its legal services on an
hourly basis in accordance with its ordinary and customary
hourly rates in effect on the date services are rendered and (b)
seek reimbursement of actual and necessary out-of-pocket expenses.
The applicable hourly billable rates for the EuroLog Services to
be rendered are:

i. London Rates (GBP)

    Partner                    GBP750
    Counsel                       650
    Managing Associate            600
    A2                            500
    A1                            400
    Trainee                       275

ii. European Rates (Euro)

                        Poland  Spain  Germany  France  Luxembourg
                        ------  -----  -------  ------  ----------
    Partner             EUR570 EUR710   EUR710  EUR750      EUR750
    Managing Associate/
    Counsel                425    625      600     600         600
    Associate              315    475      475     475         475

As disclosed in connection with the Original Application,
Linklaters has connections to the Debtors and parties in interest
in these cases and  Linklaters does not have any adverse
interest in connection with the EuroLog Services performed in
connection with this Supplemental Application.

                        About Arcapita Bank

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

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

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

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

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

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

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

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

As reported in the TCR on Jun 19, 2013, the Bankruptcy Court for
the Southern District of New York entered its Findings of Fact,
Conclusions of Law, and Order confirming the Second Amended Joint
Chapter 11 Plan of Reorganization of Arcapita Bank B.S.C.(c) and
Related Debtors with respect to teach Debtor other than Falcon Gas
Storage Company, Inc.

A copy of the Confirmed Second Amended Joint Plan (With First
Technical Modifications) is available at:

          http://bankrupt.com/misc/arcapita.doc1265.pdf


ARCAPITA BANK: Liquidation Procedures for Non-Eligible Securities
-----------------------------------------------------------------
Arcapita Bank B.S.C.(c), et al., ask the U.S. Bankruptcy Court for
the Southern District of New York to confirm the Debtors'
authority to implement liquidation procedures, pursuant to the
Debtors' confirmed Chapter 11 Plan of Reorganization for
Securities that must be liquidated pursuant to the Plan because
they are distributable to Claimants who are not eligible to
receive such Securities.

As defined in the Plan, Non-Eligible Claimants are those Claimants
who are not any of the following: (i) a Qualified Purchaser, (ii)
a Knowledgeable Employee, or (iii) a Non-U.S. Person.
Accordingly, the Plan provides that if a Non-Eligible Claimant is
entitled to receive Securities, those Securities "shall be
liquidated," and the applicable Non-Eligible Claimant "shall
receive the proceeds thereof in lieu of any other Distribution."

The Debtors believe that most, if not all, of the Non-Eligible
Claimants will hold small Claims in Class 5(a).  The Debtors have
determined that because the Securities will be issued over an
extended course of time pursuant to Section 8.3 of the Plan, the
costs of liquidating the Securities that would otherwise be
distributed to Non-Eligible Claimants (the "Non-Eligible
Securities") through seriatim sales of relatively small batches of
Non-Eligible Securities will be disproportionate to the proceeds
that can be realized from such sales.  Accordingly, the Debtors
believe that they should be authorized to liquidate the Non-
Eligible Securities that would otherwise be distributable to
Holders of Claims in Class 5(a) by providing the Non-Eligible
Claimants in Class 5(a) with a recovery that is consistent with
the recovery provided to other Holders of Class 5(a) Claims that
made the Convenience Class Election.

Given the expected costs of liquidating the Non-Eligible
Securities, the Debtors propose to treat Non-Eligible Claimants in
Class 5(a) whose aggregate Allowed Class 5(a) Claims are less than
or equal to $160,000 as if they had made the Convenience Class
Election (the "Deemed Convenience Class Treatment").

Because of securities regulations and the costs associated with
liquidating the Securities pursuant to a formal auction, the
Debtors further propose to provide the Deemed Convenience Class
Treatment to all other Non-Eligible Claimants with Claims in Class
5(a) unless they choose to opt-out of such treatment on a
"securities eligibility form," which will be sent to all Holders
of Claims and Interests entitled to receive Securities pursuant to
the Plan.  In other words, the Debtors propose to pay each Non-
Eligible Claimant receiving the Deemed Convenience Class Treatment
in Cash in an amount equal to the lesser of (i) 50% of the
aggregate sum of such Non-Eligible Claimant's Allowed
Class 5(a) Claims, or (ii) $12,500.

The Motion is set for hearing on Aug. 27, 2013, at 11:00 a.m. The
Objection Deadline is Aug. 20, 2013 at 4:00 p.m.

                        About Arcapita Bank

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

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

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

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

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

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

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

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

As reported in the TCR on Jun 19, 2013, the Bankruptcy Court for
the Southern District of New York entered its Findings of Fact,
Conclusions of Law, and Order confirming the Second Amended Joint
Chapter 11 Plan of Reorganization of Arcapita Bank B.S.C.(c) and
Related Debtors with respect to teach Debtor other than Falcon Gas
Storage Company, Inc.

A copy of the Confirmed Second Amended Joint Plan (With First
Technical Modifications) is available at:

          http://bankrupt.com/misc/arcapita.doc1265.pdf


ARI-RC 3: U.S. Bank Wants Case Dismissal
----------------------------------------
U.S. Bank National Association asks the U.S. Bankruptcy Court for
the Central District of California to dismiss the Chapter 11 cases
of ARI-RC 3, LLC, et al.

U.S. Bank, as Trustee for the registered holders of ML-CFC
Commercial Mortgage Trust 2007-5, Commercial Mortgage Pass-Through
Certificates, Series 2007-5, by and through CWCapital Asset
Management LLC, solely in its capacity as Special Servicer,
relates that the Debtors have no right to any income from the
property because (i) the property has not generated a profit since
December 2011; and (ii) the loan has been in default since March
2013.  The Debtors have no source of income to pay the
administrative costs of their Bankruptcy Cases, let alone to fund
reorganization.

U.S. Bank notes that the Debtors consist of 19 (of 35) TIC
Investors, which allegedly hold in the aggregate a 58% interest in
two commercial buildings commonly known as Rancho Conejo I and II,
located in Thousand Oaks, California, relates that the Debtors had
no typical ownership rights in the property.  The remaining 16 TIC
Investors who have not filed bankruptcy petitions hold an
approximately 42% interest in the property, and thus, their
interests are not part of any bankruptcy estate or subject to the
jurisdiction of the Court.

A Sept. 25, 2013, hearing at 10 a.m. has been set to consider U.S.
Bank's request.

Keith C. Owens, Esq. -- kowens@venable.com -- at Venable LLP
represents U.S. Bank.

                        About ARI-RC 3, LLC

Steamboat Springs, Colorado-based ARI-RC 3, LLC, et al., filed for
Chapter 11 protection on Aug. 1, 2013, (Bankr. C. D. Calif. Lead
Case No. 13-15108).  John-Patrick M. Fritz, Esq., at Levene Neale
Bender Rankin et al., represents the Debtor in its restructuring
effort.  The Debtors estimated assets at $10 million to
$50 million as of the Chapter 11 filing.

The petitions were signed by R. Frederick Hodder, Jr. and Monroe
Sawhill Hodder, trustees.

Some of their affiliates sought Chapter 11 protection on Aug. 2,
2013, while other sought Chapter 11 protection on July 15, 2013.


ARI-RC 3: Sec. 341 Creditors' Meeting Rescheduled to Sept. 10
-------------------------------------------------------------
The U.S. Trustee for Region 16 rescheduled to Sept. 10, 2013, at
1 p.m., the meeting of creditors in the Chapter 11 cases of
ARI-RC 3, LLC, et al.  The meeting will be held at the Office of
the U.S. Trustee located at 21051 Warner Center Lane, No. 105
Woodland Hills, CA 91367.  The meeting was previously set for
Aug. 20.

                        About ARI-RC 3, LLC

Steamboat Springs, Colorado-based ARI-RC 3, LLC, et al., filed for
Chapter 11 protection on Aug. 1, 2013, (Bankr. C. D. Calif. Lead
Case No. 13-15108).  John-Patrick M. Fritz, Esq., at Levene Neale
Bender Rankin et al., represents the Debtor in its restructuring
effort.  The Debtors estimated assets at $10 million to
$50 million as of the Chapter 11 filing.

The petitions were signed by R. Frederick Hodder, Jr. and Monroe
Sawhill Hodder, trustees.

Some of their affiliates sought Chapter 11 protection on Aug. 2,
2013, while other sought Chapter 11 protection on July 15, 2013.


ATLANTIC CITY, N.J.: Struggles w/ Competition for Gambling Revenue
------------------------------------------------------------------
J. Freedom du Lac, writing for The Washington Post, reported that
the billboard hard by the Atlantic City Expressway is supposed to
speak for a single casino, not an entire company town. But Revel
Casino Resort's marketing slogan resonates loudly throughout this
struggling seaside resort.

"Gamblers Wanted," it says. And how.

According to the report, Atlantic City, the erstwhile East Coast
gambling mecca, is on an epic losing streak; over the past six
years, competitive and economic forces have crushed the local
casino economy, driving revenue down more than 40 percent.

Once, the city that inspired the board game Monopoly had its own
gambling monopoly on this side of the country, the report related.
Now, it's more Marvin Gardens than Boardwalk, with states from
Maryland to Maine lining up to join the high-stakes game for tax
revenue and middle-class jobs.

In 2006, when gambling in Atlantic City reached record levels,
there were 27 commercial and tribal casinos, slots parlors and
racetrack casinos in the Mid-Atlantic and Northeast, according to
the University of Massachusetts at Dartmouth's Center for Policy
Analysis, the report said.  Now, there are 55 -- with more casinos
coming in Maryland, Pennsylvania and Massachusetts.

Pennsylvania, which first allowed casino gambling in 2006,
surpassed New Jersey last year as the second-largest U.S. gambling
market (after Nevada), with players choosing convenience (a single
casino close to home) over critical mass (there are a dozen
casinos in Atlantic City, that state's only gambling locale), the
report noted.


ATLANTIC COAST: Incurs $1.5 Million Net Loss in Second Quarter
--------------------------------------------------------------
Atlantic Coast Financial Corporation filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $1.55 million on $7.38 million of
total interest and dividend income for the three months ended
June 30, 2013, as compared with a net loss of $2.99 million on
$8.62 million of total interest and dividend income for the same
period last year.

For the six months ended June 30, 2013, the Company reported a net
loss of $3.59 million on $14.92 million of total interest and
dividend income, as compared with a net loss of $4.70 million on
$17.37 million of total interest and dividend income for the same
period a year ago.

As of June 30, 2013, the Company incurred a net loss of $3.59
million on $14.92 million of total interest and dividend income,
as compared with a net loss of $4.70 million on $17.37 million of
total interest and dividend income for the same period last year.

The Company's balance sheet at June 30, 2013, showed $742.19
million in total assets, $711.02 million in total liabilities and
$31.16 million in total stockholders' equity.

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

                        http://is.gd/xXI4tA

                        About Atlantic Coast

Jacksonville, Florida-based Atlantic Coast Financial Corporation
is the holding company for Atlantic Coast Bank, a federally
chartered and insured stock savings bank.  It is a community-
oriented financial institution serving northeastern Florida and
southeastern Georgia markets through 12 locations, with a focus on
the Jacksonville metropolitan area.

The Company reported a net loss of $6.66 million on $33.50 million
of total interest and dividend income for the year ended Dec. 31,
2012, as compared with a net loss of $10.28 million on $38.28
million of total interest and dividend income in 2011.

McGladrey LLP, in Jacksonville, Florida, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012.  The independent auditors noted that the
Company has suffered recurring losses from operations that have
adversely impacted capital at Atlantic Coast Bank.  The failure to
comply with the regulatory consent order may result in Atlantic
Coast Bank being deemed undercapitalized for purposes of the
consent order and additional corrective actions being imposed that
could adversely impact the Company's operations.  This raises
substantial doubt about the Company's ability to continue as a
going concern.


BAM ENTERPRISES: Case Summary & 5 Unsecured Creditors
-----------------------------------------------------
Debtor: BAM Enterprises, LLC
        26741 Portla Parkway,Suite 1E #525
        Foothill Ranch, CA 92610

Bankruptcy Case No.: 13-16890

Chapter 11 Petition Date: August 13, 2013

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

Judge: Theodor Albert

Debtor's Counsel: Marc C. Forsythe, Esq.
                  GOE & FORSYTHE, LLP
                  18101 Von Karman Avenue Ste 510
                  Irvine, CA 92612
                  Tel: (949) 798-2460
                  Fax: (949) 955-9437
                  E-mail: kmurphy@goeforlaw.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 five unsecured creditors,
filed together with the petition, is available for free at
http://bankrupt.com/misc/cacb13-16890.pdf

The petition was signed by Brian Horowitz, CEO.

Affiliate that filed separate Chapter 11 petition:

                                                 Petition
   Debtor                              Case No.     Date
   ------                              --------     ----
Brian Alan Michael Horowitz
and Tammy Jean Horowitz                13-11658   02/25/13


BELLA VISTA: Case Summary & 6 Unsecured Creditors
-------------------------------------------------
Debtor: Bella Vista Apartments, LLC
        5541 N. 29th Drive
        Phoenix, AZ 85017

Bankruptcy Case No.: 13-14204

Chapter 11 Petition Date: August 16, 2013

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

Judge: Brenda Moody Whinery

Debtor's Counsel: Blake D. Gunn, Esq.
                  LAW OFFICE OF BLAKE D. GUNN
                  P.O. Box 22146
                  Mesa, AZ 85277-2146
                  Tel: (480) 270-5073
                  E-mail: blake.gunn@gunnbankruptcyfirm.com

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

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

The Company's list of its six largest unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/azb13-14204.pdf

The petition was signed by Fernando Rodriguez, member.


BEN ENNIS: Can Employ Lang Richert as General Bankruptcy Counsel
----------------------------------------------------------------
David Stapelton, the administrator to the plan liquidation of Ben
Ennis, dba Ennis Homes, LLC, sought and obtained approval from the
U.S. Bankruptcy Court to employ Lang, Richert & Patch, P.C. as
general bankruptcy and litigation counsel.

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

a. advising the Plan Administrator with regard to the requirements
   of the Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules, the
   guidelines and requirements of the OUST as they pertain to the
   Plan Administrator, and the Plan;

b. advising the Plan Administrator with regard to certain rights
   and remedies of under the Plan and the rights, claims, and
   interest of creditors; and

c. representing the Plan Administrator in any proceeding or
   hearing in the Bankruptcy Court or any other court, panel, or
   tribunal involving the Plan Administrator unless the Plan
   Administrator is represented in such proceeding or hearing by
   other special counsel.

LRP has agreed to accept a retainer of $12,500 from the assets of
the former estate of Ben Ennis.

                       About Ben Ennis

Porterville, California-based Ben Ennis, dba Ennis Homes, LLC,
filed its Chapter 11 Petition on Oct. 25, 2010, with Bankruptcy
Case No. 10-62315, before the U.S. Bankruptcy Court Eastern
District of California (Fresno).  Judge Frederick E. Clement
oversees the case.  Elizabeth E. Waldow, Esq., Riley C. Walter,
Esq., and Michael L. Wilhelm, Esq., represent the Debtor as
counsel.

Justin D. Harris, Esq., represents Chapter 11 Trustee Terence J.
Long as counsel.


BIOLASE INC: Wohl & Fruchter Mulls Securities Lawsuit
-----------------------------------------------------
The law firm of Wohl & Fruchter LLP is investigating possible
violations of federal securities laws by officers and directors of
BIOLASE, Inc.

On August 7, 2013, after the close of the market, Biolase issued a
press release announcing its financial and operating results for
the second quarter ended June 30, 2013.  In the release, the
Company disclosed, among other things, that it "no longer expects
to generate cash from operations overall for the year ending
December 31, 2013," and that its cash balances as of June 30, 2013
totaled approximately $2.1 million.

Subsequently, in its Form 10-Q filed on August 9, 2013, the
Company disclosed that, on August 5, 2013, the Company's lender,
Comerica Bank (Comerica) waived the Company's noncompliance with
the minimum EBITDA covenant in the agreement governing the
Company's revolving credit facility with Comerica.  However, in
connection with the waiver, the Company's borrowing capacity under
the facility was reduced from $10.0 million to $7.5 million,
pending agreement with Comerica on amended covenants.

Upon the above and other negative news, BIOL shares declined over
53% over seven trading days, from a close of $3.42/share on August
7, 2013, to a close of $1.60/share on August 16, 2013.

Wohl & Fruchter's investigation concerns whether Biolase
management has improperly concealed from investors, among other
things, the severity of the Company's liquidity problems.

Persons with relevant information, and BIOL shareholders with
questions about this investigation, are invited to contact the
attorney below, or our Firm by calling 866.833.6245.

Additional information is available on our website at:

     http://www.wohlfruchter.com/cases/biol

                      About Wohl & Fruchter

Wohl & Fruchter LLP -- http://www.wohlfruchter.com-- represents
plaintiffs in litigation arising from fraud and other fiduciary
breaches by corporate managers, as well as other complex
litigation matters.

                           BIOLASE, Inc.

Headquartered in Irvine, California, BIOLASE, Inc., formerly
BIOLASE Technology, Inc. -- http://www.biolase.com-- is a medical
technology company that develops, manufactures and markets lasers,
and markets and distributes dental imaging equipment and other
related products designed for applications and procedures in
dentistry and medicine.


CAPABILITY RANCH: Wants to Hire Marquis Aurbach as Counsel
----------------------------------------------------------
Capability Ranch, LLC, asks the U.S. Bankruptcy Court for the
District of Nevada for permission to employ David A. Colvin, Esq.
-- dcolvin@maclaw.com -- at Marquis Aurbach Coffing as counsel.

On Aug. 6, 2013, the Debtor notified the Court that Marquis
Aurbach has replaced Thomas H. Fell, Esq., at Gordon Silver.

The Debtor desires to retain Marquis because of the legal services
that may be required and the fact that the nature and extent of
the services are not known at the time.

The hourly rates of the firm's personnel are:

         Mr. Colvin                    $350
         Attorney                      $315 - $175
         Legal Assistants/Paralegals   $155 - $85

To the best of the Debtor's knowledge, Marquis does not hold or
represent any interest adverse to the Debtor or its estates.

The Court will consider the Debtor's request at a hearing on
Sept. 10 hearing, at 10:30 a.m.

                      About Capability Ranch

Las Vegas-based Capability Ranch, LLC, fdba Monroe Property
Company, LLC, filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case
No. 12-21121) on Sept. 21, 2012.

Bankruptcy Judge Bruce A. Markell originally oversaw the case.
The Hon. Laurel E. Davis later assumed the case.  David A. Colvin,
Esq. at Marquis Aurbach Coffing represents the Debtor as counsel.

Capability Ranch disclosed $50,253,785 in assets and $88,476,018
in liabilities as of Chapter 11 filing.  The Debtor said it owns
property on 40060 Paws Up Road in Greenough, Montana.  The
property is a 37,000-acre luxury Montana ranch and Montana resort.
According to http://www.pawsup.com/,The Resort at Paws Up has 28
luxury  vacation homes and 24 luxury camping tents.  The resort
offers horseback riding, fly fishing, and spa treatments.


CASCADE AG: Can Use Cash Collateral Until Asset Sale Closes
-----------------------------------------------------------
Cascade Ag Services, Inc., on July 19 obtained authority from
Judge Karen A. Overstreet of the U.S. Bankruptcy Court for the
Western District of Washington at Seattle to continue using cash,
accounts, and inventory until the anticipated sale of its assets
closes, likely in late August.

According to the Debtor's counsel, John R. Rizzardi, Esq., at
Cairncross & Hempelmann, P.S., in Seattle, Washington, if the
Debtor's ability to use its cash Collateral expires after July 31,
2013, the Debtor would be forced to cease operations on August 1
-- well before a sale closes.  Potential going-concern purchasers
will no doubt account for the costs of restarting operations by
decreasing their bids -- or by not submitting going-concern bids
at all, if they deem restarting overly burdensome, Mr. Rizzardi
states.

If the Court approves a sale of the Debtor's assets as a going
concern at the sale hearing to (to take place as contemplated the
week of August 12, 2013, or at a later date set by the Court), and
such sale closes before August 31, the Debtor's authorization to
use Cash Collateral will expire upon the closing of the Court-
approved sale or such other day as the Court may determine at the
time of the sale hearing.

If the Debtor reasonably believes prior to the date of the sale
hearing that its assets will not be sold as a going concern, the
Debtor shall, as soon as reasonably practicable, file a motion to
amend the cash collateral order, and note the motion for hearing
on the date set for the sale hearing.

The Debtor's cumulative expenditures for the period beginning
July 28, 2013 and ending August 31, 2013 will not exceed
$1,435,205, which amount is equal to the total budgeted
disbursements for that period.

Jessica Tsao, Esq., at Cairncross & Hempelmann, P.S., in Seattle,
Washington, also represent the Debtor.

                         About Cascade AG

Cascade AG Services, Inc., dba Pleasant Valley Farms, fdba
Mountain View Produce, Inc., fdba Staffanson Harvesting LLC, fdba
Sterling Investment Group, L.L.C., is a vegetable processing
company that processes Washington-grown cucumbers and cabbage into
pickles and sauerkraut.

Cascade AG filed for Chapter 11 bankruptcy (Bankr. W.D. Wash. Case
No. 12-18366) on Aug. 13, 2012.  In amended schedules, the Debtor
disclosed $25,522,648 in assets and $21,354,742 in liabilities as
of the Chapter 11 filing.

Lawyers at Cairncross & Hempelmann PS, in Seattle, serve as the
Debtor's counsel.  Clyde A. Hamstreet & Associates, LLC, is the
Debtor's chief restructuring officer and financial advisor.  The
petition was signed by Craig Staffanson, president.

The U.S. Trustee appointed seven creditors to the Official
Unsecured Creditors' Committee.  Lawrence R. Ream, Esq., at
Schwabe, Williamson & Wyatt PC, Seattle, represents the Committee
as counsel.

DIP lender One PacificCoast Bank, FSB, is represented by Brad T.
Summers, Esq., and David W. Criswell, Esq.

The Plan filed in the Debtor's case contemplates a $3.0 million
capital infusion.  Money contributed to fund the Plan will be used
to satisfy Administrative Expense Claims to the extent that those
Claims must be satisfied for Confirmation, unless there is
agreement with Holders of Administrative Expense Claims to defer
payment.


CATHERINE BRAND: Case Summary & 6 Unsecured Creditors
-----------------------------------------------------
Debtor: Catherine Brand Realty, LLC
        1039 Kentucky Street
        Bowling Green, KY 42101

Bankruptcy Case No.: 13-11003

Chapter 11 Petition Date: August 16, 2013

Court: U.S. Bankruptcy Court
       Western District of Kentucky (Bowling Green)

Judge: Joan A. Lloyd

Debtor's Counsel: Mark H. Flener, Esq.
                  P.O. Box 8
                  1143 Fairway Street, Suite 101
                  Bowling Green, KY 42102-0008
                  Tel: (270) 783-8400
                  Fax: (270) 783-8873
                  E-mail: mark@flenerlaw.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 six unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/kywb13-11003.pdf

The petition was signed by Catherine Brand, member.


CENGAGE LEARNING: Committee Taps FTI as Financial Advisor
---------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in the
Chapter 11 cases of Cengage Learning, Inc., et al., seeks
authority from the U.S. Bankruptcy Court for the Eastern District
of New York to retain FTI Consulting, Inc., as financial advisor
to be paid the following hourly rates:

   Senior Managing Directors                     $790-$895
   Directors/Managing Directors                  $570-$755
   Consultants/Senior Consultants                $290-$540
   Administrative/Paraprofessionals/Associates   $120-$250

The Committee assures the Court that FTI Consulting is a
"disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code and does not represent any interest adverse
to the Committee.

                      About Cengage Learning

Stamford, Connecticut-based Cengage Learning --
http://www.cengage.com/-- provides innovative teaching, learning
and research solutions for the academic, professional and library
markets worldwide.  Cengage Learning's brands include
Brooks/Cole, Course Technology, Delmar, Gale, Heinle, South
Western and Wadsworth, among others.  Apax Partners LLP bought
Cengage in 2007 from Thomson Reuters Corp. in a $7.75 billion
transaction.  The acquisition was funded in part with $5.6 billion
in new debt financing.

Cengage Learning Inc. filed a petition for Chapter 11
reorganization (Bankr. E.D.N.Y. Case No. 13-bk-44106) on July 2,
2013, in Brooklyn, New York, after signing an agreement where
holders of $2 billion in first-lien debt agree to support a
reorganization plan.  The plan will eliminate more than $4 billion
of $5.8 billion in debt.

First-lien lenders who signed the so-called plan-support agreement
include funds affiliated with BlackRock Inc., Franklin Mutual
Adviser LLC, KKR & Co. and Oaktree Capital Management LP.  Second-
lien creditors and holders of unsecured notes aren't part of the
agreement.

The Debtors have tapped Kirkland & Ellis LLP as counsel, Lazard
Freres & CO. LLC as financial advisor, Alvarez & Marsal North
America, LLC, as restructuring advisor, and Donlin, Recano &
Company, Inc., as claims and notice agent.

A nine-member official committee of unsecured creditors has been
appointed in the Debtors' Chapter 11 cases.


CENGAGE LEARNING: Committee Retains Moelis as Investment Banker
---------------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in the
Chapter 11 cases of Cengage Learning, Inc., et al., seeks
authority from the U.S. Bankruptcy Court for the Eastern District
of New York to retain Moelis & Company LLC as its investment
banker to be paid a $150,000 monthly fee and a $4,000,000 fee upon
the consummation of any restructuring.  Moelis will also be
reimbursed for any necessary out-of-pocket expenses.

The Committee assures the Court that Moelis is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy Code and does not represent any interest adverse to the
Committee.

                      About Cengage Learning

Stamford, Connecticut-based Cengage Learning --
http://www.cengage.com/-- provides innovative teaching, learning
and research solutions for the academic, professional and library
markets worldwide.  Cengage Learning's brands include
Brooks/Cole, Course Technology, Delmar, Gale, Heinle, South
Western and Wadsworth, among others.  Apax Partners LLP bought
Cengage in 2007 from Thomson Reuters Corp. in a $7.75 billion
transaction.  The acquisition was funded in part with $5.6 billion
in new debt financing.

Cengage Learning Inc. filed a petition for Chapter 11
reorganization (Bankr. E.D.N.Y. Case No. 13-bk-44106) on July 2,
2013, in Brooklyn, New York, after signing an agreement where
holders of $2 billion in first-lien debt agree to support a
reorganization plan.  The plan will eliminate more than $4 billion
of $5.8 billion in debt.

First-lien lenders who signed the so-called plan-support agreement
include funds affiliated with BlackRock Inc., Franklin Mutual
Adviser LLC, KKR & Co. and Oaktree Capital Management LP.  Second-
lien creditors and holders of unsecured notes aren't part of the
agreement.

The Debtors have tapped Kirkland & Ellis LLP as counsel, Lazard
Freres & CO. LLC as financial advisor, Alvarez & Marsal North
America, LLC, as restructuring advisor, and Donlin, Recano &
Company, Inc., as claims and notice agent.

A nine-member official committee of unsecured creditors has been
appointed in the Debtors' Chapter 11 cases.


CENTAUR LLC: Ch. 11 Trustee Can Pursue $11MM Avoidance Action
-------------------------------------------------------------
Law360 reported that a Delaware bankruptcy judge refused to toss
an $11 million avoidance action in the Chapter 11 proceeding of
casino and racetrack operator Centaur LLC, ruling the litigation
trustee had made a sufficient case to allege the prepetition
distribution to two minority stakeholders was "objectively
unreasonable."

According to the report, U.S. Bankruptcy Judge Kevin J. Carey
ruled that defendants Joseph and Linda Porr Sweeney's arguments
that they received the reasonably equivalent value of their 7.9
percent stake in the undeveloped Valley View Downs racetrack and
casino are not enough.

                       About Centaur LLC

Indianapolis, Indiana-based, Centaur, LLC, aka Centaur Indiana,
LLC -- http://www.centaurgaming.net/-- was involved in the
development and operation of entertainment venues focused on horse
racing and gaming.  The Company and its affiliates filed for
Chapter 11 bankruptcy protection on March 6, 2010 (Bankr. D. Del.
Case No. 10-10799).  Jeffrey M. Schlerf, Esq., at Fox Rothschild
LLP, assists the Company in its restructuring effort.  The Company
disclosed assets of $584 million and debt of $681 million as of
the Petition Date.

Affiliates Centaur PA Land LP and Valley View Downs LP filed for
bankruptcy reorganization in October 2009 to keep alive a project
to develop a racetrack in Pennsylvania.  The filings were made
following the failure to make payments due in October on a
$382.5 million first-lien debt and a $192 million second-lien
credit.

All the companies are subsidiaries of closely held Centaur Inc.,
which isn't in bankruptcy.

Centaur LLC was authorized in August 2010 to sell the Fortune
Valley Hotel & Casino 40 miles west of Denver to Luna Gaming
Central City LLC for $7.5 million cash, plus a $2.5 million note.

The Debtor obtained approval of its reorganization plan at a
Feb. 18, 2011 confirmation hearing.  The Plan would slash the
casino operator's debt by two-thirds to $260 million.  The Plan,
as revised, is based on a settlement reached by the Debtors with
the Official Committee of Unsecured Creditors, the settlement was
entered among the Debtors, the Official Committee of Unsecured
Creditors, and Credit Suisse AG, Cayman Islands Branch, as
administrative agent and collateral agent for lenders that
provided first lien revolving credit and term loans prepetition.
Under the Plan, second-lien lenders are to split $3.4 million in
notes that pay in kind.  Unsecured creditors of Valley View Downs
now will receive the lesser of 50% paid in cash or a share of $1.5
million cash.  Other general unsecured creditors also will have
the lesser of half payment or sharing $650,000 in cash.


CENTERPOINT ENERGY: Moody's Ups Preferred Shelf Rating to (P)Ba2
----------------------------------------------------------------
Moody's Investors Service upgraded the senior unsecured rating of
CenterPoint Energy Inc. to Baa2 from Baa3 and the senior unsecured
rating of its subsidiary, CenterPoint Energy Houston Electric LLC.
to Baa1 from Baa2. In addition, Moody's upgraded CNP's short term
rating to Prime -- 2 from Prime -- 3.The ratings of CNP's other
major subsidiary, CenterPoint Energy Resources Corp. (CERC, senior
unsecured Baa2), is affirmed. The rating outlook for all three
entities is stable.

Ratings Rationale:

The rating upgrade reflects Moody's assessment of CEHE's and CNP's
recent financial results and future financial prospects, driven by
CEHE's stable and improved Transmission and Distribution (T&D)
utility business, which benefits its parent CNP.

"CEHE's operations in the low risk T&D business have fundamentally
improved as reflected in its solid financial metrics, putting
behind its true-up appeal with the Public Utility Commission of
Texas (PUCT)," said Moody's Vice President Toby Shea, "The upgrade
of CNP also takes into consideration its debt reduction effort
using awarded recovery bond securitization proceeds."

The regulatory regime in Texas is viewed to be particularly credit
supportive for T&D utilities. Texas has implemented several rate
trackers and securitization policies for recovery of utility
expenses such as bad debt, pension expenses and weather related
restoration costs. It also allows the timely rate base recognition
of investments in transmission and distribution assets in between
rate cases. The 10% ROE and 45% equity layer authorized in 2011
are considered to be on par with most other US jurisdictions.

The business fundamentals of CEHE have stabilized, underpinned by
a strong Texas economy, particularly in the greater Houston area
that CEHE serves. CEHE also demonstrates a solid underlying
financial performance from a credit perspective. Its cash flow to
debt metric (CFO pre-WC /debt) is around 15% and this figure is
closer to 17% net of securitization debt.

Moody's view incorporated in the stable rating outlooks for CEHE
and CNP is that CenterPoint Energy will continue to focus on the
low risk T&D and LDC business segments, as well as conservatively
managing the growth and volatility of Enable Midstream Partner, LP
(Baa3), a joint venture MLP formed with a subsidiary of OGE Energy
Corp (Baa1).

CenterPoint Energy, Inc., is an electric and gas distribution
company headquartered in Houston, Texas.

The principal methodology used in this rating was Regulated
Electric and Gas Utilities published in August 2009.

Ratings Upgrade

Issuer: CenterPoint Energy, Inc. (CNP)

- Long term Issuer Rating: upgraded to Baa2, from Baa3

- Commercial Paper: upgraded to P-2, from P-3

- Senior Unsecured: upgrade to Baa2, from Baa3

- Senior Unsecured Bank Credit Facility: upgraded to Baa2, from
  Baa3

- Subordinated: upgraded to Baa3, from Ba1

- Pref. Shelf: upgraded to (P)Ba1, from (P)Ba2

Issuer: CenterPoint Energy Houston Electric LLC. (CEHE)

- Long Term Issuer Rating: upgraded to Baa1, from Baa2

- Senior Unsecured Bank Credit Facility: upgraded to Baa1, from
  Baa2

- Senior Secured: upgraded to A2, from A3

Issuer: Reliant HL&P

- Bkd First Mortgage Bonds: upgraded to A2, from A3

Ratings Affirmation

Issuer: CenterPoint Energy Resources Corp. (CERC)

- Commercial Paper: affirmed at P-2

- Senior Unsecured: affirmed at Baa2

- Senior Unsecured Bank Facility: affirmed at Baa2


CHA CHA ENTERPRISES: Can Employ Felderstein Fitzgerald as Counsel
-----------------------------------------------------------------
Cha Cha Enterprises, LLC, sought and obtained permission from the
U.S. Bankruptcy Court for the Northern District of California to
employ Felderstein Fitzgerald Willoughby & Pascuzzi LLP as
counsel.

Felderstein Fitzgerald will, among other things, assist the Debtor
in all bankruptcy issues which may arise in the operation of the
Debtor's business, including negotiations with creditors, interest
groups and any Official Committee of Unsecured Creditors, at these
hourly rates:

      Steven H. Felderstein, Managing Partner       $595
         E-mail: sfelderstein@ffwplaw.com
      Donald W. Fitzgerald, Partner                 $495
         E-mail: dfitzgerald@ffwplaw.com
      Thomas A. Willoughby, Partner                 $495
         E-mail: twilloughby@ffwplaw.com
      Paul J. Pascuzzi, Partner                     $475
         E-mail: ppascuzzi@ffwplaw.com
      Jason E. Rios, Partner                        $395
         E-mail: jrios@ffwplaw.com
      Jennifer E. Niemann, Counsel                  $375
         E-mail: jniemann@ffwplaw.com
      Holly A. Estioko, Associate                   $350
      Karen L. Widder, Legal Assistant              $195

To the best of the Debtor's knowledge, Felderstein Fitzgerald does
not hold or represent an interest adverse to the Debtor and is a
"disinterested person" as that term is defined in U.S.C. Sec.
101(14).

Cha Cha Enterprises, LLC, filed a Chapter 11 petition (Bankr. N.D.
Cal. Case No. 13-53894) on July 22, 2013.  The Debtor estimated at
least $10 million in assets and liabilities.


CHA CHA ENTERPRISES: Can Employ Thomas Lewis as Special Counsel
---------------------------------------------------------------
Cha Cha Enterprises, LLC, sought and obtained approval from the
U.S. Bankruptcy Court for the Northern District of California to
employ the Law Offices of Wm. Thomas Lewis as special counsel.

The Special Counsel will, among other things:

      a. review, negotiate and prepare various real estate leases
         and purchase agreements;

      b. review, negotiate and prepare documents related to loans
         and extensions of credit;

      c. review, negotiate and prepare various documents related
         to various commercial transactions;

      d. provide advice and representation in the defense of
         various litigation matters asserted by third parties; and

      e. provide advice, and representation regarding the
         initiation and prosecution of various litigation matters
         against third parties.

The Special Counsel will be compensated at these hourly rates:

         Wm. Thomas Lewis          $420
         William L. Zillman        $420
         Paralegal                 $160

To the best of the Debtor's knowledge, the Special Counsel does
not hold or represent an interest adverse to the Debtor and is a
"disinterested person" as that term is defined in U.S.C. Sec.
101(14).

Cha Cha Enterprises, LLC, filed a Chapter 11 petition (Bankr. N.D.
Cal. Case No. 13-53894) on July 22, 2013.  The Debtor estimated at
least $10 million in assets and liabilities.  Steven H.
Felderstein, Esq., Donald W. Fitzgerald, Esq., Thomas A.
Willoughby, Esq., Paul J. Pascuzzi, Esq., Jason E. Rios, Esq., and
Jennifer E. Niemann, Esq., at Felderstein Fitzgerald et al, serve
as counsel to the Debtor.


CHEYENNE HOTEL: Court Confirms Third Amended Plan
-------------------------------------------------
On Aug. 16, 2013, the U.S. Bankruptcy Court for the District of
Colorado confirmed Cheyenne Hotel Investments, LLC's Third Amended
Plan of Reorganization dated Aug. 5, 2013.

The deadline for the Effective Date of the Plan, as defined in the
Plan, will be Nov. 11, 2013, failing which the Court's Order may
be vacated by the Court sua sponte or on application of a party in
interest.

As reported in the TCR on August 16, the Third Amended Plan makes
clear that one of the condition to the occurrence of the effective
date of the Plan is for the Debtor or the Reorganized Debtor, as
the case may be, to pay Wells Fargo all unpaid non-default
interest having accrued through and including the Effective Date
under the Wells Fargo Loan Documents and Wells Fargo's costs.

The provision on the sale of the Hotel Premises subject to the
terms of the Wells Fargo Loan Documents has been omitted in the
third amended version of the Plan.

A copy of the Third Amended Plan is available at:

      http://bankrupt.com/misc/CHEYENNEHOTEL_3rdAmdPlan.PDF

As previously reported by The Troubled Company Reporter, the Plan
contemplates the continuation of the Debtor's business after the
confirmation date. Wells Fargo will retain its liens on and
security interests in the property of the Debtor.

The Plan designates claims and interests in the Debtor -- Class 1A
Secured Tax Claims, Class 1B Priority Claims, Class 2 Wells Fargo
Secured Claim, Class 3A Small Unsecured Claims, Class 3B General
Unsecured claims and Class 4 Equity Interests.

* Class 1A Claims will be paid in full within three years of the
Petition Date.

* Class 1B Claims will be paid in its allowed amount on the Plan
Effective Date.

* Class 2 Claim will be deemed an allowed secured claim for the
full amount asserted in the Wells Fargo proof of claim. The
Debtor will also pay interest on the claim. Maturity date of
the Wells Fargo Notes will be extended to five years after the
Effective Date.

* Class 3A Claims will receive a single payment equal to the
lesser of $800, or 80% of the Allowed Claim.

* Class 3B Claims will be paid in six equal installments.

* Class 4 Interests will be retained after the Effective Date.

About Cheyenne Hotels LLC

Cheyenne Hotels LLC, which owns and operates the Hampton Inn &
Suites in Colorado Springs, Colorado, filed for Chapter 11
bankruptcy (Bankr. D. Colo. Case No. 11-37518) on Nov. 25, 2011.
Judge A. Bruce Campbell presides over the case, taking over from
Judge Michael E. Romero. Thomas F. Quinn, Esq., at Thomas F. Quinn
PC, serves as the Debtor's counsel.

Cheyenne Hotels estimated $10 million to $50 million in both
assets and debts. The petition was signed by Tanveer Khan,
manager.

Affiliate Cheyenne Hotel Investments LLC filed for Chapter 11
bankruptcy protection (Bankr. D. Colo. Case No. 11-25379) on
June 28, 2011, disclosing assets of $12,912,702 and liabilities of
$8,074,325 as of the Petition Date. Thomas F. Quinn, Esq., also
represents the Debtor as counsel.

No committee of creditors or equity security holders has been
appointed in the Debtors' case.


CINCINNATI BELL: S&P Retains 'BB-' Rating on Term Loan B
--------------------------------------------------------
Standard & Poor's Ratings Services said that its 'BB-' issue-level
rating (two notches above the corporate credit rating) on
Cincinnati Bell Inc.'s (CBI) proposed senior secured term loan B
due 2020 is unchanged following the company's upsizing of the loan
to $540 million from the originally proposed $400 million.  The
recovery rating on this debt is '1', indicating S&P's expectation
for very high (90% to 100%) recovery in the event of a payment
default.  In addition, the recovery ratings on the company's
existing senior unsecured debt and subordinated debt remain
unchanged.

S&P expects that CBI will use proceeds from the term loan to
refinance its higher coupon 8.25% senior notes due 2017.  The
borrower under the proposed senior secured term loan is CBI.  The
credit facilities are guaranteed by all existing and future
subsidiaries, excluding certain subsidiaries such as CBI's wholly
owned incumbent local exchange carrier (ILEC) subsidiary
Cincinnati Bell Telephone Co., as well as the receivables
financing facility at wholly owned subsidiary Cincinnati Bell
Funding LLC.  Therefore, the credit facility is structurally
junior to obligations at these subsidiaries, including unsecured
obligations.

The corporate credit rating on Cincinnati Bell is 'B' and the
outlook is stable.

RATINGS LIST

Cincinnati Bell Inc.
Corporate Credit Rating         B/Stable/--

Ratings Unchanged

Cincinnati Bell Inc.
Senior Secured
  $540M term loan B due 2020     BB-
   Recovery Rating               1


CLARK CABLE: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Clark Cable Services, Inc.
        P.O. Box 448
        Newport, NC 28570

Bankruptcy Case No.: 13-05071

Chapter 11 Petition Date: August 13, 2013

Court: United States Bankruptcy Court
       Eastern District of North Carolina (Wilson)

Judge: Randy D. Doub

Debtor's Counsel: Trawick H Stubbs, Jr., Esq.
                  STUBBS & PERDUE, P.A.
                  P.O. Drawer 1654
                  New Bern, NC 28563
                  Tel: (252) 633-2700
                  Fax: (252) 633-9600
                  E-mail: efile@stubbsperdue.com

Scheduled Assets: $513,920

Scheduled Liabilities: $1,108,987

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/nceb13-5071.pdf

The petition was signed by Terry V. Clark, president.


COLOREP INC: $2.5MM DIP Loan From Meserole Has Final Approval
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
authorized, on a final basis, Colorep, Inc., et al., to borrow
from the DIP Lenders multiple draw term loans up to an aggregate
principal amount outstanding not to exceed $2,500,000 (inclusive
of interim dip advances) to provide working capital for the
Debtors and for payment of administrative expenses until the
termination date.

The Debtors said they do not have available sources of working
capital and financing to carry on the operation of their business
without obtaining the DIP Financing.  The Debtors were unable to
obtain financing on more favorable terms from sources other than
the DIP Lenders.

As adequate protection from any diminution in value of the
lender's collateral, the Debtor will grant the lenders replacement
liens upon and security interests in all property of the Debtors'
estates, subject to a carve-out on certain expenses.

The terms of the DIP financing include among other things:

Borrower:                      Colorep, Inc. and Transprint USA,
                               Inc.

DIP Agent and DIP Lenders:     Meserole, LLC in its capacity as
                               DIP Agent and together with the
                               other lenders from time to time
                               party hereto.

Commitment/Availability:       The DIP Lenders will make loans to
                               the Borrower under a senior
                               secured, priming debtor-in-
                               possession term credit facility in
                               an aggregate amount not to exceed
                               $2,500,000.

Use of Proceeds:               All advances under the DIP Facility
                               will be used to (i) fund ongoing
                               working capital requirements during
                               the pendency of the Debtors'
                               Chapter 11 bankruptcy cases,
                               including payment of the borrower's
                               trade payables and employee wages,
                               in each case in accordance with the
                               budget; (ii) pay U.S. Trustee and
                               professional fees and expenses
                               associated with the Chapter 11
                               bankruptcy cases of the Debtors in
                               accordance with the budget; and
                               (iii) for general corporate
                               purposes in accordance with the
                               budget compliance with the budget
                               will be measured every week,
                               subject to a weekly line item
                               variance not to exceed 10%, except
                               as more specifically provided in
                               the Final DIP Order.

Interest:                      Interest on the outstanding balance
                               of the DIP Facility will accrue at
                               the rate of 10 percent per annum
                               and will be calculated each month
                               on the basis of actual days elapsed
                               and a 360-day year, and will be
                               payable on the maturity date.
                               Interest on the DIP Facility will
                               increase to 13 percent per annum,
                               to the extent permitted by
                               applicable law, upon notice of
                               occurrence, and during continuance,
                               of an event of default.

Maturity:                      The DIP Facility will be repayable
                               in full on the date that is the
                               earliest of (i) 90 days from the
                               Petition Date; (ii) the effective
                               date of a plan of reorganization;
                               (iii) the consummation of a sale of
                               all or substantially all of the
                               assets of the Debtors under Section
                               363 of the Bankruptcy Code; and
                               (iv) delivery of the carve-out
                               event notice;

Additionally, the Debtors will take action to conduct a sale of
substantially all of their assets as a going concern pursuant to
Bankruptcy Code Section 363 in accordance with these milestones:

   i) file with the Bankruptcy Court one or more motions, each in
form and substance acceptable to the DIP Agent and DIP Lenders,
seeking approval of a Court-approved sale process and bidding
procedures within 10 days of the Petition Date.  The Prepetition
Lender and the DIP Lenders, or their designee, may subsequently
submit a bid to act as the stalking horse bidder or otherwise to
purchase the assets subject to the perfected liens in the
Prepetition Collateral and the DIP Collateral, respectively,
through credit bid of the obligations secured by such perfected
liens.

  ii) obtain entry of a Bankruptcy Court order, in form
and substance satisfactory to the DIP Agent and DIP Lenders,
approving the Bid Procedures Motion not later than Aug. 9, 2013;

iii) holding an auction for the sale transaction within 45 days
following the Petition Date;

  iv) obtaining entry of a Bankruptcy Court order, in form
and substance reasonably satisfactory to the winning bidder
at the auction, approving of the asset purchase agreement
and sale of the assets and assumption and assignment of designated
contracts pursuant to Section 365 to the winning bidder at the
auction within 55 days of the Petition Date; and

  v) closing of the sale transaction no later than Sept. 30.

                        About Colorep Inc.

Colorep Inc., an industrial printer from Harrisonburg, Virginia,
filed for Chapter 11 protection (Bankr. C.D. Cal. Case No. 13-
27689) on July 10 in Los Angeles, owing $17 million to secured
lender Meserole LLC.  The company licenses a fabric-dyeing
process known as AirDye.  Colorep's subsidiary Transprint USA Inc.
also filed in Chapter 11.  Transprint produces transfer-printing
paper.

Meserole, LLC, is represented by Frank T. Pepler, Esq., at DLA
PIPER LLP (US), and Stuart M. Brown, Esq., at DLA Piper LLP (US).


COMMONWEALTH BIOTECH: HedgePath Completes Reorganization Plan
-------------------------------------------------------------
HedgePath Pharmaceuticals, Inc. on Aug. 19 disclosed that it has
completed a series of transactions to effectuate the
reorganization of Commonwealth Biotechnologies, Inc. (CBTI) and
CBTI's exit from its previously announced Chapter 11 proceedings
via a Plan of Reorganization that will enable HPPI to operate as a
public company.

As a new public company, HPPI will continue its program to
initiate the clinical development of itraconazole (a drug
currently approved by the U.S. Food and Drug Administration (FDA)
as an anti-fungal agent) to re-purpose it and evaluate its
potential as a treatment for cancer, with an initial focus on
skin, prostate and lung cancers in the U.S. market.

In the fourth quarter of 2013, HPPI plans to apply to the FDA for
Investigational New Drug (or IND) approval for itraconazole to
treat cancer as a disease category, and thereafter file for
individualized clinical trial protocols for each of HPPI's target
cancer indications so that HPPI may have the ability to initiate
parallel clinical trials.

In addition, the company is currently exploring strategic
collaborations and financing opportunities to support its clinical
development and future commercialization of its therapies.

The reorganization transactions, which were undertaken in
furtherance of CBTI's Plan of Reorganization, which was approved
by CBTI's stockholders and creditors and confirmed by the
bankruptcy court in March 2013, consist of the following:

-- On August 9, 2013, Commonwealth Biotechnologies, Inc., a
Virginia corporation which filed for voluntary Chapter 11
bankruptcy protection in January 2011, merged with a newly formed,
wholly owned Delaware subsidiary called HedgePath Pharmaceuticals,
Inc. By this transaction, the company changed its name to
HedgePath Pharmaceuticals, Inc. and its state of incorporation
from Virginia to Delaware.  Commonwealth Biotechnologies' common
stock previously traded under the symbol "CBTI."

-- Upon such reincorporation, HPPI entered into an agreement with
privately held Hedgepath, LLC pursuant to which Hedgepath, LLC
contributed and/or assigned to the company certain intellectual
property assets and contract rights that will allow HPPI to pursue
its new business opportunity going forward.

-- In consideration of the contribution of such assets, and as
contemplated by CBTI's Plan of Reorganization, Hedgepath, LLC was
issued shares of newly created Series A Preferred Stock of HPPI
representing 90% of the fully diluted voting securities of HPPI.
As required by the Plan of Reorganization, such shares will not be
convertible into HPPI common stock and will not be transferrable
for a period of at least one year.

-- As part of this transaction, CBTI's existing officers and
directors voluntarily resigned and a new board of directors and
executive officers were appointed.  As required by the Plan of
Reorganization, HPPI's board will consist of Frank E. O'Donnell,
Jr. M.D., Nicholas J. Virca and Samuel P. Sears, Jr. Also, Dr.
O'Donnell will serve as Executive Chairman of HPPI, Mr. Virca will
serve as President and Chief Executive Officer of HPPI, and
Garrison J. Hasara will serve as Chief Financial Officer,
Treasurer and Secretary of HPPI.

-- As a result of the bankruptcy proceedings, HPPI will have no
long term debt or material liabilities, and its assets will
consist of those contributed by Hedgepath, LLC and those to be
developed, acquired or licensed by the company going forward in
connection with its business.

As the elements of the company's reorganization plan have now been
implemented (including the payment in full of all company
creditors), the company will be moving in the coming weeks to
formally close its bankruptcy case.  As part of the
reorganization, existing CBTI stockholders retain an aggregate 10%
interest in HPPI.

Additional details regarding this transaction and HPPI's business
plan going forward will be provided in a Current Report on Form 8-
K to be filed by the company with the Securities and Exchange
Commission.

Nicholas J. Virca, HPPI's President and Chief Executive Officer,
stated, "Over the last 18 months, our team has been exploring the
clinical potential of itraconazole as a treatment for cancer.
Since itraconazole is already an FDA approved drug, we believe
that the potential exists for a more expedited regulatory approval
due to this drug's well established efficacy and toxicity profile
for use in humans to treat fungal infections.  We are further
encouraged by the recently reported third party Phase II data
demonstrating itraconazole's anti-cancer effects in humans.  By
operating as a public company, we are hopeful that we will be able
to attract the necessary funding to properly explore this
potential new treatment for cancer patients."

"On behalf of the new board and management team of HedgePath
Pharmaceuticals, I am most pleased that we are now able to launch
our anti-cancer efforts via this new public entity, and we look
forward to keeping our public stockholders updated on our
development programs and clinical progress," concluded Mr. Virca.

                  About HedgePath Pharmaceuticals

HedgePath Pharmaceuticals, Inc. is a clinical stage biotechnology
company which is developing anti-cancer applications by re-
purposing the FDA approved antifungal pharmaceutical itraconazole.
The Hedgehog signaling pathway is a major regulator of cellular
processes in vertebrates, including cell differentiation, tissue
polarity and cell proliferation. Based on published research, the
company believes that inhibiting the Hedgehog pathway could delay
or possibly prevent the development of certain cancers in humans.
Leveraging research undertaken by key investigators in the field,
the company plans to explore the effectiveness of itraconazole as
a cancer inhibitor and to pursue its potential commercialization.
The company has offices in Tampa, Florida and San Diego,
California.

               About Commonwealth Biotechnologies

Based in Midlothian, Virginia, Commonwealth Biotechnologies, Inc.,
was a specialized life sciences outsourcing business that offered
cutting-edge expertise and a complete array of Peptide-based
discovery chemistry and biology products and services through its
wholly owned subsidiary Mimotopes Pty Limited.

Commonwealth Biotechnologies Inc. filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Va. Case No. 11-30381) on Jan. 20, 2011.
Judge Kevin R. Huennekens presides over the case.  Paula S. Beran,
Esq., at Tavenner & Beran, PLC, represents the Debtor.  The Debtor
estimated both assets and debts of between $1 million and
$10 million.

On March 29, 2013, the Bankruptcy Court entered an order
confirming the company's Plan of Reorganization.  On April 17, the
Company disclosed that its Plan has become effective April 15.
Pursuant to the plan, CBI is in the process of finalizing
definitive documentation with HedgePath, LLC, a drug development
company focused on cancer therapies, pursuant to which HedgePath
will contribute the intellectual property assets relating to its
business to CBI in exchange for a new class of preferred stock
representing 90% of the outstanding voting stock of CBI on a
fully-diluted basis.  When the transaction is consummated, CBI's
current shareholders will retain a 10% equity interest in the new
entity and will retain one seat on the Board of Directors of CBI,
which is expected to be renamed HedgePath Pharmaceuticals, Inc.

On April 7, 2011, the Bankruptcy Court approved the private sale
of Mimotopes for a gross sales price of $850,000.  The sale closed
on April 29, 2011.  Mimotopes was deconsolidated during the second
quarter of 2011.

During the bankruptcy, CBI also sold its real property holdings in
Chesterfield County, Virginia.

The Company's balance sheet at June 30, 2012, showed $1.20 million
in total assets, $1.79 million in total liabilities, and a
$598,484 total stockholders' deficit.


CORNERSTONE HOMES: Can Employ Davidson Fink as Counsel
------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of New York
authorized Cornerstone Homes, Inc., to employ Davidson Fink, LLP,
as counsel for the Debtor.

                      About Cornerstone Homes

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

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

As reported in the TCR on July 31, the Debtor scheduled a Sept. 6
hearing for the bankruptcy judge in Rochester, New York, to
approve the reorganization plan.


CORNERSTONE HOMES: U.S. Trustee Forms Three-Member Creditors Panel
------------------------------------------------------------------
Tracy Hope Davis, the United States Trustee for Region 2, has
appointed three creditors to serve on the Committee of Unsecured
Creditors of Cornerstone Homes, Inc.

The Committee consists of:

      1. Larry and Edith Hagen
         511 East Lynn Street
         Canton, SD 57013
         Tel: (605) 987-4179
         E-mail: kjvhagen@midco.net

      2. Phyllis J. Gabbert
         129 Block Street
         Williamston, MI 48895
         Tel: (517) 655-4057
         E-mail: FGRudy2@yahoo.com

      3. LeRoy G. Herder
         220 S. 7th Street
         Phillipsburg, KS 67661
         Tel: (785) 533-1043
         Fax: (785) 543-3120
         E-mail: lgherder@ruraltel.net

                      About Cornerstone Homes

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

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

As reported in the TCR on July 31, the Debtor scheduled a Sept. 6
hearing for the bankruptcy judge in Rochester, New York, to
approve the reorganization plan.


CORNERSTONE HOMES: U.S. Trustee Objects to Disclosure Statement
---------------------------------------------------------------
Tracy Hope Davis, the United States Trustee for Region 2, objects
to the approval of the to the pre-petition solicitation
procedures, disclosure statement and pre-packaged plan of
reorganization filed by Cornerstone Homes, Inc., citing:

1. To date, the Debtor has not met its burden to demonstrate that
   its pre-petition solicitation procedures complied with
   applicable nonbankruptcy law, rules or regulations.

2. In addition, the Disclosure Statement is deficient and fails to
   meet the standards of containing "adequate information" set
   forth in 11 U.S.C. Section 1125(a).  Specifically, the
   Disclosure Statement fails to explain:

     (i) why the Debtor did not register with the Securities and
         Exchange Commission when it solicited over $14 million
         from individual investors located throughout the country;

    (ii) why the Debtor did not register with the SEC when it
         solicited votes for the Plan;

   (iii) why the Plan releases the Debtor's 100% shareholder from
         all claims, including fraud and securities violations;

    (iv) why, despite only a 7% distribution to unsecured
         creditors, the Debtor's 100% shareholder is justified in
         retaining a 100% ownership interest in the reorganized
         Debtor;

     (v) why the Debtor made pre-petition payments to certain
         investors and insiders, but not others;

    (vi) what the Debtor includes in the "Operating Expenses" line
         item in the monthly operating reports annexed to the
         Disclosure Statement; and

   (vii) the assumptions used in its Liquidation Analysis annexed
         to the Disclosure Statement.

3. The United States Trustee also objects to the confirmation of
   the Plan, pursuant to 11 U.S.C. Section 1129.  Specifically,
   the Plan contains improper non-debtor releases, including
   releases for fraud and violations of state and federal
   securities laws that render it not confirmable.  The releases
   do not comply with, or even address, In re Metromedia and its
   progeny for the approval of the non-debtor releases. The non-
   debtor release provisions, therefore, are not justified and
   should not be approved.

4. Finally, the Plan improperly classified United States Trustee
   quarterly fees as an administrative claim requiring the filing
   of a proof of claim.

                      About Cornerstone Homes

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

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

As reported in the TCR on July 31, the Debtor scheduled a Sept. 6
hearing for the bankruptcy judge in Rochester, New York, to
approve the reorganization plan.


D&L ENERGY: Has Until Nov. 12 to Decide on Unexpired Leases
-----------------------------------------------------------
The Hon. Kay Woods of the U.S. Bankruptcy Court for the Northern
District of Ohio extended until Nov. 12, 2013, D & L Energy, Inc.,
et al.'s time to assume or reject unexpired nonresidential real
property leases under which the Debtor is the lessee.

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

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

D & L Energy, based in Youngstown, Ohio, and affiliate Petroflow,
Inc., filed for Chapter 11 bankruptcy (Bankr. N.D. Ohio Lead Case
No. 13-40813) on April 16, 2013.  Judge Kay Woods oversees the
case.  Brian T. Angeloni, Esq., Kathryn A. Belfance, Esq., Steven
Heimberger, Esq., and Todd A. Mazzola, Esq., at Roderick Linton
Belfance, LLP, serve as the Debtors' counsel, and Walter
Haverfield, LLP, is the environmental counsel.  SS&G Parkland
Consulting, LLC, serves as financial advisor and investment
banker.  The Debtor disclosed $41,015,677 in assets and $6,185,158
in liabilities as of the Chapter 11 filing.

Daniel M. McDermott, U.S. Trustee for Region 9, appointed seven
creditors to serve in the Official Committee of Unsecured
Creditors.  Sherri Lynn Dahl, Esq., and Peter R. Morrison, Esq.,
at Squire Sanders (US) LLP, represent the Creditors Committee as
counsel.  BBP Partners LLC serves as its financial advisors.


DCS BUSINESS: Moody's Affirms 'B2' Corp. Family Rating
------------------------------------------------------
Moody's Investors Service assigned a Speculative Grade Liquidity
Rating of SGL-2 to DCS Business Services, Inc., a wholly owned
subsidiary of Performant Financial Corp. Concurrently; Moody's
affirmed the B2 Corporate Family and Senior Secured ratings, and
the B3-PD Probability of Default Rating. The outlook is stable.

Ratings Rationale:

The SGL-2 liquidity rating reflects a good liquidity profile
considering Performant's growth-related working capital needs,
expected capital expenditures of up to $15 million over the next
year, and somewhat heavy loan amortization, which averages $10.6
million annually for the next several years. These liquidity
demands are to be met primarily through the company's cash flow
from operations, which Moody's estimates at about $40 million over
the next twelve months. While cash has grown steadily -- as of
June 2013 it exceeded $51 million -- Moody's questions the
sustainability of this cash, particularly given private equity and
insider investors' still-significant ownership stake in the
company. Availability under Performant's revolver is less than $10
million, which Moody's considers to be modest, especially if
working capital becomes strained as a result of expected strong
operational growth.

DCS has modest revenue size of about $250 million, in spite of
rapid historic growth (a 20.7% CAGR from 2008 to 2012) and over
20% top-line expansion expected for 2013 as the Centers for
Medicare and Medicaid Services (CMS) contract ramps. EBITDA margin
is robust at better than 30%, and Moody's expects debt-to-EBITDA
(after standard adjustments) to remain below 2.5x, which is strong
compared to other companies that also have a CFR at the B2 level.
Nonetheless, Performant has heavy customer concentration, as
evidenced by its top five customers (all U.S.-government-related
entities) representing more than 80% of consolidated revenues. The
combination of improving credit metrics, given the good prospects
in Performant's student-loan and health-care-claims collections
businesses, and potential pressure from Performant's equity owners
to bolster their investment returns, heightens the risk of a
leveraging event, which weighs on the rating.

DCS Business Services, Inc. (dba Performant), based in Livermore,
California, provides recovery services primarily for defaulted
student loans and improper healthcare payments.

Assignments:

Issuer: DCS Business Services, Inc.

Speculative Grade Liquidity Rating, Assigned SGL-2

Outlook Actions:

Issuer: DCS Business Services, Inc.

Outlook, Remains Stable

Affirmations:

Issuer: DCS Business Services, Inc.

Probability of Default Rating, Affirmed B3-PD

Corporate Family Rating, Affirmed B2

Senior Secured, Affirmed B2

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.


DESIGNLINE CORPORATION: Files for Chapter 11 in Delaware
--------------------------------------------------------
DesignLine Corporation and DesignLine USA LLC sought Chapter 11
protection (Bankr. D. Del. Lead Case Nos. 13-12089 and 13-12090)
on Aug. 15, 2013.

DesignLine USA is a designer and manufacturer of electric,
electric range extended, diesel and alternative fuel transit
buses.  It serves the private transportation industry and public
transportation authorities in the U.S., Canada, Middle East and
Asia.  DesignLine Corp. is the parent of DesignLine USA.

DesignLine USA disclosed $14.1 million in assets and $37.5 million
in liabilities as of Aug. 5, 2013.

Attorneys at Richards, Layton & Finger, P.A. and Nelson Mullins
Riley & Scarborough LLP serve as attorneys to the Debtors.


DESIGNLINE CORPORATION: Case Summary & Creditors List
-----------------------------------------------------
Debtor: DesignLine Corporation
          aka DesignLine International Holdings, LLC
              DesignLine International Corporation
              DesignLine Corporation
              Jasper Merger Sub Inc.
              Jasper Ventures Inc.
        2309 Nevada Boulevard
        Charlotte, NC 28273

Bankruptcy Case No.: 13-12089

Affiliate that simultaneously filed Chapter 11 petitions:

        Debtor                     Case No.
        ------                     --------
DesignLine USA, LLC                13-12090

Chapter 11 Petition Date: August 15, 2013

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

Debtors' Counsel: Mark D. Collins, Esq.
                  RICHARDS, LAYTON & FINGER, P.A.
                  One Rodney Square
                  920 North King Street
                  Wilmington, DE 19801
                  Tel: (302) 651-7700
                  Fax: (302) 651-7701
                  E-mail: collins@RLF.com

                         - and ?

                  Michael Joseph Merchant, Esq.
                  RICHARDS LAYTON & FINGER, P.A.
                  One Rodney Square
                  P.O. Box 551
                  Wilmington, DE 19899
                  Tel: (302) 651-7700
                  Fax: (302) 651-7701
                  E-mail: merchant@rlf.com

Debtors'
General
Bankruptcy
Counsel:          NELSON MULLINS RILEY & SCARBOROUGH, LLP

Debtors'
Financial
Advisor:          GGG PARTNERS, LLC

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

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

The petitions were signed by Katie Goodman, chief restructuring
officer.

Debtors' Consolidated List of Their 20 Largest Unsecured
Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
NJT                                Progress Payments    $3,644,261
One Penn Plaza East
Newark, NJ 07105-2246

Eagle Services Ltd.                Disputed Claim       $2,867,195
6935 Baltusrol Lane
Charlotte, NC 28210

Cameron Harris                     Promissory Note        $845,646
c/o Harris Land Company
6400 Fairview Road
Charlotte, NC 28210

NBC                                Settlement             $724,568
21 Scotchmer Street, North Fitzroy
Victoria
Australia, 3068

Punaro Group                       Business Development   $615,000
1313 Dolley Madison Boulevard,     Agreement
Suite 404
McLean, VA 22101

Crompion International             Trade Debt             $261,382
P.O. Box 731459
Dallas, TX 75373-1459

Parker Poe Adams & Bernstein, LLP  Disputed Claim         $233,090

Electromotive Designs, LLC         Trade Debt             $222,482

Progressive Hydraulics, Inc.       Trade Debt             $184,951

Metrolina Steel, Inc.              Trade Debt             $181,246

ZF Friedrichshafen AG              Trade Debt             $156,298
(Transmission)

Ricon Corp.                        Trade Debt             $146,636

Agility Fuel Systems               Trade Debt             $146,607

Thermo King Corporation            Trade Debt             $145,444

Global Harness Systems, Inc.       Trade Debt             $136,629

TriMark                            Trade Debt             $121,726

Carnes-Miller Gear                 Trade Debt              $96,741

SMI                                Trade Debt              $94,097

Engineered Machined Products, Inc. Trade Debt              $88,061

Action Bolt + Supply, Inc.         Trade Debt              $85,093


DETROIT, MI: Can Employ Kurtzman Carson as Noticing Agent
---------------------------------------------------------
The city of Detroit, Michigan, sought and obtained approval from
the U.S. Bankruptcy Court to employ Kurtzman Carson Consultants,
LLC as claims and noticing agent.

                     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.


DONKATE LLC: Updated Case Summary & Creditors' Lists
----------------------------------------------------
Lead Debtor: DonKate, LLC
             5484 Lithia Pinecrest Road
             Lithia, FL 33547

Bankruptcy Case No.: 13-10684

Chapter 11 Petition Date: August 13, 2013

Court: United States Bankruptcy Court
       Middle District of Florida (Tampa)

Debtor's Counsel: Danielle S. Kemp, Esq.
                  GREENBERG TRAURIG, P.A.
                  625 E. Twiggs St., Suite 100
                  Tampa, FL 33602
                  Tel: (813) 318-5700
                  Fax: (813) 318-5900
                  E-mail: kempd@gtlaw.com

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

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

Affiliates that simultaneously filed separate Chapter 11
petitions:

   Debtor                              Case No.
   ------                              --------
DonKate Enterprises, Incorporated      13-10685
  Assets: $0 to $50,000
  Debts: $1,000,001 to $10,000,000

The petitions were signed by Donald A. Thompson, officer/office
manager.

A. In its list of 20 largest unsecured creditors, DonKate, LLC
only one entry:

Entity                   Nature of Claim        Claim Amount
------                   ---------------        ------------
CIT                       Property               $1,678,317
Small Business Lending
Corp.
P.O. Box 277280
Atlanta, GA 30384-7280

B. A copy of DonKate Enterprises' list of 13 largest unsecured
creditors is available for free at
http://bankrupt.com/misc/flmb13-10685.pdf


EAST COAST BROKERS: Farmland, Red Rose Inn Sold at Auction
----------------------------------------------------------
Jane Meinhardt, writing for Tampa Bay Business Journal, reports
that in the Chapter 11 cases of East Coast Brokers & Packers,
Inc., and its affiliated entities:

     -- thousands of acres of Florida farmland and facilities used
        for tomato producing and processing were sold at auction
        in Lakeland on Aug. 15 for $48.7 million;

     -- non-agricultural assets including the Red Rose Inn &
        Suites were sold at auction on Aug. 16.  Bidding totaled
        $3.74 million.  The Red Rose Inn was sold for
        $2.1 million; and

     -- auctions of additional assets were slated for Aug. 19
        and 20, and include luxury homes and 3,228 acres of
        farmland.

According to the report, the sale of the Red Rose Inn is in limbo;
it is the only bid not accepted by the Chapter 11 bankruptcy
trustee overseeing the sale of assets owned by the Madonia family
and its East Coast Brokers and Packers tomato farming empire.

According to the report, Carl Carter, spokesman for auctioneer
Murray Wise Associates, said the inn had "quite a number of
bidders."  "It was very active up to $2.1 million,"he said. "The
receiver has not made a decision on that [bid.]"

In July 2013, the Bankruptcy Court approved auctions of thousands
of acres of farmland in Florida and Virginia, beginning Aug. 15.
Assets to be sold will include labor camps, packing facilities,
homes, farm equipment, trucks and other assets owned by East Coast
Brokers and Packers, and the Madonia family and certain of their
affiliates.

"Logistics dictated that some dates be changed from those
previously planned in order to facilitate bidding on various types
and locations of properties," said Ken Nofziger -- ken@mwallc.com
-- president of Murray Wise Associates, LLC, said in a press
release at that time.  "The biggest change is that the major
farmland assets in Virginia and Florida will be sold on separate
dates. Given the large number of assets of widely varying types,
we felt it would be wise to streamline and simplify the process
wherever possible. The revised dates are being communicated to
prospective bidders, and the current dates will always be
available at www.murraywiseassociates.com."

Murray Wise is conducting the auctions in cooperation with Crosby
& Associates, Woltz & Associates and Weeks Auction Company.

Auctions are planned for these dates and locations:

    Thursday, Aug. 15, 10 a.m. at the Lakeland Center, Lakeland,
FL -- Approximately 7,377 acres of Florida farm and development
land in Martin, Hillsborough, Polk and Manatee counties; two
packing houses; a former Bible college, and several labor camps.

    Friday, Aug. 16, 3 p.m. at the Lakeland Center, Lakeland, FL
-- The elegant Red Rose Hotel in Plant City, Fla., along
Interstate 4, along with a home in Lakeland, home sites on Walden
Lake in Plant City, and other Florida assets.

    Monday, Aug. 19, 3 p.m. at the Aqua Restaurant, Cape Charles,
VA -- Cape Charles area properties, including two luxury homes in
Bay Creek, a colonial style house just south of Painter, and a
home just west of Oyster. Also set for auction is a home
surrounded by water on Marsh Island just outside Chincoteague.

    Tuesday, Aug. 20, 1 p.m. at the Exmore Moose Lodge 683,
Exmore, VA -- 31 properties (primarily farmland) totaling
approximately 3,228 acres; produce packing houses; labor camps,
and several homes in Virginia, primarily in Accomack and
Northampton counties.

    Wednesday, Aug. 28, 9 a.m. at the Mulberry Packing House,
Mulberry, FL -- Live and online auction of agricultural equipment.

    Wednesday, Sept. 4, 9 a.m. the Byrd Foods Packing House,
Greenbush, VA - Live and online auction of agricultural equipment.

Murray Wise Associates LLC, headquartered in Champaign, Ill., with
additional offices in Florida and Iowa, is a leading national
agricultural real estate marketing and financial advisory firm.

Crosby and Associates, Inc., based in Winter Haven, Fla., with
offices in Tavares, Fla., and Hawkinsville, Ga., is a noted
provider of agriculture real estate brokerage and management
services.

Woltz & Associates, based in Roanoke, Va., is an auctioneer of
land, homes and other assets throughout the United States, with a
concentration on the Middle Atlantic region.

Weeks Auction Company, Inc. based in Ocala, Fla., is a
professional auction firm specializing in the sale of farm and
construction machinery throughout the Southeastern United States.

         WEEKS AUCTION COMPANY INC
         4851 West State Road 40
         Ocala, FL 34482
         Tel: 352-351-4951
         Fax: 352-351-8455

                      About East Coast Brokers

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

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

In June 2013, the bankruptcy court approved the appointment of
Gerard A. McHale, Jr., to serve as Chapter 11 trustee.  MLIC Asset
Holdings LLC and MLIC CB Holdings LLC asked the Bankruptcy Court
to appoint a Chapter 11 trustee, or, in the alternative, dismiss
the Debtors' Chapter 11 cases.  According to the MLIC entities,
the Debtors, among other things had mishandled the potential rents
from employees, failed to pay taxes, failed to maintain insurance,
has inadequate security regarding the Debtors' personal and real
property, and delayed the filing of schedules and reports required
under the Bankruptcy Code.

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


EASTMAN KODAK: Bankruptcy Court Confirms Plan of Reorganization
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York on
Aug. 20 confirmed Kodak's Plan of Reorganization.  The Plan
describes the company's strategy to emerge from Chapter 11
restructuring as a technology leader serving commercial imaging
markets.

In confirming the Plan, the Court said, "It will be enormously
valuable for the company to get out of Chapter 11, and begin to
regain its position in the pantheon of American business."

The Plan also reflects the company's effective utilization of the
Chapter 11 process to achieve its key reorganization objectives,
including successfully reducing legacy costs, liabilities and
infrastructure, exiting or spinning off businesses and assets that
were no longer core to its future, and focusing on the company's
most profitable business lines.

"[Tues]day, the Court confirmed Kodak's Plan of Reorganization.
This critically important milestone marks the final step in the
Court process," said Antonio M. Perez, Chairman and Chief
Executive Officer.  "Next, we move on to emergence as a technology
leader serving large and growing commercial imaging markets --
such as commercial printing, packaging, functional printing and
professional services -- with a leaner structure and a stronger
balance sheet.  There are additional transactional steps ahead as
we complete our Chapter 11 restructuring, but with the Court's
decision today, our emergence is now imminent."

Kodak's Plan of Reorganization will become effective upon
emergence.  The company is expected to finalize the remaining
aspects of its reorganization, including closing its settlement
with the Kodak Pension Plan, and emerge from Chapter 11 on
September 3.

                 Creditors Voted in Favor of Plan

Support from creditors paved way for approval of the Plan.

In a document filed August 15 with the U.S. Bankruptcy Court for
the Southern District of New York, Kurtzman Carson Consultants LLC
reported that all classes of the company's eligible creditors
voted strongly in favor of the company's plan.

Kodak's claims agent disclosed that 77.91% of $804.3 million in
general unsecured claims, and 88.38% of $1.25 million in
convenience claims voted in favor of the plan.  Meanwhile, 94.44%
of creditors asserting so-called subsidiary convenience claims
(Class 8) voted "yes."

All holders of second lien notes claims (Class 3), KPP claims
(Class 5) and retiree settlement unsecured claims (Class 6)
accepted the plan, according to the filing.  A copy of the
document detailing the voting results can be accessed for free at
http://is.gd/kdgkgr

"Our creditors have clearly told us we have the right strategy for
the future of Kodak.  This significant endorsement of our plan
enables Kodak to move toward emergence with the support of our
creditors," said Antonio M. Perez, Chairman and Chief Executive
Officer.  "We are on task and on schedule.  We look forward to our
confirmation hearing next week and then to emerging from Chapter
11 as a technology company focused on imaging for business."

                  Creditors Committee Backed Plan

Kodak's official committee of unsecured creditors asked the
bankruptcy court to confirm the company's Chapter 11
reorganization plan.

"The plan provides various forms of consideration that allow
unsecured creditors to benefit from future increases in the value
of the reorganized debtors' businesses," the committee said,
citing the rights offerings previously approved by the court that
would let Kodak issue up to 34 million shares of common stock and
raise as much as $406 million to repay creditors.

The committee also defended a provision of the plan that clears
and releases "non-debtor third party" from liabilities.

Last week, the U.S. trustee charged with regulating bankruptcy
cases in the New York region, questioned the provision, saying it
is "overly broad."

According to the committee, the releases granted under the plan
are "permissible and appropriate because they are voluntary."  The
committee said the releases are being given by creditors eligible
to vote, and other parties that have consented to giving those
releases.

The committee further said that based on its own investigation of
Kodak's businesses operations and financial projections, it
believes that the plan "maximizes the distributable value
available" for unsecured creditors.

The committee is represented by:

     Dennis F. Dunne, Esq.
     Tyson M. Lomazow, Esq.
     Brian Kinney, Esq.
     Milbank Tweed Hadley & McCloy LLP
     1 Chase Manhattan Plaza
     New York, NY 10005
     Telephone: (212) 530-5000
     E-mail: ddunne@milbank.com
             tlomazow@milbank.com
             bkinney@milbank.com

                      Bankruptcy Exit


EASTMAN KODAK: Corrects List of Director Selections for Board
-------------------------------------------------------------
In a supplement to its Plan of Reorganization filed on Aug. 19
with the U.S. Bankruptcy Court for the Southern District of New
York, Eastman Kodak Company named the individuals selected to
serve on the Board of Directors of reorganized Kodak by the
parties providing the backstop to Kodak's recently completed
rights offering and the Unsecured Creditors Committee.  The term
of the new Board members will begin upon Kodak's emergence from
Chapter 11, and is subject to the confirmation of the Plan by the
Bankruptcy Court.

The proposed appointees to the Board of reorganized Kodak are:

-- Mark S. Burgess, Chairman of the Clondalkin Group, a global
manufacturer of flexible and specialty plastic packaging solutions
and former Chief Executive Officer of Graham Packaging Company.

-- James V. Continenza, has served in senior leadership roles at a
number of companies.  He currently serves on the board of Tembec
Corp., a publicly traded company, and the boards of the following
privately held companies: Broadview Networks, Southwest Georgia
Ethanol, The Berry Company, Neff Rental, Portola Packaging,
Aventine Renewable Energy and Blaze Recycling.  Previously, he was
a director for Hawkeye Renewables, Anchor Glass Container Corp.,
Rath-Gibson, Inc., Rural Cellular Corp., U.S. Mobility Inc., Maxim
Crane Works, Inc., Arch Wireless Inc. and Microcell
Telecommunications Inc. Mr. Continenza has been a Kodak director
since April 1, 2013.

-- George Karfunkel, Chairman of Sabr Group, a consulting company,
and co-founder and former Senior Vice President of American Stock
Transfer & Trust Company, LLC.

-- Jason New, a Senior Managing Director of The Blackstone Group
and Head of Special Situation Investing for GSO Capital Partners,
who previously served in senior positions with Credit Suisse and
Donaldson, Lufkin & Jenrette.

-- William G. Parrett, former Senior Partner of Deloitte & Touche
USA LLP, a public accounting firm, where he held several executive
positions, including Chief Executive Officer of Deloitte Touche
Tohmatsu and Managing Partner of Deloitte & Touche USA.
Mr. Parrett has been a Kodak director since November 2007 and
serves as Chairman of the Board's Audit & Finance Committee.

-- Derek Smith, a Managing Principal and Senior Portfolio Manager
at BlueMountain Capital Management, who previously worked in
senior investment management positions with Deutsche Bank and
Goldman Sachs.

-- Matt Doheny, President of North Country Capital LLC, an
advisory and investment firm, who previously served as Managing
Director of the Distressed Assets Group of Deutsche Bank
Securities Inc.

-- John A. Janitz, Co-Founder and Chairman of Evergreen Capital
Partners, LLC, an investment firm that provides advisory services
and co-invests with private equity sponsors, who previously served
as Co-Managing Principal for Questor Management Company LLC, a
turnaround capital investment firm, and as President and Chief
Operating Officer of Textron Inc., a $10 billion NYSE-listed
multi-industry company.

Antonio M. Perez, Chief Executive Officer of Kodak and a director
since October 2004, will remain on the Board.

"These highly accomplished and proven business leaders bring a
rich combination of capabilities in technology, packaging,
corporate strategy and finance -- all key areas of focus for the
new Kodak," said Antonio M. Perez, Chairman and Chief Executive
Officer.  "I look forward to working with the members of this
strong and well-suited board."

The current Board of Directors will remain in place until the new
Board takes on its responsibilities upon emergence.  The new Board
members will serve until the next annual meeting of the company's
stockholders.

The confirmation hearing on the Plan is currently scheduled for
August 20, 2013.

                       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: Seeks Court Approval to Assume 173 Contracts
-----------------------------------------------------------
Eastman Kodak Co. filed a motion seeking approval from U.S.
Bankruptcy Judge Allan Gropper to assume 173 contracts.

"The debtors derive ongoing benefits from the assumed contracts,
which will continue to be beneficial to the reorganized debtors
after emergence from bankruptcy," said Kodak lawyer, Sean
Greecher, Esq., at Young Conaway Stargatt & Taylor LLP, in New
York.

As part of the assumption of the contracts, Kodak proposed to pay
$95,637 to cure any default under the contracts.  A list of the
contracts is available without charge at:

   http://bankrupt.com/misc/Kodak_173AssumedContracts.pdf

Judge Gropper will hold a hearing on Sept. 16 to consider approval
of the motion.  Objections are due by Sept. 9.

                        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 Approves Eastman Business Park Deal
--------------------------------------------------------
U.S. Bankruptcy Judge Allan Gropper approved a settlement
agreement made in June between Eastman Kodak Co. and the State of
New York to maintain the Eastman Business Park.

The agreement is part of Kodak's and New York's effort to enhance
regional economic development opportunities at the company's
primary manufacturing site.  One major component of the deal is
the establishment of a $49 million trust fund for environmental
remediation at the park.

Kodak had said the trust would ensure continued environmental
oversight while addressing environmental obligations, including an
extension of the current protections for the site that the company
has in place with the New York State Department of Environmental
Conservation.

Eastman Business Park is a 1,200 acre technology center and
industrial complex located near Lake Ontario in Rochester, New
York.  It is home to 6,000 employees working for Kodak and
approximately 40 tenants and property owners.

A copy of the court order dated Aug. 19 is available for free at
http://bankrupt.com/misc/Kodak_OrdEBPDeal.pdf

                        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.


ENGILITY CORP: S&P Withdraws 'BB-' CCR Following Debt Repayment
---------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'BB-' corporate
credit rating on Engility Corp. following the company's repayment
of rated debt and its request to have all ratings withdrawn.


EVERGREEN BEHAVIORAL: Case Summary & Creditors List
---------------------------------------------------
Debtor: Evergreen Behavioral Management, Inc.
          fdba Evergreen Properties of Whiteville, LLC
               Evergreen Properties of Wilmington, LLC
               Evergreen Properties of Fayetteville, LLC
          dba Horizon Home Care
        P.O. Box 425
        Whiteville, NC 28472

Bankruptcy Case No.: 13-05183

Chapter 11 Petition Date: August 16, 2013

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

Judge: Randy D. Doub

Debtor's Counsel: Jason L. Hendren, Esq.
                  HENDREN & MALONE, PLLC
                  4600 Marriott Drive, Suite 150
                  Raleigh, NC 27612
                  Tel: (919) 573-1422
                  Fax: (919) 420-0475
                  E-mail: jhendren@hendrenmalone.com

Scheduled Assets: $4,909,231

Scheduled Liabilities: $4,808,216

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/nceb13-05183.pdf

The petition was signed by Ginger Gore, president.


EXCEL MARITIME: Objects to Panel's Bid to Terminate Exclusivity
---------------------------------------------------------------
BankruptcyData reported that Excel Maritime Carriers filed with
the U.S. Bankruptcy Court an objection to the official committee
of unsecured creditors' motion for an order terminating the
Debtors' exclusive plan filing and solicitation periods.

The objection explains, "A Debtor's exclusive right to negotiate
and propose a plan of reorganization is fundamental to the Chapter
11 process. For that reason, a party seeking to terminate
exclusivity bears a heavy burden. This formidable burden is
heightened in light of the factual context of the Committee's
motion in this case, namely (i) its motion comes only 30 days into
the Chapter 11 process, (ii) the Debtors already have negotiated a
plan with their secured lenders to restructure roughly $1 billion
of debt, and (iii) the Debtors continue to negotiate with the
Committee, notwithstanding that its constituent unsecured
noteholders are woefully out of the money based on any rational
valuation metric."

As previously reported by The Troubled Company Reporter, the
Official Committee of Unsecured Creditors asked the Court to end
the exclusivity period granted to Excel Maritime to allow other
interested parties to propose their reorganization plans for the
Debtors.  The Creditors' Committee complained that the Debtors'
prepackaged plan only benefits the secured lenders and controlling
shareholders.  The prepackaged plan would give ownership of the
company to secured lenders owed US$771 million, although the
lenders will allow current owner Gabriel Panayotides to maintain
control least initially and buy the company back later.  The
Committee is opposed to the aspect of the plan where the current
owner can retain an interest while unsecured creditors receive
"nominal to no distribution."

                       About Excel Maritime

Based in Athens, Greece, Excel Maritime Carriers Ltd. --
http://www.excelmaritime.com/-- is an owner and operator of dry
bulk carriers and a provider of worldwide seaborne transportation
services for dry bulk cargoes, such as iron ore, coal and grains,
as well as bauxite, fertilizers and steel products.  Excel owns a
fleet of 40 vessels and, together with 7 Panamax vessels under
bareboat charters, operates 47 vessels (5 Capesize, 14 Kamsarmax,
21 Panamax, 2 Supramax and 5 Handymax vessels) with a total
carrying capacity of approximately 3.9 million DWT.  Excel Class A
common shares have been listed since Sept. 15, 2005, on the New
York Stock Exchange (NYSE) under the symbol EXM and, prior to that
date, were listed on the American Stock Exchange (AMEX) since
1998.

The company blamed financial problems on low charter rates.

The balance sheet for December 2011 had assets of $2.72 billion
and liabilities totaling $1.16 billion.  Excel owes $771 million
to secured lenders with liens on almost all assets.  There is $150
million owing on 1.875 percent unsecured convertible notes.

Excel Maritime, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case
No. 13-bk- 23060) on July 1, 2013, in New York after signing an
agreement where secured lenders owed $771 million support a
reorganization plan filed alongside the petition.

Excel, which sought bankruptcy with a number of affiliates, has
tapped Skadden, Arps, Slate, Meagher & Flom LLP, as counsel;
Miller Buckfire & Co. LLC, as investment banker; and Global
Maritime Partners Inc., as financial advisor.

A five-member official committee of unsecured creditors was
appointed by the U.S. Trustee.


FIRST DATA: Incurs $189.1 Million Net Loss in Second Quarter
------------------------------------------------------------
First Data Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to the Company of $189.1 million on $2.70 billion of
revenues for the three months ended June 30, 2013, as compared
with a net loss attributable to the Company of $157.4 million on
$2.68 billion of revenues for the same period during the prior
year.

For the six months ended June 30, 2013, the Company incurred a net
loss attributable to the Company of $526.5 million on $5.29
billion of revenues, as compared with a net loss attributable to
the Company of $309.9 million on $5.24 billion of revenues for the
same period during the prior year.

The Company's balance sheet at June 30, 2013, showed $43.70
billion in total assets, $41.67 billion in total liabilities,
$65.2 million in redeemable noncontrolling interest, and $1.95
billion in total equity.

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

                       http://is.gd/1S4qSN

                         About First Data

Based in Atlanta, Georgia, First Data Corporation provides
commerce and payment solutions for financial institutions,
merchants, and other organizations worldwide.

                           *     *     *

The Company's carries a 'B3' corporate family rating, with a
stable outlook, from Moody's Investors Service, a 'B' corporate
credit rating, with stable outlook, from Standard & Poor's, and
a 'B' long-term issuer default rating from Fitch Ratings.


FLORIDA GAMING: Lender Dispute Prompts Bankruptcy Filing
--------------------------------------------------------
Florida Gaming Centers Inc. filed for Chapter 11 bankruptcy
(Bankr. S.D. Fla. Case No. 13-29597) in Miami on Aug. 19, 2013.
Florida Gaming Centers operates a casino and jai-alai frontons in
Miami.  The Company listed debt of $138.3 million and assets of
$180 million in Chapter 11 documents filed yesterday in U.S.
Bankruptcy Court in Miami.

Its parent, Florida Gaming Corp. (FGMG:US), and two other
affiliates also sought court protection.

Michael Bathon, writing for Bloomberg News, reports that Daniel
Licciardi, an executive vice president of the Company, said in
court papers that the bankruptcy filing was "brought about by ABC
Funding's relentless effort to wrest control of Miami Jai-Alai and
the casino."

Bloomberg notes Florida Gaming borrowed $87 million from a
syndicate of lenders, led by agent ABC Funding LLC, to repay
existing debt and fund the construction of the 60,000-square-foot
casino.  Florida Gaming said ABC Funding determined that it was in
technical default of the financing agreement and moved to
foreclose on its assets. The casino operator said in court papers
that it made all required payments.

Bloomberg recounts that the Company previously negotiated a sale
of virtually all its assets to fellow casino operator Silvermark
LLC for $115 million in cash and $14 million in assumed
liabilities.  A provision in the financing agreement required
Florida Gaming to make an additional payment to the lender if the
assets are sold to third party.  Jefferies LLC was hired to
determine that amount, about $26.8 million, and valued the company
at more than $180 million.

Luis Salazar, Esq., a partner with Salazar Jackson in Miami,
represents Florida Gaming in the bankruptcy case but declined to
comment Monday, according to a Miami Herald report.


GELT PROPERTIES: PRO Capital Wants to Foreclose on Tax Lien Certs
-----------------------------------------------------------------
PRO Capital Fund I L.L.C. asks the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania to modify the automatic stay and
for leave to foreclose on its tax lien certificate on these real
properties owned by Gelt properties, L.L.C.:

   1. 108 E. Ingham Avenue, Block 8505, Lot 20, Trenton,
      Mercer County, New Jersey; and

   2. 1020 Hudson Street, Block 17105, Lot 15, Trenton,
      Mercer County, New Jersey.

Pro Capital is the holder of three New Jersey tax lien
certificates which are liens on the premises.  The Debtor failed
to make payments to discharge the tax lien certificate and has
failed to pay postpetition taxes on the property since the filing
of the Petition, or has failed to do both.

According to PRO Capital, the adequate protection of the interest
is lacking.

The Court will consider PRO Capital's request at a hearing
scheduled for Sept. 10, at 11 a.m.

Adam D. Greenberg, Esq. -- agreenberg@hgllclaw.com -- at the Law
Offices of Honig & Greenberg, L.L.C., represents PRO Capital Fund
I L.L.C.

                       About Gelt Properties

Based in Huntington Valley, Pennsylvania, Gelt Properties, LLC,
and affiliate Gelt Financial Corporation borrow money from
traditional lenders and make loans to commercial borrowers.  They
also acquire and manage real estate.  Gelt Properties and Gelt
Financial filed for (Bankr. E.D. Pa. Case Nos. 11-15826 and 11-
15826) on July 25, 2011.  Judge Magdeline D. Coleman presides over
the cases.

William John Baldini, Esq., Albert A. Ciardi, III, Esq., Jennifer
E. Cranston, Esq., and Daniel S. Siedman, Esq., at Ciardi Ciardi &
Astin, in Philadelphia, Pa.; Thomas Daniel Bielli, Esq., at
O'Kelly Ernst & Bielli, LLC, in Philadelphia, Pa.; Janet L. Gold,
Esq., at Eisenberg, Gold & Cettei, P.C., in Cherry Hill, N.J.;
David A. Huber, Esq., at Benjamin Legal Services, in Philadelphia,
Pa.; Alan L. Nochumson, Esq., at Nochumson PC, in Philadelphia,
Pa.; Axel A. Shield, II, Esq., of Huntington Valley, Pa., serve as
counsel for Debtor Gelt Properties, LLC.

Ciardi Ciardi & Astin also represents Debtor Gelt Financial
Corporation as counsel.

Gelt Properties disclosed $4.73 million in assets and
$4.84 million in liabilities as of the Chapter 11 filing.  Its
affiliate, Gelt Financial has scheduled $20.3 million in assets
and $17.05 million in liabilities as of the Chapter 11 filing.

Paul J. Schoff, Esq., and Francis X. Gorman, Esq., at Schoff
McCabe, P.C., represent the Unsecured Creditors' Committee.
Craig Howe, CPA, and Howe, Keller & Hunter, P.C., serve as the
Committee's accountants.


GENERAL AUTO: Motion to Reconsider Plan Confirmation Denied
-----------------------------------------------------------
The Hon. Elizabeth Perris of the U.S. Bankruptcy Court for the
District of Oregon denied creditor Park & Flanders LLC's motion to
reconsider the order confirming General Auto Building LLC's Fifth
Amended Plan of Reorganization dated Feb. 11, 2013.

Judge Perris said she is not convinced that Park & Flanders has
demonstrated a basis for reconsideration of the confirmation
order.

The Debtor stated that Park & Flanders' motion must be denied
because (1) there is no likelihood of irreparable harm to Park &
Flanders; (2) a stay is not in the public interest; (3) the
balance of hardships tips in favor of Debtor; and (4) there are no
serious questions going to the merits of the confirmation order.

As reported in the Troubled Company Reporter on Aug. 1, 2013, the
Court entered an order confirming the Debtor's Fifth Amended Plan.

A copy of the confirmation order is available at:

     http://bankrupt.com/misc/generalauto.doc440.pdf

Park & Flanders asked the Bankruptcy for a stay of the
confirmation order, pending the disposition of its motion for
reconsideration, and, if necessary, further staying the
confirmation order pending appeal following the Court's entry of
its order on the motion for reconsideration.

Park & Flanders argued that:

  * The Confirmation Order understates the amount of Park &
Flanders' allowed secured claim because the amount of cash
collateral as of the Effective Date is understated, as evidenced
by the Debtor's most recent monthly operating report.

  * The Court's concluded appropriate interest rate is understated
because interest rates and Treasury yields have increased
significantly since the confirmation hearings and the deferred
payments to be received by Park & Flanders under the Plan
do not equal or exceed the amount of Park & Flanders' Allowed
Secured Claim.

  * The Court failed to evaluate and determine whether the new
value contribution to be made by Heorot Mead Hall, LLC, is
reasonably equivalent to the value to be received by Heorot under
the Plan, as required by Ninth Circuit law.

  * The $153,000 remaining capital contribution from TCC is
payable directly to Park & Flanders under the loan documents and
must be added to the amount of Park & Flanders' Allowed Secured
Claim.

  * The insiders which hold subordinate claims cannot receive or
retain any property under the Plan because they did not contribute
any new value to satisfy the new value corollary to the absolute
priority rule.

  * The Debtor introduced no evidence to support the Court's
finding that separate classification of Class 6 claims was
necessary for administrative convenience, and without Class 6,
there is no consenting impaired class to satisfy Bankruptcy Code
Sec. 1129(a)(10) and confirm the Plan.

                    About General Auto Building

General Auto Building, LLC, filed for Chapter 11 bankruptcy
(Bankr. D. Ore. Case No. 12-31450) on March 2, 2012.  The Debtor
is an Oregon limited liability company formed in 2007 with its
principal place of business in Spokane, Washington.  It was formed
to renovate and lease its namesake commercial property located at
411 NW Park Avenue, Portland, Oregon.  As of the Petition date,
the Debtor has developed virtually all of the General Automotive
Building and has leased approximately 98% of the building's space
to retail and commercial tenants.  The Debtor continues to seek
tenants for the remaining spaces.

Judge Elizabeth L. Perris presides over the case.  Michael W.
Fletcher, Esq., Albert N. Kennedy, Esq., and Ava L. Schoen, Esq.,
at Tonkon Torp LLP, serve as the Debtor's counsel.

The Debtor has scheduled $10,010,620 in total assets and
$13,519,354 in total liabilities.

The U.S. Trustee was unable to appoint an official committee of
unsecured creditors in the case.


GENERAL AUTO: January Hearing on Bid to Disqualify Tonkon Torp
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Oregon will convene
a hearing on Jan. 13, 2014, at 9 a.m., to consider the motion to
remove Tonkon Torp LLP as counsel for General Auto Building, LLC.

Gail Brehm Geiger, Acting U.S. Trustee for Region 18, by and
through her counsel, Carla G. McClurg, has asked that the Court
(i) disqualify Tonkon Torp as counsel; and (ii) disallow fees as
of at least the date it began its representation of McCall General
Investments, LLC or its principals.

The Acting Trustee explained that Tonkon Torp was no longer
disinterested or held or represented an interest adverse to the
estate.  The Acting Trustee noted that Tonkon Torp represented the
source of funding for the Debtor's plan, MGI, and the Debtor
at the same time in the case.  Tonkon Torp also intends to take
equity as payment for some of its fees without appropriate notice,
disclosure, or court approval.  Tonkon Torp has also failed to
timely make a full disclosure of its representation of MGI.

MGI is a member of Heorot Mead Hall, LLC, which holds a
substantial amount of assigned insider claims.

                    About General Auto Building

General Auto Building, LLC, filed for Chapter 11 bankruptcy
(Bankr. D. Ore. Case No. 12-31450) on March 2, 2012.  The Debtor
is an Oregon limited liability company formed in 2007 with its
principal place of business in Spokane, Washington.  It was formed
to renovate and lease its namesake commercial property located at
411 NW Park Avenue, Portland, Oregon.  As of the Petition date,
the Debtor has developed virtually all of the General Automotive
Building and has leased approximately 98% of the building's space
to retail and commercial tenants.  The Debtor continues to seek
tenants for the remaining spaces.

Judge Elizabeth L. Perris presides over the case.  Michael W.
Fletcher, Esq., Albert N. Kennedy, Esq., and Ava L. Schoen, Esq.,
at Tonkon Torp LLP, serve as the Debtor's counsel.

The Debtor has scheduled $10,010,620 in total assets and
$13,519,354 in total liabilities.

As reported in the TCR on Feb. 4, 2013, according to the Third
Amended Disclosure Statement, generally, the Plan provides that,
among other things: (a) all membership interests in the Debtor
will be canceled on the Effective Date; (b) North Park Development
will purchase a $400,000 membership interest in Reorganized
Debtor; and (c) all Insiders and Creditors of Debtor are offered
the opportunity to purchase membership interests in the
Reorganized Debtor in $50,000 increments.

The U.S. Trustee was unable to appoint an official committee of
unsecured creditors in the case.


GUITAR CENTER: Reports $8.5 Million Net Loss in Second Quarter
--------------------------------------------------------------
Guitar Center Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing
a net loss of $8.56 million on $504.83 million of net sales for
the three months ended June 30, 2013, as compared with a net loss
of $4.81 million on $486.59 million of net sales for the same
period last year.

For the six months ended June 30, 2013, the Company incurred a net
loss of $11.78 million on $1.03 billion of net sales, as compared
with a net loss of $2.27 million on $1.01 billion of net sales for
the same period last year.

As of June 30, 2013, the Company had $1.80 billion in total
assets, $1.69 billion in total liabilities and $116.61 million in
total stockholders' equity.

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

                         http://is.gd/zhYzoL

                         About Guitar Center

Guitar Center, Inc., headquartered in Westlake Village, Cal., is
the largest musical instrument retailer with 312 stores and a
direct response segment, which operates its Web sites.  It
operates three distinct musical retail business - Guitar Center
(about 70% of revenue), Music & Arts (about 7% of revenue), and
Musician's Friend (its direct response subsidiary with 24% of
revenue).  Total revenue is about $2 billion.

The Company reported a net loss of $236.94 million in 2011, a net
loss of $56.37 million in 2010, and a net loss of $189.85 million
in 2009.

                        Bankruptcy Warning

The Company said in its annual report for the year ended
Dec. 31, 2011, that its ability to make scheduled payments or to
refinance its debt obligations depends on the Company and
Holdings' financial and operating performance, which is subject to
prevailing economic and competitive conditions and to certain
financial, business and other factors beyond its control.  The
Company cannot provide any assurance that it will maintain a level
of cash flows from operating activities sufficient to permit it to
pay the principal, premium, if any, and interest on its
indebtedness.

If the Company cannot make scheduled payments on its debt, the
Company will be in default and, as a result:

   * its debt holders could declare all outstanding principal and
     interest to be due and payable;

   * the lenders under the Company's senior secured credit
     facilities could terminate their commitments to lend the
     Company money and foreclose against the assets securing their
     borrowings; and

   * the Company could be forced into bankruptcy or liquidation.

                           *     *     *

As reported in the Troubled Company Reporter on Feb. 28, 2011,
Moody's Investors Service affirmed Guitar Center, Inc.'s Caa2
Corporate Family Rating and the $622 million existing term loan
rating of Caa1 due October 2014.  The Probability of Default
Rating was revised to Caa2/LD from Caa2 while the Speculative
Grade Liquidity assessment was changed to SGL-2 from SGL-3.  The
rating outlook remains stable.

The Caa2/LD Probability of Default rating reflects Moody's view
that the extended deferral of interest on the Holdco notes
constitutes a distressed exchange under Moody's definition and
also anticipates that additional exchanges of this nature are
possible over the near term.  The Limited Default designation was
prompted by the company's executed amendment of the HoldCo notes,
which allows for a deferral of 50% of the interest payments for 18
months.  Moody's views this as a distressed exchange that provides
default avoidance.  This LD designation applies to the proposed
follow-on amendment to defer the HoldCo note interest payments by
another six months.  Subsequent to the actions, Moody's will
remove the LD designation and the PDR will be Caa2 going forward.


HARMONY FOODS: Moody's Withdraws B3 CFR After Company Sale
----------------------------------------------------------
Moody's Investors Service withdrew the ratings of GSH Holdings,
Inc. and its subsidiary Harmony Foods Corporation d/b/a Santa Cruz
Nutritionals including GSH's B3 Corporate Family Rating. Moody's
previously withdrew the B3 rating on Santa Cruz's senior secured
notes due 2016.

The withdrawals follow the repayment of the notes in conjunction
with the sale of Santa Cruz to RoundTable Healthcare Partners from
Levine Leichtman Capital Partners. GSH/Santa Cruz no longer have
rated debt outstanding.

Withdrawals:

Issuer: GSH Holdings, Inc.

Corporate Family Rating, Withdrawn, previously rated B3

Probability of Default Rating, Withdrawn, previously rated B3-PD

Previous Withdrawal:

Issuer: Harmony Foods Corporation DBA Santa Cruz

Senior Secured Regular Bond/Debenture due May 1, 2016, Withdrawn
on August 9th, previously rated B3, LGD3 - 46%

Outlook Actions:

Issuer: GSH Holdings, Inc.

Outlook, Changed To Rating Withdrawn From Stable

Issuer: Harmony Foods Corporation DBA Santa Cruz

Outlook, Changed To Rating Withdrawn From Stable

Ratings Rationale:

Harmony Foods Corporation d/b/a/ Santa Cruz Nutritionals is a
formulator and manufacturer of gummy nutraceuticals in the United
States.


HARRISBURG, PA: AG Takes Up Harrisburg Incinerator Investigation
----------------------------------------------------------------
Law360 reported that Pennsylvania Attorney General Kathleen Kane
is currently looking into reports of criminal activity connected
to a bungled waste-to-energy incinerator project that saddled
Harrisburg with more than $300 million in debt, a spokesman in her
office confirmed.

According to the report, spokesman Joe Peters said in a statement
that the Dauphin County district attorney had referred the matter
to the attorney general's office. The project to upgrade the
incinerator, which began with a bond sale in 2003, ultimately
served to push the state capital into state receivership.

                 About Harrisburg, Pennsylvania

The city of Harrisburg, in Pennsylvania, is coping with debt
related to a failed revamp of an incinerator.  The city is
$65 million in default on $242 million owing on bonds sold to
finance an incinerator that converts trash to energy.

The Harrisburg city council voted 4-3 on Oct. 11, 2011, to
authorize the filing of a Chapter 9 municipal bankruptcy (Bankr.
M.D. Pa. Case No. 11-06938).  The city claims to be insolvent,
unable to pay its debt and in imminent danger of having
tax revenue seized by holders of defaulted bonds.

Judge Mary D. France presided over the Chapter 9 case.  Mark D.
Schwartz, Esq. and David A. Gradwohl, Esq., served as Harrisburg's
counsel.  The petition estimated $100 million to $500 million in
assets and debts.  Susan Wilson, the city's chairperson on Budget
and Finance, signed the petition.

Harrisburg said in court papers it is in imminent jeopardy through
six pending legal actions by creditors with respect to a number of
outstanding bond issues relating to the Harrisburg Materials,
Energy, Recycling and Recovery Facilities, which processes waste
into steam and electrical energy.  The owner and operator of the
incinerator is The Harrisburg Authority, which is unable to pay
the bond issues.  The city is the primary guarantor under each
bond issue.  The lawsuits were filed by Dauphin County, where
Harrisburg is located, Joseph and Jacalyn Lahr, TD Bank N.A., and
Covanta Harrisburg Inc.

The Commonwealth of Pennsylvania, the County of Dauphin, and
Harrisburg city mayor Linda D. Thompson and other creditors and
interested parties objected to the Chapter 9 petition.  The state
later adopted a new law allowing the governor to appoint a
receiver.

Kenneth W. Lee, Esq., Christopher E. Fisher, Esq., Beverly Weiss
Manne, Esq., and Michael A. Shiner, Esq., at Tucker Arensberg,
P.C., represented Mayor Thompson in the Chapter 9 case. Counsel to
the Commonwealth of Pennsylvania was Neal D. Colton, Esq., Jeffrey
G. Weil, Esq., Eric L. Scherling, Esq., at Cozen O'Connor.

In November 2011, the Bankruptcy Judge dismissed the Chapter 9
case because (1) the City Council did not have the authority under
the Optional Third Class City Charter Law and the Third Class City
Code to commence a bankruptcy case on behalf of Harrisburg and (2)
the City was not specifically authorized under state law to be a
debtor under Chapter 9 as required by 11 U.S.C. Sec. 109(c)(2).

Dismissal of the Chapter 9 petition was upheld in a U.S. District
Court.

That same month, the state governor appointed David Unkovic as
receiver for Harrisburg.  Mr. Unkovic is represented by the
Municipal Recovery & Restructuring group of McKenna Long &
Aldridge LLP, led by Keith Mason, Esq., co-chair of the group.

Mr. Unkovic resigned as receiver March 30, 2012.  Mr. Unkovic was
replaced by William Lynch as receiver.


HAWKER BEECHCRAFT: Reorg Co. Aims to Shed Jet Business by Year End
------------------------------------------------------------------
Jon Ostrower, writing for Daily Bankruptcy Review, reported that
Beechcraft Corp.'s chief executive said the plane maker will have
divested the remaining assets from its former Hawker jet business
by the end of the year, extending its original goal after emerging
from bankruptcy.

                      About Hawker Beechcraft

Hawker Beechcraft Acquisition Company, LLC, headquartered in
Wichita, Kansas, manufactures business jets, turboprops and piston
aircraft for corporations, governments and individuals worldwide.

Hawker Beechcraft reported a net loss of $631.90 million on
$2.43 billion of sales in 2011, compared with a net loss of
$304.30 million on $2.80 billion of sales in 2010.

Hawker Beechcraft Inc. and 17 affiliates filed for Chapter 11
reorganization (Bankr. S.D.N.Y. Lead Case No. 12-11873) on May 3,
2012, having already negotiated a plan that eliminates $2.5
billion in debt and $125 million of annual cash interest expense.

The plan will give 81.9% of the new stock to holders of $1.83
billion of secured debt, while 18.9% of the new shares are for
unsecured creditors.  The proposal has support from 68% of secured
creditors and holders of 72.5% of the senior unsecured notes.

Hawker is 49%-owned by affiliates of Goldman Sachs Group Inc. and
49%-owned by Onex Corp.  The Company's balance sheet at Dec. 31,
2011, showed $2.77 billion in total assets, $3.73 billion in total
liabilities and a $956.90 million total deficit.  Other claims
include pensions underfunded by $493 million.

Hawker's legal representative is Kirkland & Ellis LLP, its
financial advisor is Perella Weinberg Partners LP and its
restructuring advisor is Alvarez & Marsal.  Epiq Bankruptcy
Solutions LLC is the claims and notice agent.

Sidley Austin LLP serves as legal counsel and Houlihan Lokey
Howard & Zukin Capital Inc. serves as financial advisor to the DIP
Agent and the Prepetition Agent.

Wachtell, Lipton, Rosen & Katz represents an ad hoc committee of
senior secured prepetition lenders holding 70% of the loans.

Milbank, Tweed, Hadley & McCloy LLP represents an ad hoc committee
of holders of the 8.500% Senior Fixed Rate Notes due 2015 and
8.875%/9.625% Senior PIK Election Notes due 2015 issued by Hawker
Beechcraft Acquisition Company LLC and Hawker Beechcraft Notes
Company.  The members of the Ad Hoc Committee -- GSO Capital
Partners, L.P. and Tennenbaum Capital Partners, LLC -- hold claims
or manage accounts that hold claims against the Debtors' estates
arising from the purchase of the Senior Notes.  Deutsche Bank
National Trust Company, the indenture trustee for senior fixed
rate notes and the senior PIK-election notes, is represented by
Foley & Lardner LLP.

An Official Committee of Unsecured Creditors appointed in the case
has selected Daniel H. Golden, Esq., and the law firm of Akin Gump
Strauss Hauer & Feld LLP as legal counsel.  The Committee's
financial advisor is FTI Consulting, Inc.

On June 30, 2012, Hawker filed its Plan, which proposed to
eliminate $2.5 billion in debt and $125 million of annual cash
interest expense.  The plan would give 81.9% of the new stock to
holders of $1.83 billion of secured debt, while 18.9% of the new
shares are for unsecured creditors.  The proposal has support from
68% of secured creditors and holders of 72.5% of the senior
unsecured notes.

In July 2012, Hawker disclosed it was in exclusive talks with
China's Superior Aviation Beijing Co. for the purchase of Hawker's
corporate jet and propeller plane operations out of bankruptcy for
$1.79 billion.

In October 2012, Hawker unveiled that those talks have collapsed
amid concerns a deal with Superior wouldn't pass muster with a
U.S. government panel and other cross-cultural complications.
Sources told The Wall Street Journal that Superior encountered
difficulties separating Hawker's defense business from those units
in a way that would make both sides comfortable the deal would get
U.S. government clearance.  The sources told WSJ the defense
operations were integrated in various ways with Hawker's civilian
businesses, especially the propeller plane unit, in ways that
proved difficult to untangle.

Thereafter, Hawker said it intends to emerge from bankruptcy as an
independent company.  On Oct. 29, 2012, Hawker filed a modified
reorganization plan and disclosure materials.  Hawker said the
plan was supported by the official creditors' committee and by a
"substantial majority" of holders of the senior credit and a
majority of holders of senior notes.  Hawker said it will either
sell or close the jet-manufacturing business.

The revised plan still offers 81.9% of the new stock in return for
$921 million of the $1.83 billion owing on the senior credit.
Unsecured creditors are to receive the remaining 18.9% of the new
stock.  Holders of the senior credit will receive 86% of the new
stock.  The senior credit holders are projected to have a 43.1%
recovery from the plan.  General unsecured creditors' recovery is
a projected 5.7% to 6.3%.  The recovery by holders of $510 million
in senior notes is predicted to be 9.2% to 10%.

Beechcraft Corp., formerly Hawker Beechcraft, on Feb. 19, 2013,
disclosed that it has formally emerged from the Chapter 11 process
as a new company well-positioned to compete vigorously in the
worldwide business aviation, special mission, trainer and light
attack markets.  The company's Joint Plan of Reorganization was
approved by the Bankruptcy Court on Feb. 1, and became effective
on Feb. 15.


HEALTH MANAGEMENT: Fitch Assigns 'BB-' Issuer Default Rating
------------------------------------------------------------
Fitch Ratings does not expect any immediate change to Health
Management Associates' ratings following a vote by shareholders to
replace the entire Board of Directors. Fitch will review the
ratings when there is better clarity on whether the shareholders
are likely to approve the acquisition agreement with Community
Health Systems (Community), as well as details of any plan by the
new board to manage an operational turn-around of the company.

Health Management became the subject of takeover rumors earlier in
the year following signs that Glenview Capital Management, LLC
(Glenview), its largest shareholder, was unhappy with the
company's management strategy. The for-profit hospital sector has
been actively consolidating ahead of the implementation of the
insurance expansion elements of the Affordable Care Act in 2014.
The rationale for strategic acquisitions is enhanced by an
expectation of higher patient volumes as well as lower levels of
uninsured patients and uncompensated care.

Community announced its intent to acquire Health Management in a
cash and stock deal valued at about $7.9 billion. The transaction
is contingent upon approval of 70% of Health Management's
shareholders. Glenview publicly stated that it viewed Community's
offer as establishing a 'floor value' for the company. The
shareholder believes that the replacement Board will be better
able to determine whether the offer represents fair value for the
company.

Community's offer values Health Management at about 8.2x LTM
EBITDA. This valuation is consistent with other transactions
recently announced in the for-profit hospital space, most notably
Tenet Healthcare Corp.'s planned acquisition of Vanguard Health
Systems for $4.3 billion valuing Vanguard at 7.9x LTM EBITDA.

Negotiating a higher acquisition price could be complicated by
Health Management's recently weak operating trends and regulatory
issues. Health Management reported Q2'13 results that included a
6.7% drop in hospital admissions and a 2.4% drop in admissions
adjusted for outpatient activity. These organic volume results
continue to lag industry peers; the company is also facing ongoing
investigations into its hospital admissions and revenue
recognition practices with both the DOJ and the SEC.

Fitch does not expect the change in the composition of the Board
or the acquisition agreement with Community to result in an event
of default or acceleration of Health Management's outstanding
debt. The company previously negotiated waivers to its bank
agreement change of control provision with lenders and the
outgoing board has approved the income slate of directors, which
should avoid triggering a change of control under the bond
indentures.

Fitch rates Health Management as follows:

-- IDR 'BB-';
-- Senior secured bank facility 'BB+';
-- Senior secured notes due 2016 'BB+';
-- Senior unsecured notes due 2020 'BB-';
-- Senior subordinated convertible notes due 2028 'B'.

All ratings are on Negative Watch.

Fitch placed the ratings on Negative Watch on July 18, following
the filing of Glenview's proxy solicitation seeking to replace the
Board of Directors. Fitch expects to resolve the Rating Watch when
there is better clarity on whether shareholders are likely to
approve the acquisition agreement with Community. In addition, any
plan by senior management to address the industry lagging
performance and regulatory investigations will be considered in
resolving the Rating Watch.

Maintenance of a 'BB-' IDR for Health Management will require
total debt-to-EBITDA generally sustained below 4.0x, coupled with
a solid liquidity profile with a FCF margin sustained above 3%. At
4.1x total-debt-to-EBITDA at June 30, 2013, Health Management has
little headroom in the metrics at the 'BB-' IDR.

A downgrade of the ratings or a Negative Outlook could result from
deterioration in EBITDA or an increase in debt levels because of
more aggressive management of the capital structure. Weak growth
in EBITDA could result from a combination of:

-- Persistently poor organic patient utilization trends in Health
   Management's largest hospital markets in the Southeastern U.S.;

-- Topline headwinds due to reputational issues associated with
   the company's regulatory investigations and margin pressure
   due to increased legal fees and expenses; and

-- Operating disruptions or management distraction as a result
   of the BOD and management transition.


HEDGELAND ENTERPRISES: Case Summary & 9 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: Hedgeland Enterprises, LLC
        40128 Hedgeland
        Waterford, VA 20197

Bankruptcy Case No.: 13-13708

Chapter 11 Petition Date: August 13, 2013

Court: United States Bankruptcy Court
       Eastern District of Virginia (Alexandria)

Judge: Brian F. Kenney

Debtor's Counsel: James P. Campbell, Esq.
                  CAMPBELL FLANNERY, P.C.
                  One Village Plaza
                  1602 Village Market Boulevard, Suite 220
                  Leesburg, VA 20175
                  Tel: (703) 771-8344
                  Fax: (703) 777-1485
                  E-mail: jcampbell@campbellflannery.com

Scheduled Assets: $2,600,333

Scheduled Liabilities: $2,657,708

A copy of the Company's list of its nine unsecured creditors,
filed together with the petition, is available for free at
http://bankrupt.com/misc/vaeb13-13708.pdf

The petition was signed by Jayne M. Toering, manager.


HI-WAY EQUIPMENT: Plan Filing Period Extended Until Oct. 15
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
extended Hi-way Equipment Company, et al.'s exclusive period to
file a plan until Oct. 15, 2013, and the Debtor's exclusive period
to solicit acceptances of a plan until Dec. 16, 2013.

                     About Hi-Way Equipment

Hi-Way Equipment Company LLC filed a Chapter 11 petition (Bankr.
N.D. Tex. Case No. 13-41498) on April 1, 2013.  Charles W. Reeves,
Jr., signed the petition as chief restructuring officer.
Holland Neff O'Neil, Esq., and Virgil Ochoa, Esq., at Gardere
Wynne Sewell, LLP, in Dallas, Texas, serve as the Debtor's
counsel.  The Debtor estimated assets and debts of at
least $10 million.

John Y. Bonds, III, Esq., and Joshua N. Eppich, Esq., at Shannon
Ratliff & Miller, LLP, represent the Official Committee of
Unsecured Creditors as counsel.

Hi-Way Equipment has been providing rental and sales of equipment
since 1948.  In 2008, Hi-Way Equipment acquired Equipment Support
Services, Inc.  As part of that acquisition, Hi-Way Equipment
expanded to become a dealer of Case and Case IH equipment through
CNH America LLC.  With the acquisition of ESS, Hi-Way Equipment
acquired ESS' subsidiaries: CDI Equipment, Ltd., Carruth-Doggett
Industries Partners Acquisition, LLC, Future Equipment Holdings,
LLC, Future Equipment Partners, LLC, Equipment Support Services,
Inc., ESS Acquisition LLC, Carruth-Doggett Industries Holdings
Acquisition, LLC, and Southern Power Acquisition, Inc.  In 2011,
Hi-Way Equipment merged with the Subsidiaries and Hi-Way Equipment
was the sole surviving entity.  Hi-Way Equipment serves as the
non-exclusive dealer of Case and Case IH equipment in numerous
counties across Texas.


HI-WAY EQUIPMENT: Committee Can Retain Shannon Gracey as Counsel
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
authorized the Official Committee of Unsecured Creditors of Hi-Way
Equipment Company LLC, et al., to retain Shannon, Gracey, Ratliff
& Miller, LLP, as Counsel to the Committee.

As reported in the TCR on July 9, Shannon Gracey will render these
professional services:

     a. assist, advise and represent the Committee in its
consultations regarding the administration of this case;

     b. assist, advise and represent the Committee in
investigating the acts, conduct, assets, liabilities and financial
condition of the Debtors, the operation of the Debtors' businesses
and the desirability of the continuance of such businesses, and
any other matters relevant to these cases or the formulation of a
plan;

     c. assist, advise and represent the Committee in analyzing
the Debtors' remaining assets and liabilities, investigating the
extent and validity of liens, cash collateral stipulations and
contested matters;

     d. assist, advise and represent the Committee in
participating in the negotiation and formulation of a disclosure
statement and plan of reorganization and to advise those
represented by the Committee of the Committee's determinations as
to any plan;

     e. request the appointment of a trustee or examiner as
provided for under Section 1104 of the Bankruptcy Code, if
appropriate;

     f. assist, advise and represent the Committee with respect to
the Debtors' potential postpetition financing transactions and
cash collateral issues;

     g. assist, advise and represent the Committee in any manner
relevant to preserving and protecting the Debtors' estates and the
rights of creditors;

     h. assist, advise and represent the Committee regarding the
evaluation of claims, preferences, fraudulent transfers and other
actions;

     i. prepare on behalf of the Committee all necessary
applications, motions, answers, orders, reports, and other legal
papers;

     j. appear in Court and to protect the interests of the
Committee before the Court; and

     k. perform all other legal services of the Committee which
may be necessary and proper in this proceeding.

Shannon Gracey's current standard hourly rates for attorneys and
other professionals are:

     Attorneys                     $220 to $525
     Paralegals/Law Clerks          $90 to $150

                     About Hi-Way Equipment

Hi-Way Equipment Company LLC filed a Chapter 11 petition (Bankr.
N.D. Tex. Case No. 13-41498) on April 1, 2013.  Charles W. Reeves,
Jr., signed the petition as chief restructuring officer.
Holland Neff O'Neil, Esq., and Virgil Ochoa, Esq., at Gardere
Wynne Sewell, LLP, in Dallas, Texas, serve as the Debtor's
counsel.  The Debtor estimated assets and debts of at
least $10 million.

John Y. Bonds, III, Esq., and Joshua N. Eppich, Esq., at Shannon
Ratliff & Miller, LLP, represent the Official Committee of
Unsecured Creditors as counsel.

Hi-Way Equipment has been providing rental and sales of equipment
since 1948.  In 2008, Hi-Way Equipment acquired Equipment Support
Services, Inc.  As part of that acquisition, Hi-Way Equipment
expanded to become a dealer of Case and Case IH equipment through
CNH America LLC.  With the acquisition of ESS, Hi-Way Equipment
acquired ESS' subsidiaries: CDI Equipment, Ltd., Carruth-Doggett
Industries Partners Acquisition, LLC, Future Equipment Holdings,
LLC, Future Equipment Partners, LLC, Equipment Support Services,
Inc., ESS Acquisition LLC, Carruth-Doggett Industries Holdings
Acquisition, LLC, and Southern Power Acquisition, Inc.  In 2011,
Hi-Way Equipment merged with the Subsidiaries and Hi-Way Equipment
was the sole surviving entity.  Hi-Way Equipment serves as the
non-exclusive dealer of Case and Case IH equipment in numerous
counties across Texas.


ISC8 INC: PFG Extends Forbearance Period Until September 20
-----------------------------------------------------------
ISC8 Inc. and Partners for Growth III, L.P., on July 1, 2013,
entered into a Ninth Extension of Forbearance under Loan and
Security Agreement, wherein PFG agreed to continue its forbearance
from exercising its rights and remedies under the Loan Agreement
until Aug. 2, 2013; provided, however that if the Company received
proceeds of at least $3 million from the sale of convertible debt
or equity by Aug. 2, 2013, PFG's forbearance continued until
Sept. 20, 2013.  As previously reported, ISC8 was not in
compliance with the financial covenants contained in its Dec. 14,
2011, Loan and Security Agreement with PFG.  PFG's Forbearance
Extension will continue on a rolling basis into the future,
provided the Company continues to raise sufficient additional
capital.

The Company has consummated the Financing as required in the
Forbearance Agreement.  On August 8, the Company received
subscription agreements from certain accredited investors to
purchase senior subordinated secured convertible promissory notes
in the aggregate principal amount of $3.4 million, which amount
includes an original issue discount of 7.7 percent, whereby the
Notes contain an additional 7.7 percent of principal, such that
the total principal amount represented by the Notes is $3.2
million.  The Notes are a part of the senior subordinated secured
promissory notes authorized for issuance by the Company's Board of
Directors in the aggregate principal amount of up to $20 million
on March 7, 2013.  To date, the Company has issued senior
subordinated secured promissory notes in the aggregate principal
amount of approximately $15.3 million under the 2013 Note Series.

The Notes accrue simple interest at a rate of 12 percent per annum
and are due and payable on Jan. 31, 2014.  The Notes are secured
under the terms of the Security Agreement, and are subordinate to
the Existing Secured Debt of the Company, as such term is defined
in the Notes.

In consideration of PFG's granting the Forbearance Extension, the
Company agreed to:

   (i) pay to PFG a cash payment equal to 12.5 percent of the
       gross proceeds of a Financing completed by the Company,
       multiplied by 0.077 percent; and

  (ii) issue to PFG a warrant to purchase shares of the company
       Common Stock, par value $0.01 per share, equal to 12.5
       percent of the gross proceeds received from a Financing,
       multiplied by 3.97.

The PFG Warrants will be exercisable for $0.01, and will expire
seven-years from the date of issuance.  Both the cash payment and
the PFG Warrants are issuable upon the earlier of closing of a
Financing, or Dec. 31, 2013.

A copy of the Ninth Forbearance Extension is available at:

                       http://is.gd/suk1YM

                         About ISC8 Inc.

Costa Mesa, California-based ISC8 Inc. is engaged in the design,
development, manufacture and sale of a family of security
products, consisting of cyber security solutions for commercial
and U.S. government applications, secure memory products, some of
which utilize technologies that the Company has pioneered for
three-dimensional ("3-D") stacking of semiconductors, systems in a
package ("Systems in a Package" or "SIP"), and anti-tamper
systems.

Squar, Milner, Peterson, Miranda & Williamson, LLP, in Newport
Beach, California, expressed substantial doubt about ISC8 Inc.'s
ability to continue as a going concern.  The independent auditors
noted that as of Sept. 30, 2012. the Company has negative working
capital of $10.1 million and a stockholders? deficit of
$35.4 million.

The Company reported a net loss of $19.7 million on $4.2 million
of revenues in fiscal 2012, compared with a net loss of
$15.8 million on $5.2 million of revenues in fiscal 2011.  The
Company's balance sheet at March 31, 2013, showed $4.71 million in
total assets, $47.74 million in total liabilities and a $43.02
million total stockholders' deficit.


J & J DEVELOPMENTS: Trustee Seeks to Convert Case to Chapter 7
--------------------------------------------------------------
Steven L. Speth, liquidating Trustee of J & J Developments Inc.,
asks the Court to convert the existing Chapter 11 case of J & J
Developments Inc. to one under Chapter 7 of the Bankruptcy Code.

The only remaining Chapter 11 assets are potential Chapter 5
proceedings.  All tangible assets of the Debtor have been
liquidated.

The estate is continuing to accrue Chapter 11 quarterly fees,
which will not provide any benefit to the unsecured creditors in
the event Chapter 5 recoveries are generated.

Mr. Speth also proposes to serve as Chapter 7 trustee when the
case is converted, saying it is in the best interests of the
creditors and the bankruptcy estate.

Hearing on the motion is set for Sept. 12, 2013, at 10:30 a.m.

                  About J & J Developments

J & J Developments Inc. is a real estate holding company holding
title to real estate in more than 20 locations in Kansas.  Many of
those locations contain convenience stores.

J & J Developments filed a Chapter 11 petition (Bankr. D.
Kan. Case No. 12-11881) in Wichita, Kansas, on July 12, 2012.
John E. Brown signed the petition as president and chief executive
officer.  The Debtor is represented by Edward J. Nazar, Esq., at
Redmond & Nazar, LLP, in Wichita, Kansas.  Judge Robert E. Nugent
presides over the case.  According to the petition, the Debtor has
scheduled assets of $18.7 million and scheduled liabilities of
$34,933.

In April 2013, J & J Developments, Inc. won confirmation of its
Chapter 11 Liquidation Plan dated Nov. 30, 2012.


JEWISH COMMUNITY: Court Resets Confirmation Hearing to Aug. 26
--------------------------------------------------------------
On Aug. 3, 2013, the U.S. Bankruptcy Court for the District of New
Jersey entered an amended order approving the Joint Disclosure
Statement filed by Jewish Community Center of Greater Monmouth
County, Chapter 11 Trustee Catherine E. Youngman and Secured
Creditor Save the Monmouth JCC, LLC, dated May 29, 2013.

Written acceptances, rejections or objections to the Joint Plan
shall be filed with the attorney for the Trustee not less than
seven (7) days before the hearing on confirmation of the Joint
Plan.

Aug. 26, 2013, at 10:00 a.m. is fixed as the date and time for
hearing on confirmation of the Joint Plan.

As reported by The Troubled Company Reporter on June 24, 2013,
Jewish Community Center of Greater Monmouth County filed a Joint
Chapter 11 Plan of Reorganization and Disclosure Statement dated
May 29, 2013.  The Plan provides that the Reorganized Debtor will
operate the facilities to primarily run the performing arts
programming, summer camps and the senior, adult and Jewish
programming.  In addition, the Reorganized Debtor will identify
and enter into strategic ventures during 2013 and 2014 with one or
more operators to manage modified uses of the health and physical
education facilities.  The Plan would include allowing Deal
Sephardic Network ("DSN") to operate its youth programming at the
facility.  Through the Plan, the Debtor is rejecting all rights
to, interests in and contracts relating to membership in and
access to the Debtors' educational and recreational services and
facilities.  The Plan also provides for a possible sale of the
Debtor's assets.

The Plan classifies and designates claims and interests in various
classes.  Creditors of Classes 1 and 2 Secured Claims (Save the
JCC -- $6.7 million and Donald Epstein -- $254,444) will retain
their prepetition lien on the Debtor's assets, and these claims
are expected to be paid in full.  Class 3 Priority Wage Claims and
Class 4 Priority Employee Benefit Plan Claims are also expected to
be paid in full.  Class 5 General Unsecured Claims, estimated to
total $1.6 million, will be paid from a pool that is being
established for this class of $100,000.  Class 5 Allowed Claims
will each receive a pro-rata portion of the pool based on the
Gross Amount of all Allowed Claims in the Class.

A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/JEWISHCOMMUNITY_DSMay29.PDF

                  About Jewish Community Center

Headquartered in Deal Park, New Jersey, Jewish Community Center of
Greater Monmouth County, A Not-For-Profit Corporation --
http://jccmonmouth.org/-- offers services, programs, events,
activities, and facilities to Jewish families and individuals in
Monmouth County.

Jewish Community Center filed for Chapter 11 bankruptcy (Bankr. D.
N.J. Case No. 11-44738) on Dec. 5, 2011.  Judge Michael B. Kaplan
presides over the case.  Timothy P. Neumann, Esq., at Broege,
Neumann, Fischer & Shaver, serves as the Debtor's bankruptcy
counsel.  In its petition, the Debtor estimated assets of
$10 million to $50 million and debts of $1 million to $10 million.

On Aug. 9, 2012, the U.S. Trustee appointed Catherine E. Youngman,
as Chapter 11 Trustee of the Debtor's bankruptcy estate.  Michael
E. Holt, Esq., and Catherine E. Youngman, Esq., at Forman Holt
Eliades Ravin & Youngman LLC, represent the Trustee as counsel.


K-V PHARMACEUTICAL: Asks for 4th Extension of Plan Exclusivity
--------------------------------------------------------------
K-V Discovery Solutions, Inc., et al., ask the U.S. Bankruptcy
Court for the Southern District of New York to extend the Debtors'
exclusive periods to file and solicit acceptances of a plan of
reorganization until Oct. 16, 2013, and Dec. 16, 2013,
respectively.  This is the Debtors' Fourth Request for Extension
of the Debtors' exclusive periods.

The Objection deadline line is 4:00 p.m. on Aug. 3, 2013.  The
hearing to consider the approval of the Motion is scheduled for
Aug. 28, 2013, at 11:00 a.m.

On June 21, 2013, the Debtors filed their Sixth Amended Joint
Chapter 11 Plan for K-V Discovery Solutions, Inc., and Its
Affiliated Debtors and the related Disclosure Statement.

The Plan reflects the terms of a global settlement by and among
the Debtors, certain holders of KV's 2.5% Contingent Convertible
Subordinated Notes due 2033 who have committed to provide certain
equity financing in connection with the Plan, the Convertible
Noteholder Consortium, the Ad Hoc Group of the Debtors' 12% Senior
Secured Notes due March 15, 2015, and the Official Committee of
Unsecured Creditors.

Amended versions of the Plan and Disclosure Statement were filed
on July 10, 2013 and July 19.  On July 17, the Court entered an
order approving, among other things, the Disclosure Statement and
certain procedures relating to the solicitation and tabulation of
votes on the Plan.  A hearing on confirmation of the Plan is
currently scheduled for Aug. 28.

                    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.


K-V PHARMACEUTICALS: Creditors Slam Bondholders' Bid for Interest
-----------------------------------------------------------------
Law360 reported that creditors of K-V Pharmaceutical Co. urged a
New York bankruptcy judge to deny a group of senior bondholders'
demand for post-petition interest on the debt they hold before
convertible noteholders receive any payments.

According to the report, the official committee of unsecured
creditors and the Deutsche Bank Trust Co. Americas, the trustee
for a group of convertible notes, are seeking summary judgment in
the senior bondholders' lawsuit asserting their entitlement to be
paid in full all accrued interest on a $235.8 million in debt.

                     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.


KEYSTONE AUTOMOTIVE: S&P Assigns 'B' Corp. Credit Rating
--------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Exeter, Pa.-based Keystone Automotive Operations
Inc., a distributor and marketer of specialty aftermarket
equipment and accessories.  The outlook is stable.

At the same time, S&P assigned a 'B' issue-level rating and a '4'
recovery rating to the company's $235 million first-lien term
loan.  The '4' recovery rating indicates S&P's expectation that
lenders would receive average (30%-50%) recovery in the event of a
payment default.  S&P also assigned a 'CCC+' issue-level rating
and a '6' recovery rating to the company's $100 million second-
lien term loan.  The '6' recovery rating indicates S&P's
expectation that lenders would receive negligible (0%-10%)
recovery in the event of a payment default.

"The ratings on Keystone reflect our view of the company's "highly
leveraged" financial risk profile and "weak" business risk
profile," said credit analyst Robyn Shapiro.  The stable outlook
reflects S&P's expectation that Keystone's leverage, pro forma for
the transaction, will be 6x or less over the next 12 months.  The
financial risk assessment also reflects S&P's expectation for some
positive free cash flow in 2013, mostly due to increased sales and
modest capital expenditures.

The "highly leveraged" financial risk profile reflects the
company's substantial debt burden and ownership by a financial
sponsor.  Private equity firm Platinum Equity owns a majority
interest in Keystone, and S&P believes the company's financial
policy will remain aggressive given the potential that it will
distribute additional dividends to shareholders in the future,
rather than reduce debt.  S&P expects Keystone's credit metrics to
improve marginally over the intermediate term, based on its
assumption for gradual EBITDA improvements and its belief that
management will approach growth prudently.

The "weak" business risk assessment reflects the discretionary
auto aftermarket business' cyclical nature.  Keystone distributes
products designed to improve the performance, functionality, and
appearance of both on-road and off-road cars and trucks.  These
types of purchases depend significantly on trends in GDP,
unemployment, new vehicle sales, and construction activity.  The
absence of repair and maintenance parts within the company's
product range makes Keystone especially susceptible to downturns,
as demonstrated in late 2008 and 2009.  These concerns are only
partially offset by Keystone's market position as the largest
wholesale distributor of specialty auto aftermarket parts in the
U.S.  However, S&P views this industry as highly fragmented and
competitive.

Keystone's business risk profile considers the company's limited
geographic diversity compared to some of its similarly rated
peers, and S&P expects this to be the case in the foreseeable
future.  Many customers are small, independent retailers that S&P
views as more vulnerable to market cycles compared to big-box
rivals.  However, the company benefits from a relatively broad
customer base.  Profitability is weaker compared to some rated
aftermarket auto supplier peers, but EBITDA margins have recovered
since the U.S. recession.

S&P's economists currently forecast U.S. GDP growing modestly in
2013 and 2014.  S&P expects construction demand to rebound,
increasing Keystone's sales of truck and towing accessories.  S&P
expects unemployment to remain high, at about 8% for 2013 and 7%
for 2014.  S&P's base-case scenario assumptions for Keystone's
operating performance over the next two years include:

   -- Revenue growth in the mid-single digits;

   -- An adjusted EBITDA margin in the high-single-digit percent
      range over the next 12-18 months related to increased sales
      and efficiencies;

   -- Positive free operating cash flow (FOCF) in 2013, given
      S&P's assumptions of modest capital expenditure requirements
      to support the distribution business.  S&P expects similar
      cash flow generation in 2014 based on its projected margin
      improvements;

   -- No meaningful acquisitions over the next 12-18 months; and

   -- No debt reduction beyond the company's required annual
      amortization of the first-lien term loan.

The stable rating outlook reflects S&P's expectation that
Keystone's leverage will be about 6x at year-end 2013.  S&P also
assumes the company will continue to generate low, but still
positive, FOCF over the next 12 months and subsequent years.

S&P could lower the ratings if weaker-than-expected operating
performance resulted in leverage of well above 6x or negative FOCF
on a sustained basis.  This could occur if EBITDA margins
underperform S&P's base case in 2014.  S&P could also lower the
ratings if its anticipates a decrease in liquidity, which could
occur if the company increases borrowings under its ABL facility
to fund acquisitions or additional dividends.

S&P considers an upgrade unlikely in the next year because it
believes the company's financial risk profile will remain "highly
leveraged" under its financial sponsors.


LANDAUER HEALTHCARE: Case Summary & 30 Unsecured Creditors
----------------------------------------------------------
Debtor: Landauer Healthcare Holdings, Inc.
        One Bradford Road
        Mount Vernon, NY 10553

Bankruptcy Case No.: 13-12098

Affiliates that simultaneously filed for Chapter 11:

        Debtor                               Case No.
        ------                               --------
Landauer-Metropolitan, Inc.                  13-12099
Miller Medical & Respiratory, Inc.           13-12100
C.O.P.D. Services, Inc.                      13-12101
American Homecare Supply New York, LLC       13-12102
American Homecare Supply Mid-Atlantic, LLC   13-12103
Denmarks LLC                                 13-12104
Genox Homecare, LLC                          13-12105

Chapter 11 Petition Date: August 16, 2013

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

Judge: Christopher S. Sontchi

Debtors' Counsel: Michael R. Nestor, Esq.
                  YOUNG CONAWAY STARGATT & TAYLOR, LLP
                  Rodney Square
                  1000 North King Street
                  Wilmington, DE 19801
                  Tel: (302) 571-6600
                  Fax: (302) 571-1253
                  E-mail: bankfilings@ycst.com

                         - and ?

                  Justin H. Rucki, Esq.
                  YOUNG CONAWAY STARGATT & TAYLOR, LLP
                  Rodney Square
                  1000 North King Street
                  Wilmington, DE 19801
                  Tel: (302) 571-6600
                  E-mail: bankfilings@ycst.com

Debtors'
Bankruptcy
Counsel:          K&L GATES, LLP

Debtors'
Financial
Advisor:          CARL MARKS ADVISORY GROUP

Debtors'
Claims, Noticing
And Balloting
Agent:            EPIQ SYSTEMS

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

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

The petitions were signed by Alan J. Landauer, executive chairman.

Debtors' Consolidated List of Their 30 Largest Unsecured
Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Resmed Corporation                 Medical Supplies     $1,701,562
9001 Spectrum Center Boulevard
San Diego, CA 92123

Invacare Supply Group, Inc.        Medical Supplies     $1,606,935
9 Industrial Road
Milford, MA 01757

Respironics, Inc.                  Medical Supplies     $1,173,155
175 Chastain Meadows Court
Kennesaw, GA 30144

Invacare Corporation               Medical Supplies     $1,118,335
1 Invacare Way
Elyria, OH 44035-4190

Premier Courier Service            Shipping/Logistics     $232,913

McNeil Company, Inc.               Trade                  $164,490

Roadrunner Mobility Service, Inc.  Medical Supplies       $156,992

Drive Medical Design &             Medical Supplies       $139,948
Manufacturing

Precision Medical, Inc.            Medical Supplies       $126,958

Automotive Rentals, Inc.           Maintenance            $112,413

Airgas East                        Trade                  $111,203

Paetec Communications, Inc.        Professional Services  $108,443

Sunset Healthcare Solutions        Trade                  $105,475

Fisher & Paykel Healthcare, Inc.   Medical Supplies       $103,238

The Hartford Insurance Company     Insurance               $93,671

Linde Gas North America, LLC       Trade                   $93,343

VGM Fulfillment                    Shipping/Logistics      $86,239

Masimo Americas, Inc.              Trade                   $82,551

Commonwealth of Virginia           Trade                   $79,627

UPS                                Trade                   $73,236

Select Express & Logistics         Trade                   $70,274

Quality Medical Group              Trade                   $58,563

Technigraphic                      Trade                   $55,773

Medifax-Edi, LLC                   Trade                   $50,592

Sammons Preston Rolyan             Trade                   $47,594

Golden Technologies, Inc.          Trade                   $43,215

GRM Information Mgmt. Svcs, Inc.   Trade                   $40,249

Independence Medical Mfg., Inc.    Medical Supplies        $36,995

The Aftermarket Group              Trade                   $32,920

Airgas USA, LLC                    Trade                   $31,407


LEHI ROLLER MILLS: Sold to KEB for $4.68 Million
------------------------------------------------
Steven Oberbeck, writing for The Salt Lake Tribune, reports that
U.S. Bankruptcy Court Judge R. Kimball Mosier on Aug. 20 approved
the sale of Lehi Roller Mills' assets assets for $4.68 million to
KEB Enterprises, a holding company headed by Kenneth E.
Brailsford, a former top executive at several Utah-based
multilevel marketing companies including Nature's Sunshine
Products and Enrich International.

According to the report, Mr. Brailsford said he intends to
continue to operate the company with the goal of "getting its
sales back up and turning it into a profitable enterprise."  He
added that he plans to continue to provide jobs for the mill's 22
employees.

According to the report, Mark Hashimoto, who in March was
appointed by the U.S. Bankruptcy Court as chief restructuring
officer for the mill, said the sale of the company's assets to KEB
offers the best chance for the company's unsecured creditors, who
are owed approximately $7 million, to receive a partial payment on
what they are owned -- albeit it will likely be a small 5 percent.

                      About Lehi Roller Mills

Lehi Roller Mills Co., Inc., filed for Chapter 11 bankruptcy
(Bankr. D. Utah Case No. 12-35291) on Dec. 6, 2012, estimating
under $50,000 in both assets and liabilities.  Judge R. Kimball
Mosier oversees the case.  George B. Hofmann, Esq., and the law
firm Parsons Kinghorn Harris, P.C., serves as the Debtor's general
bankruptcy counsel.

Lehi Roller Mills sells a variety of retail products. But the
majority of the company's sales of wheat and flour are to
commercial customers.


LEVEL 3: Borrows $815 Million to Prepay Tranche B Term Loan
-----------------------------------------------------------
Level 3 Financing, Inc., a wholly owned subsidiary of Level 3
Communications, Inc., entered into a sixth amendment agreement to
the Existing Credit Agreement to incur $815 million in aggregate
borrowings under the Existing Credit Agreement through an
additional $815 million Tranche B-III 2019.  The net proceeds of
the New Tranche were used to pre-pay the Company's $815 million
Tranche B 2019 Term Loan under the Existing Credit Agreement.  As
a result of the incurrence of the New Tranche and the pre-payment
of the Tranche B 2019 Term Loan, the total aggregate principal
amount of the loans under the Restated Credit Agreement remains
$2,610,500,000.  The New Tranche matures on Aug. 1, 2019.

The New Tranche has an interest rate of, in the case of any ABR
Borrowing (as defined in the Restated Credit Agreement), equal (a)
to the greater of (i) the Prime Rate in effect on that day, (ii)
the Federal Funds Effective Rate in effect on that day plus 1/2 of
1 percent and (iii) the sum of (A) the higher of (x) the LIBO Rate
for a one month interest period on that day and (y) 1.0 percent,
plus (B) 1.0 percent, plus (b) 2.0 percent per annum.  In the case
of any Eurodollar Borrowing, the New Tranche bears interest at the
LIBO Rate for the interest period for that borrowing plus 3.0
percent per annum.

The Company, as guarantor, Level 3 Financing, as borrower, Merrill
Lynch Capital Corporation, as Administrative Agent and Collateral
Agent, and certain other agents and certain lenders are party to
that certain Credit Agreement, dated as of March 13, 2007, as
amended and restated by that certain Fifth Amendment Agreement,
dated as of Oct. 4, 2012.

A copy of the Sixth Amendment Agreement is available for free at:

                         http://is.gd/AQLQ4J

In addition to the Sixth Amendment Agreement, in connection with
incurrence of the New Tranche, Level 3 Financing and Level 3 LLC
entered into an Amended and Restated Loan Proceeds Note with
initial principal amount of $3,430,000,000.  In connection with
the pre-payment of the Tranche B 2019 Term Loan, Level 3 Financing
and Level 3 LLC entered into a subsequent Amended and Restated
Loan Proceeds Note with initial principal amount of
$2,610,500,000.

                    About Level 3 Communications

Headquartered in Broomfield, Colorado, Level 3 Communications,
Inc., is a publicly traded international communications company
with one of the world's largest communications and Internet
backbones.

As of June 30, 2013, showed $12.86 billion in total assets, $11.75
billion in total liabilities and $1.11 billion total stockholders'
equity.

                           *     *     *

In October 2012, Fitch Ratings affirmed the 'B' Issuer Default
Ratings (IDRs) assigned to Level 3.  LVLT's ratings recognize, in
part, the de-leveraging of the company's balance sheet resulting
from its acquisition of Global Crossing Limited (GLBC).

As reported by the TCR on June 5, 2013, Standard & Poor's Ratings
Services raised its corporate credit rating on Broomfield, Colo.-
based global telecommunications provider Level 3 Communications
Inc. to 'B' from 'B-'.  "The upgrade reflects improved debt
leverage, initially from the acquisition of the lower-leveraged
Global Crossing in October 2011, and subsequently from realization
of the bulk of what the company expects to eventually be $300
million of annual operating synergies," said Standard & Poor's
credit analyst Richard Siderman.


LANDAUER HEALTHCARE: Files for Chapter 11 to Sell to Quadrant
-------------------------------------------------------------
Home medical equipment provider Landauer Healthcare Holdings,
Inc., sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
13-12098) on Aug. 16, 2013, with a deal to sell all assets to
Quadrant Management Inc. for $22 million, absent higher and better
offers.

The Company has 32 operating locations, with 50% of inventory
concentrated in Mount Vernon, New York; Great Neck, New York;
Warwick, Rhode Island; and Philadelphia, Pennsylvania. Landauer,
which derives revenues by reimbursement from insurers, Medicare
and Medicaid, reported net revenues of $128.5 million in fiscal
year ended March 31, 2013.

As of the bankruptcy filing, a total of $29.3 million is owed to
senior secured lenders.  The Debtors also owe principal
shareholders led by Clairvest Equity Partners LP $3.75 million on
a shareholder loan.  In addition, there's $15 million in unsecured
debt to trade creditors.

The company encountered severe financial issues after it lost all
of the competitive bidding areas in which it sought to be selected
by CMS to select Medicare contract suppliers. Litigation later
ensued following a botched sale of substantially all assets to a
competitor, Passaic Healthcare Services, LLC. Allcare later lured
away a significant portion of the Debtors' senior management team.

Landauer and its affiliates have sought bankruptcy protection and
have filed a motion for approval of procedures to sell all assets
to Quadrant for $22 million pursuant to 11 U.S.C. Sec. 363, absent
higher and better offers.

The proposed procedures contemplate a Sept. 16, 2013 deadline for
initial bids.  If qualified bids are received by the deadline, an
auction will be conducted on Sept. 18, 2013 at 10:00 a.m.

Quadrant will receive bid protections: it will be reimbursed up to
$200,000 for its reasonable expenses, and be paid a breakup fee of
$440,000 in the event it is outbid.

The parties agree that the stalking horse agreement with Quadrant
will be terminated if these milestones are not achieved:

   -- The sale procedures order must be entered by the Court on or
      before Aug. 30, 2013.

   -- An auction must be held by Sept. 18, 2013;

   -- The sale hearing must be held by Sept. 20, 2013;

   -- The sale order must become a final order on or before
      Oct. 9, 2013;

   -- The sale to Quadrant must close on or before Oct. 14, 2013.

The Debtors want a hearing on the sale procedures motion not later
than August 30.

The Debtors on the Petition Date also filed various first-day
motions, including requests to prohibit utilities from
discontinuing service, pay sales use and taxes, pay prepetition
wages and benefits of employees, and pay insurance policies.


LANDAUER HEALTHCARE: Seeks to Use Lenders' Cash Collateral
----------------------------------------------------------
Landauer Healthcare Holdings, Inc., and its affiliates seek
approval from the bankruptcy court to use cash collateral.

As of the bankruptcy filing, a total of $29.3 million is owed to
senior secured lenders, led by TD Bank, N.A. as administrative
agent, and TD Securities (USA) LLC and RBS Citizens N.A. as joint
lead arrangers.

In order to operate the Chapter 11 cases and consummate the sale,
the Debtors need to utilize prepetition collateral, including cash
collateral.  The Debtors have no unencumbered funds.

The Debtors have agreed to grant the lenders adequate protection
in the form of liens, a superpriority claim, a bi-weekly cash
sweep starting Sept. 3, and payment of principal and postpetition
interest, and payment of expenses.

                About Landauer Healthcare Holdings

Home medical equipment provider Landauer Healthcare Holdings,
Inc., sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
13-12098) on Aug. 16, 2013, with a deal to sell all assets to
Quadrant Management Inc. for $22 million, absent higher and better
offers.

The Company has 32 operating locations, with 50% of inventory
concentrated in Mount Vernon, New York; Great Neck, New York;
Warwick, Rhode Island; and Philadelphia, Pennsylvania. Landauer,
which derives revenues by reimbursement from insurers, Medicare
and Medicaid, reported net revenues of $128.5 million in fiscal
year ended March 31, 2013.

Landauer estimated assets and debt of at least $50 million.

The Debtors have tapped K&L Gates LLP as bankruptcy counsel, Young
Conaway Stargatt & Taylor LLP as Delaware counsel, Carl Marks
Advisory Group as financial advisors, and Epiq Systems as claims
and notice agent.


LANDAUER HEALTHCARE: Proposes Epiq as Claims Agent
--------------------------------------------------
Landauer Healthcare Holdings, Inc., and its affiliates seek
approval from the bankruptcy court to employ Epiq Bankruptcy
Solutions, LLC, to assume full responsibility for the distribution
of notices and the maintenance, processing and docketing of proofs
of claim filed in the Debtors' cases.

As claims agent, Epiq will charge the Debtors at these rates:

   Position                                  Hourly Rate
   --------                                  -----------
Clerical                                     $30 to $50
Case Manager                                 $60 to $95
IT/ Programming                              $80 to $150
Senior Case Manager / Consultant            $100 to $140
Director Case Management Services           $135 to $200
Case Analyst                                 $75 to $125
Consultant/Senior Consultant                $160 to $195
Director/Vice President Consulting              $225
Communications Counselor                        $250
Executive Vice President                        $290

For its noticing services, Epiq will charge $50 per 1,000 e-mails,
and $0.08 per page for facsimile noticing.  For database
maintenance, the firm will charge $0.08 per record per month, with
fees for the first three months waived.  For online claim filing
services, Epiq will charge $600 per 100 claims filed.  Epiq's call
center operator will charge $75 per hour.

                About Landauer Healthcare Holdings

Home medical equipment provider Landauer Healthcare Holdings,
Inc., sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
13-12098) on Aug. 16, 2013, with a deal to sell all assets to
Quadrant Management Inc. for $22 million, absent higher and better
offers.

The Company has 32 operating locations, with 50% of inventory
concentrated in Mount Vernon, New York; Great Neck, New York;
Warwick, Rhode Island; and Philadelphia, Pennsylvania. Landauer,
which derives revenues by reimbursement from insurers, Medicare
and Medicaid, reported net revenues of $128.5 million in fiscal
year ended March 31, 2013.

Landauer estimated assets and debt of at least $50 million.

The Debtors have tapped K&L Gates LLP as bankruptcy counsel, Young
Conaway Stargatt & Taylor LLP as Delaware counsel, Carl Marks
Advisory Group as financial advisors, and Epiq Systems as claims
and notice agent.


LIFE CARE: Hires Holland & Knight as Compliance Counsel
-------------------------------------------------------
Life Care St. Johns, Inc., asks the U.S. Bankruptcy Court for
permission to employ Eddie Williams II as special regulatory
compliance counsel and non-lawyer Beth A. Vecchiolo as regulatory
liaison both of Holland & Knight, LLP.

The professional services to be rendered by Holland & Knight will
be limited to regulatory compliance issues and related
communications with the OIR, including obtaining OIR approval of
new Residence and Care Contracts.  Holland & Knight will also
likely assist with formation of a Chapter 11 plan.

The services will not be duplicative of the professional services
provided by Stutsman Thames & Markey, P.A. as bankruptcy counsel
to the Debtor, although some matters will arise requiring the
participation of professionals both Holland & Knight and Stutsman
Thames and Markey.

Holland & Knight's rates are:

    Professional              Rates
    ------------              -----
    Paraprofessional        $200-$350
    Legal Counsel           $285-$515

Ms. Vecchioli's currently rate is $350.

Mr. William's current rate is $370.

Hearing on the motion is set for Aug. 29, 2013 at 1:30 p.m., in
300 North Hogan Street, 4th Floor - Courtroom 4D, Jacksonville, FL
32202.

Attorneys for Life Care St. can be reached at:

         Richard R. Thames, Esq.
         Eric N. McKay, Esq.
         STUTSMAN THAMES & MARKEY, P.A.
         50 N. Laura Street, Suite 1600
         Jacksonville, FL 32202
         Tel: 904-358-4000
         Fax: 904-358-4001
         E-mail: rr@stmlaw.net
                 enm@stmlaw.net

Life Care St. Johns, Inc., filed a Chapter 11 petition (Bankr.
M.D. Fla. Case No. 13-04158) on July 3, 2013.  The Debtor is the
owner and operator of a continuing care retirement community known
as Glenmoor consisting of 144 independent living units located on
a 40-acre site in St. Johns County, Florida.

Bruce Jones signed the petition as CEO.  Judge Jerry A. Funk
presides over the case.  The Debtor estimated assets of at least
$10 million and debts of at least $50 million.  Stutsman Thames &
Markey, P.A., serves as the Debtor's counsel.  Navigant Capital
Advisors, LLC, acts as the Debtor's financial advisor.  American
Legal Claim Services, LLC, serves as claims and noticing agent.


LIFE CARE: Hires Hamlyn as Marketing Consultant
-----------------------------------------------
Life Care St. Johns, Inc. asks the U.S. Bankruptcy Court for
permission to employ Hamlyn Senior Marketing, LLC as marketing
consultant.

During a "60 day Assessment Phase", Hamlyn will be paid $15,000
per month.  During the "90-day Implementation Phase", the firm
will be paid $10,000 per month.  Thereafter, if consultation needs
continue, Hamlyn will be paid on an "as needed" basis.  The
Marketing Services Agreement provides for the monthly fees for
sales and marketing services to be in advanced with the first
month's payment to be made upon execution of the Marketing
Services Agreement.

Hearing on the motion is set for Aug. 22, 2013 at 1:30 p.m. in 300
North Hogan Street, 4th Floor - Courtroom 4D, Jacksonville, FL
32202.

Life Care St. Johns, Inc., filed a Chapter 11 petition (Bankr.
M.D. Fla. Case No. 13-04158) on July 3, 2013.  The Debtor is the
owner and operator of a continuing care retirement community known
as Glenmoor consisting of 144 independent living units located on
a 40-acre site in St. Johns County, Florida.

Bruce Jones signed the petition as CEO.  Judge Jerry A. Funk
presides over the case.  The Debtor estimated assets of at least
$10 million and debts of at least $50 million.  Stutsman Thames &
Markey, P.A., serves as the Debtor's counsel.  Navigant Capital
Advisors, LLC, acts as the Debtor's financial advisor.  American
Legal Claim Services, LLC, serves as claims and noticing agent.


MADISON PARK CHURCH: Lawyer Outlines Possible Bondholder Recovery
-----------------------------------------------------------------
Jack Molitor, writing for The Herald Bulletin, reports that a
meeting of creditors in the Madison Park Church of God Chapter 11
bankruptcy case was held Aug. 20.  No creditors showed up at the
hearing, which was held at the U.S. Courthouse on East Ohio Street
in Indianapolis, but that was expected, said debtor attorney Jerry
Ancel.

The report notes the purpose of the meeting was to lay out a plan
for how the church will repay its creditors at A and B levels of
priority.  According to the report, Mr. Ancel broke the repayment
plan into A and B bond holders, depending on the risk the
creditors took when they agreed to finance the church:

     -- The A bond holders will received payments and interest
        upon commencement date of the plan. It contains fixed
        monthly payments and is expected to be paid back within 20
        years; and

     -- The B bond holders are theoretically "out of the money."
        They agreed to a higher risk loan which is subordinate to
        the A bond holders and therefore won't see any payments
        until the A holders are restored. It's possible B bond
        holders might not be restored.

The next step, according to Mr. Ancel and church business
administrator Fred Spaulding, is to hear a vote from the
creditors, who will either approve or deny the proposed plan.

The report recounts church officials said in June they were filing
for voluntary Chapter 11 reorganization after coming up short for
a $5.8 million balloon payment toward a loan it took out in 2007.
The initial loan was for nearly $17.5 million, to develop over 200
acres near exit 226 on Interstate 69, where the church had moved
from Scatterfield Road. The money was used to fund construction of
the church's community life center, city streets, water delivery
and storm water management infrastructure.  The loan was financed
via a bond issue managed by a California firm, and called for
$95,000 monthly payments, which escalated in the years leading up
to a lump-sum balloon payment of nearly $6 million, due July 31,
2012.

The report relates Mr. Ancel said the next court hearing, which
will include creditors or their agents, will feature the vote on
whether or not to approve the repayment plan.  That hearing could
be as early as September, but isn't scheduled yet.

The Madison Park Church of God in Anderson, Indiana, filed a
petition for Chapter 11 reorganization (Bankr. S.D. Ind. Case No.
13-07430) on July 12, 2013, in Indianapolis, saying it was the
victim of the recession and the closing of a General Motors Co.
plant.


MAGNIFICENT EIGHT: Updated Case Summary & Creditors' Lists
----------------------------------------------------------
Lead Debtor: Magnificent Eight, LLC
             1923 Lakeshore Drive
             Mandeville, LA 70448

Bankruptcy Case No.: 13-12201

Chapter 11 Petition Date: August 13, 2013

Court: United States Bankruptcy Court
       Eastern District of Louisiana (New Orleans)

Debtors' Counsel: Robin R. DeLeo, Esq.
                  THE DE LEO LAW FIRM LLC
                  800 Ramon St.
                  Mandeville, LA 70448
                  Tel: (985) 727-1664
                  Fax: (985) 727-4388
                  E-mail: jennifer@northshoreattorney.com

Scheduled Assets: $577,114

Scheduled Liabilities: $5,605,938

Affiliates that simultaneously filed separate Chapter 11
petitions:

   Debtor                              Case No.
   ------                              --------
Clay and Roslyn Prieto                 13-12200
D.I.T.O., LLC                          13-12202
  dba Rips On The Lake
  Assets: $1,000,001 to $10,000,000
  Debts: $1,000,001 to $10,000,000

The petitions were signed by Clay Prieto and Roslyn F. Prieto,
managing members.

A. A copy of Magnificent Eight, LLC's list of its 20 largest
unsecured creditors filed together with the petition is available
for free at http://bankrupt.com/misc/laeb13-12201.pdf

B. A copy of D.I.T.O., LLC's list of its 10 largest unsecured
creditors filed together with the petition is available for free
at http://bankrupt.com/misc/laeb13-12202.pdf


MEMPHIS 2006: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Memphis 2006, LLC
        3540 Summer Avenue, Suite 414
        Memphis, TN 38122

Bankruptcy Case No.: 13-28770

Chapter 11 Petition Date: August 16, 2013

Court: U.S. Bankruptcy Court
       Western District of Tennessee (Memphis)

Judge: Jennie D. Latta

Debtor's Counsel: Samuel J. Muldavin, Esq.
                  MULDAVIN LAW FIRM
                  401 Claridge House
                  8 South Third Street, Fifth Floor
                  Memphis, TN 38103
                  Tel: (901) 525-8848

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

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

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

The petition was signed by Jo Ellen Buehler, member.


MGM RESORTS: Hikes President's Annual Salary to $1.2 Million
------------------------------------------------------------
MGM Resorts International and William Hornbuckle entered into an
employment agreement on August 10 which replaces and supersedes
the employment agreement, dated Sept. 14, 2010.  The Employment
Agreement provides for a term of employment, as president and
chief marketing officer of the Company, commencing March 1, 2013,
and ending Feb. 28, 2017.

The Employment Agreement provides for an increase in Mr.
Hornbuckle's minimum annual base salary from $1,100,000 to
$1,250,000.  Per the Employment Agreement, Mr. Hornbuckle's annual
target bonus, as determined under the Company's Second Amended and
Restated Annual Performance-Based Incentive Plan for Executive
Officers, or any successor plan, will be 150 percent of his base
salary.  The Employment Agreement also provides Mr. Hornbuckle
with certain other benefits and perquisites.

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

                        http://is.gd/hJthR2

                         About MGM Resorts

MGM Resorts International (NYSE: MGM) --
http://www.mgmresorts.com/-- has significant holdings in gaming,
hospitality and entertainment, owns and operates 15 properties
located in Nevada, Mississippi and Michigan, and has 50 percent
investments in four other properties in Nevada, Illinois and
Macau.

The Company reported net income of $3.23 billion in 2011 and a net
loss of $1.43 billion in 2010.  The Company's balance sheet at
March 31, 2013, showed $26.05 billion in total assets, $18.17
billion in total liabilities, and $7.87 billion in total
stockholders' equity.

                        Bankruptcy Warning

In the Form 10-K for the year ended Dec. 31, 2011, the Company
said that any default under the senior credit facility or the
indentures governing the Company's other debt could adversely
affect its growth, its financial condition, its results of
operations and its ability to make payments on its debt, and could
force the Company to seek protection under the bankruptcy laws.

                           *     *     *

As reported by the TCR on Nov. 14, 2011, Standard & Poor's Ratings
Services raised its corporate credit rating on MGM Resorts
International to 'B-' from 'CCC+'.   In March 2012, S&P revised
the outlook to positive from stable.

"The revision of our rating outlook to positive reflects strong
performance in 2011 and our expectation that MGM will continue to
benefit from the improving performance trends on the Las Vegas
Strip," S&P said.

In March 2012, Moody's Investors Service affirmed its B2 corporate
family rating and probability of default rating.  The affirmation
of MGM's B2 Corporate Family Rating reflects Moody's view that
positive lodging trends in Las Vegas will continue through 2012
which will help improve MGM's leverage and coverage metrics,
albeit modestly. Additionally, the company's declaration of a $400
million dividend ($204 million to MGM) from its 51% owned Macau
joint venture due to be paid shortly will also improve the
company's liquidity profile. The ratings also consider MGM's
recent bank amendment that resulted in about 50% of its
$3.5 billion senior credit facility being extended one year from
2014 to 2015.

As reported by the TCR on Oct. 15, 2012, Fitch Ratings has
affirmed MGM Resorts International's (MGM) Issuer Default Rating
(IDR) at 'B-' and MGM Grand Paradise, S.A.'s (MGM Grand Paradise)
IDR at 'B+'.


MOMENTIVE PERFORMANCE: Incurs $70 Million Net Loss in 2nd Qtr.
--------------------------------------------------------------
Momentive Performance Materials Inc. filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $70 million on $610 million of net
sales for the three months ended June 30, 2013, as compared with a
net loss of $88 million on $627 million of net sales for the same
period last year.

For the six months ended June 30, 2013, the Company reported a net
loss of $131 million on $1.18 billion of net sales, as compared
with a net loss of $153 million on $1.22 billion of net sales for
the same period a year ago.

As of June 30, 2013, the Company had $2.87 billion in total
assets, $4.11 billion in total liabilities and a $1.23 billion
total deficit.

"Our results continue to reflect the slower-growth environment and
global economic volatility we continue to experience," said Craig
O. Morrison, chairman, president and CEO.  "Second quarter 2013
Segment EBITDA also reflected $6 million in unplanned
manufacturing issues.  Second quarter 2013 silicones Segment
EBITDA totaled $63 million compared to $59 million in the prior
year period, a 7 percent increase, reflecting pricing actions, mix
shift and our cost reduction initiatives.  In addition, although
our quartz business continued to reflect softer demand due to
cyclicality in the second quarter of 2013, we remain the global
leader in this attractive product line."

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

                         http://is.gd/ZHvm3J

                     About Momentive Performance

Momentive Performance Materials, Inc., produces silicones and
silicone derivatives, and develops and manufactures products
derived from quartz and specialty ceramics.  As of Dec. 31, 2008,
the Company had 25 production sites located worldwide, which
allows it to produce the majority of its products locally in the
Americas, Europe and Asia.  Momentive's customers include
companies in industries, such as Procter & Gamble, 3M, Goodyear,
Unilever, Saint Gobain, Motorola, L'Oreal, BASF, The Home Depot
and Lowe's.

Momentive Performance disclosed a net loss of $365 million on
$2.35 billion of net sales for the year ended Dec. 31, 2012, as
compared with a net loss of $140 million on $2.63 billion of net
sales in 2011.

                           *     *     *

As reported by the TCR on May 14, 2012, Moody's Investors Service
lowered Momentive Performance Materials Inc.'s Corporate Family
Rating (CFR) and Probability of Default Rating (PDR) to Caa1 from
B3.  The action follows the company's weak first quarter results
and expectations for a slower than expected recovery in volumes in
2012.

In the Aug. 15, 2012, edition of the TCR, Standard & Poor's
Ratings Services lowered all of its ratings on MPM by two notches,
including the corporate credit rating to 'CCC' from 'B-'.  The
outlook is negative.

"The likelihood that earnings and cash flow will remain very weak
for the next several quarters prompted the downgrade," explained
credit analyst Cynthia Werneth.  "In our view, leverage is
unsustainably high, with total adjusted debt to EBITDA above 15x
as of June 30, 2012."


MOMENTIVE SPECIALTY: Swings to $28 Million Net Loss in 2nd Qtr.
---------------------------------------------------------------
Momentive Specialty Chemicals Inc. filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $28 million on $1.25 billion of net sales
for the three months ended June 30, 2013, as compared with net
income of $28 million on $1.25 billion of net sales for the same
period last year.

For the six months ended June 30, 2013, the Company reported a net
loss of $32 million on $2.44 billion of net sales, as compared
with net income of $12 million on $2.49 billion of net sales for
the same period a year ago.

Momentive Specialty posted net income of $324 million in 2012 and
net income of $118 million in 2011.

The Company's balance sheet at June 30, 2013, showed $3.47 billion
in total assets, $5.06 billion in total liabilities and a $1.58
billion total deficit.

"While our overall results trailed the prior year, we were pleased
to post record Segment EBITDA within our Forest Products Resins
segment, which was partially offset by our epoxy business," said
Craig O. Morrison, chairman, president and CEO.  "Our forest
products results reflected continued strength in North American
housing and our past restructuring initiatives, particularly in
Europe, as well as our strong performance in Latin America and the
Asia Pacific region.  We also experienced Segment EBITDA gains in
our phenolic specialty resins business during the second quarter
of 2013 versus the prior year, which was offset by softer results
in our specialty and base epoxy resins and Versatic derivatives
businesses."

"Looking ahead, we continue to expect that our overall volumes
will be moderately higher in 2013 compared to 2012," Morrison
said.  "We believe we are well positioned for long term growth due
to our strategic investments in high-growth markets and our new
product development initiatives, such as our OilPlusTM proppant
technology.  Based on our successful refinancing activity in early
2013, we also continue to benefit from our long-dated debt
maturity profile and significant liquidity."

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

                        http://is.gd/2nR7OZ

                      About Momentive Specialty

Momentive Specialty Chemicals, Inc., headquartered in Columbus,
Ohio, is a leading producer of thermoset resins (epoxy,
formaldehyde and acrylic).  The company is also a supplier of
specialty resins for inks and specialty coatings sold to a diverse
customer base as well as a producer of commodities such as
formaldehyde, bisphenol A, epichlorohydrin, versatic acid and
related derivatives.

                           *     *     *

Momentive Specialty carries a 'B-' issuer credit rating from
Standard & Poor's Ratings Services.  It has 'B3' corporate family
and probability of default ratings from Moody's Investors Service.

As reported in the Oct. 27, 2010 edition of TCR, Moody's Investors
Service assigned a 'Caa1' rating to the guaranteed senior secured
second lien notes due 2020 of Momentive Specialty (formerly known
as Hexion Specialty Chemicals Inc.).  Proceeds from the notes were
allocated for the repayment of $533 million of guaranteed senior
secured second lien notes due 2014.  "With this refinancing Hexion
will have refinanced or extended the maturities on the vast
majority of the debt that was originally slated to mature prior to
2015.  There is less than $600 million of this debt remaining,
which should be much easier to for the company to refinance as its
credit metrics improve further," stated John Rogers, Senior Vice
President at Moody's.


MONARCH COMMUNITY: Incurs $824,000 Net Loss in Second Quarter
-------------------------------------------------------------
Monarch Community Bancorp, Inc., filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss of $824,000 on $1.83 million of total
interest income for the three months ended June 30, 2013, as
compared with a net loss of $274,000 on $2.20 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 of $1.15 million on $3.78 million of total interest income,
as compared with a net loss of $675,000 on $4.51 million of total
interest income for the same period a year ago.

As of June 30, 2013, the Company had $185.72 million in total
assets, $176.73 million in total liabilities and $8.98 million in
total stockholders' equity.

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

                        http://is.gd/Y2Gsrm

                       About Monarch Community

Coldwater, Michigan-based Monarch Community Bancorp, Inc., was
incorporated in March 2002 under Maryland law to hold all of the
common stock of Monarch Community Bank, formerly known as Branch
County Federal Savings and Loan Association.  The Bank converted
to a stock savings institution effective Aug. 29, 2002.  In
connection with the conversion, the Company sold 2,314,375 shares
of its common stock in a subscription offering.

Plante & Moran, PLLC, in Auburn Hills, Michigan, expressed
substantial doubt about Monarch Community's ability to continue as
a going concern.  The independent auditors noted that the
Corporation has suffered recurring losses from operations and as
of Dec. 31, 2011, did not meet the minimum capital requirements as
established by the regulators.

The Corporation reported a net loss of $353,000 on $6.8 million of
net interest income (before provision for loan losses) in 2011,
compared with a net loss of $10.9 million on $7.5 million of net
interest income (before provision for loan losses) in 2010.  Total
non-interest income was $4.0 million for 2011, compared with
$3.7 million for 2010.


MORTGAGE GUARANTY: Moody's Lifts IFS to Ba3, Stable Outlook
-----------------------------------------------------------
Moody's Investors Service upgraded the insurance financial
strength rating of Mortgage Guaranty Insurance Corporation (MGIC)
to Ba3 and the senior note rating of its parent company, MGIC
Investment Corporation, to B3. Both ratings have stable outlooks.
This rating action concludes a review of these ratings for
possible upgrade initiated on 8 March 2013. In addition, Moody's
has affirmed the Ba3 IFS rating with a stable outlook of MGIC
Indemnity Corporation, a direct subsidiary of MGIC.

Ratings Rationale: - Mortgage Guaranty Insurance Corporation

The rating agency stated that the upgrade of MGIC's IFSR to Ba3 is
primarily attributable to: (i) the company's improved capital
adequacy which is mainly driven by a $800 million parental capital
contribution following the group's capital raise earlier this
year, which brought the company back to regulatory capital
compliance, (ii) improving housing market conditions that further
reduced the downside risks of its insured portfolio, and (iii)
steady market share and increasing new business volume, having
settled with Freddie Mac, and as the Federal Housing
Administration (FHA) continues pulling back. MGIC's Ba3 IFS rating
also reflects the firm's still relatively weak capital position,
especially considering the anticipated revised MI eligibility
criteria of the Government Sponsored Enterprises (Fannie Mae and
Freddie Mac, the GSEs) to be released later this year.

MGIC's consolidated regulatory risk-to-capital ratio (RTC) was at
23-to-1 at June 30, 2013, slightly below the regulatory threshold
of 25-to-1. Though not needed currently, MGIC also has regulatory
waivers, and agreements with the GSEs to use MIC to write business
if needed; these agreements are scheduled to expire at year-end
2013.

Ratings Rationale: - MGIC Indemnity Corporation

The affirmation of the Ba3 IFS rating of MIC, at the same level as
MGIC's IFS rating, reflects its credit linkage with its weaker
parent MGIC. As per the agreements with the GSEs, MIC's financial
resources are available to pay claims at MGIC. Following MGIC's
compliance with regulatory capital requirements earlier this year,
it is anticipated that all insurance written by MIC will be
assumed by, and capital supporting that risk will be repatriated
to MGIC. The company's regulator, the Office of the Commissioner
of Insurance of the State of Wisconsin (OCI), also established a
procedure for MIC to pay a dividend to MGIC if it believes MGIC
will not have enough claims paying resources, or MGIC fails to pay
claims. This order and the GSE agreements are effective until 31
December 2013. At June 30, 2013, MIC had $452 million of statutory
capital.

Ratings Rationale: - MGIC Investment Corporation

The upgrade of the holding company's senior debt to B3 and junior
subordinated debt rating to Caa1 (hyb) reflects the improved
financial condition of its main insurance subsidiary and MTG's
enhanced financial flexibility. A portion of the proceeds from the
recent capital raise remain at the holding company and is expected
to help meet debt service obligations and other liquidity needs
while MTG's insurance subsidiaries remain unable to upstream
dividends. MTG's liquidity stood at $592 million as of 30 June
2013. The company has $83 million in senior debt due in 2015 and
$345 million in senior convertible notes due in 2017, before its
next debt maturity in 2020.

The rating agency noted that stronger holding company liquidity
has contributed to a reduction of the notching differential
between the holding company senior debt and the lead insurer's IFS
rating, to the typical three-notch differential. The company also
repaid deferred interest owed to its junior subordinated debt
holders, and resumed their scheduled payments.

Rating Outlooks

The stable rating outlooks reflect the group's improving credit
fundamentals moderated by the meaningful potential for non-
compliance with the GSEs forthcoming new eligibility criteria.
Moody's believes that mortgage insurers will be granted a
reasonable transition period to become compliant and that MGIC
will be able to meet the new requirement through a combination of
capital raise and additional reinsurance usage, however some risks
remain.

Moody's cited the following factors that could lead to a ratings
upgrade: (i) compliance with the GSEs new eligibility criteria,
(ii) better than expected loss developments in its insured book,
and (iii) continued steady progress toward profitability by 2015.

Moody's cited the following factors that could lead to a ratings
downgrade: (i) loss of eligibility status with the GSEs, (ii)
greater than anticipated adverse loss developments in its insured
book, and (iii) weaker than expected profitability.

The following ratings were upgraded with a stable outlook:

Mortgage Guaranty Insurance Corporation -- insurance financial
strength to Ba3, from B2

MGIC Investment Corporation -- senior unsecured debt to B3, from
Caa3

MGIC Investment Corporation -- junior subordinated debt to Caa1
(hyb), from C (hyb)

The following rating was affirmed with a stable outlook:

MGIC Indemnity Corporation -- insurance financial strength rating
at Ba3

MGIC Investment Corporation (NYSE: MTG), headquartered in
Milwaukee, Wisconsin is the holding company for Mortgage Guaranty
Insurance Company (MGIC), one of the largest US mortgage insurers,
with $158.6 billion of primary insurance in force as of 30 June
2013.

The principal methodology used in this rating was Moody's Global
Methodology for Rating Mortgage Insurers published in December
2012.


MOTORCAR PARTS: Adopts New Form of Stock Option Agreement
---------------------------------------------------------
Motorcar Parts of America, Inc., on May 18, 2012, entered into an
employment agreement with Selwyn Joffe, the chairman of the Board,
president and chief executive officer of the Company.  Under the
terms of the Employment Agreement, all stock options granted to
Mr. Joffe by the Company are required to contain terms permitting
net issue exercises.

Subsequently, on Dec. 28, 2012, a stock option with an aggregate
of 233,200 underlying shares was granted to Mr. Joffe pursuant to
the Company's 2010 Incentive Award Plan, as amended from time to
time.  The Stock Option Grant Notice and Stock Option Agreement
pursuant to which the December 2012 Stock Option was granted did
not reflect terms relating to net issue exercises as required by
the Employment Agreement.

On Aug. 6, 2013, the Board of Directors of the Company adopted a
Form of Stock Option Grant Notice and Form of Stock Option
Agreement that contain terms permitting net issue exercises.  The
Stock Option Grant Notice and Stock Option Agreement pursuant to
which the December 2012 Stock Option was granted to Mr. Joffe were
amended to conform to the Form of Stock Option Grant Notice and
Form of Stock Option Agreement adopted by the Company on Aug. 6,
2013, which will be used in connection with any future stock
options granted to Mr. Joffe.

                       About Motorcar Parts

Torrance, California-based Motorcar Parts of America, Inc.
(Nasdaq: MPAA) is a remanufacturer of alternators and starters
utilized in imported and domestic passenger vehicles, light trucks
and heavy duty applications.  Motorcar Parts of America's products
are sold to automotive retail outlets and the professional repair
market throughout the United States and Canada, with
remanufacturing facilities located in California, Mexico and
Malaysia, and administrative offices located in California,
Tennessee, Mexico, Singapore and Malaysia.

The Company reported a net loss of $91.5 million on $406.3 million
of sales in fiscal 2013, compared to a net loss of $48.5 million
on $363.7 million of sales in fiscal 2012.  The Company's balance
sheet at March 31, 2013, showed $367.1 million in total assets,
$370.6 million in total liabilities, and a stockholders' deficit
of $3.5 million.

Ernst & Young LLP, in Los Angeles, California, noted that the
Company's wholly owned subsidiary Fenwick Automotive Products
Limited has recurring operating losses since the date of
acquisition and has a working capital and an equity deficiency.
"In addition, Fenco has not complied with certain covenants of its
loan agreements with its bank.  These conditions relating to Fenco
coupled with the significance of Fenco to the Consolidated
Companies, raise substantial doubt about the Consolidated
Companies' ability to continue as a going concern."


MPG OFFICE: Brookfield Extends Tender Offer Until August 23
-----------------------------------------------------------
Brookfield Office Properties Inc. said that DTLA Fund Holding Co.
and Brookfield DTLA Fund Properties Holding Inc., both direct
wholly owned subsidiaries of the DTLA Fund, are extending their
previously announced cash tender offer to purchase all outstanding
shares of preferred stock of MPG Office Trust, Inc., until 12:00
midnight, New York City time, at the end of Friday, Aug. 23, 2013.
BPO previously announced its intention to acquire MPG pursuant to
a merger agreement, dated as of April 24, 2013, by and among
Brookfield DTLA Holdings LLC, a newly formed fund controlled by
BPO (the DTLA Fund), Brookfield DTLA Fund Office Trust Investor
Inc., Brookfield DTLA Fund Office Trust Inc., Brookfield DTLA Fund
Properties LLC, MPG and MPG Office, L.P.  Upon the closing of the
tender offer, preferred stockholders of MPG will receive $25.00 in
cash for each share of MPG preferred stock validly tendered and
not validly withdrawn in the offer, without interest and less any
required withholding taxes.  Shares of MPG preferred stock that
are tendered and accepted for payment in the tender offer will not
receive any accrued and unpaid dividends on those shares.

The tender offer had been previously set to expire at 12:00
midnight, New York City time, at the end of Friday, Aug. 16, 2013.
Except for the extension of the expiration date, all other terms
and conditions of the tender offer remain unchanged.

The Depositary and Paying Agent for the tender offer is American
Stock Transfer & Trust Company, LLC, 6201 15th Avenue, Brooklyn,
New York 11219.  The Information Agent for the tender offer is
MacKenzie Partners, Inc., 105 Madison Avenue, New York, New York
10016. The tender offer materials may be obtained at no charge by
directing a request by mail to MacKenzie Partners, Inc., or by
calling (800) 322-2885.  Fried, Frank, Harris, Shriver & Jacobson
LLP is acting as legal advisor to BPO.

Based on information received from the Depositary, as of Aug. 15,
2013, approximately 73,199 shares of MPG preferred stock had been
tendered and not withdrawn from the offer.  Stockholders who have
already tendered their shares do not have to re-tender their
shares or take any other action as a result of the extension of
the expiration date.

                       About MPG Office Trust

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

For the year ended Dec. 31, 2012, the Company reported net income
of $396.11 million, as compared with net income of $98.22 million
on $234.96 million of total revenue during the prior year.  The
Company's balance sheet at March 31, 2013, showed $1.45 billion in
total assets, $1.98 billion in total liabilities, and a $530.56
million total deficit.

In its Form 10-K filing with the Securities and Exchange
Commission for the fiscal year ended Dec. 31, 2012, the Company
said it is working to address challenges to its liquidity
position, particularly debt maturities, leasing costs and capital
expenditures.  The Company said, "We do not currently have
committed sources of cash adequate to fund all of our potential
needs, including our 2013 debt maturities. If we are unable to
raise additional capital or sell assets, we may face challenges in
repaying, extending or refinancing our existing debt on favorable
terms or at all, and we may be forced to give back assets to the
relevant mortgage lenders. While we believe that access to future
sources of significant cash will be challenging, we believe that
we will have access to some of the liquidity sources identified
above and that those sources will be sufficient to meet our near-
term liquidity needs."

On March 11, 2013, the Company entered into an agreement to sell
US Bank Tower and the Westlawn off-site parking garage.  The
transaction was to close June 28, 2013, subject to customary
closing conditions.  The net proceeds from the transaction are
expected to be roughly $103 million, a portion of which may
potentially be used to make loan re-balancing payments on the
Company's upcoming 2013 debt maturities at KPMG Tower and 777
Tower.

Roughly $898 million of the company's debt matures in 2013.

"Our ability to access the capital markets to raise capital is
highly uncertain.  Our substantial indebtedness may prevent us
from being able to raise debt financing on acceptable terms or at
all.  We believe we are unlikely to be able to raise equity
capital in the capital markets," the Company said in a regulatory
filing.  "Future sources of significant cash are essential to our
liquidity and financial position, and if we are unable to generate
adequate cash from these sources we will have liquidity-related
problems and will be exposed to material risks. In addition, our
inability to secure adequate sources of liquidity could lead to
our eventual insolvency."


MUNICIPAL MORTGAGE: Steven Bloom Appointed as Director
------------------------------------------------------
The Board of Directors of Municipal Mortgage & Equity, LLC,
appointed Mr. Steven S. Bloom as a new director of the Company
effective immediately.  Mr. Bloom will receive compensation and
perquisites in accordance with the standard policies and
procedures previously approved by the Board of Directors for all
non-employee directors of the Company.  It has not been determined
on which committees of the Board of Directors that Mr. Bloom will
participate.

Mr. Bloom is the local Baltimore operating partner for PMC
Property Group.  PMC Property Group is a real estate development
company that specializes in developing urban properties throughout
the East Coast.  PMC's portfolio of properties currently spans key
cities in the following locations: Massachusetts, Connecticut,
Pennsylvania, Maryland, Virginia, South Carolina, and Florida.
Mr. Bloom's development responsibilities for the Baltimore market
include: acquisition, design, construction, and management.

Prior to joining PMC, Mr. Bloom was a tax partner at Arthur
Andersen, an international accounting and consulting firm.  Mr.
Bloom's clients ranged from privately held companies to large
public companies.  He specialized in comprehensive tax and
business advisory services, including: business income tax,
corporate tax service, state and local tax, and estates and
trusts.

                     About Municipal Mortgage

Baltimore, Md.-based Municipal Mortgage & Equity, LLC (Pink
Sheets: MMAB) -- http://www.munimae.com/-- was organized in 1996
as a Delaware limited liability company and is classified as a
partnership for federal income tax purposes.

When the Company became a publicly traded company in 1996, it was
primarily engaged in originating, investing in and servicing tax-
exempt mortgage revenue bonds issued by state and local government
authorities to finance affordable multifamily housing
developments.  Since then, the Company made several acquisitions
that significantly expanded its business.  However, in 2008, due
to the financial crisis, the Company began contracting its
business.

The Company has sold, liquidated or closed down all of its
different businesses except for its bond investing activities and
certain assets and residual interests related to the businesses
and assets that the Company sold due to its liquidity issues.

The Company has a majority position in International Housing
Solutions S.a.r.l., a partnership that was formed to promote and
invest in affordable housing in overseas markets.  In addition, at
Dec. 31, 2010, the Company has an unfunded equity commitment of
$5.1 million, or 2.67% of total committed capital with respect to
its role as the general partner to the South Africa Workforce
Housing Fund SA I ("SA Fund").  The SA Fund was formed to invest
directly or indirectly in housing development projects and housing
sector companies in South Africa.  A portion of the funding of SA
Fund is participating debt provided by the United States Overseas
Private Investment Corporation, a federal government entity, and
the remainder is equity primarily invested by institutional and
large private investors.  The Company expects to continue this
business.

In the auditors' report accompanying the consolidated financial
statements for the year ended Dec. 31, 2011, KPMG LLP, in
Baltimore, Maryland, expressed substantial doubt about the
Company's ability to continue as a going concern.  The independent
auditors noted that the Company has been negatively impacted by
the deterioration of the capital markets and has liquidity issues
which have resulted in the Company having to sell assets and work
with its creditors to restructure or extend its debt arrangements.

The Company's balance sheet at March 31, 2013, showed
$1.79 billion in total assets, $1.07 billion in total liabilities
and $725.06 million in total equity.


NASSAU TOWER: Court Okays Hiring of Counsel, Realtors
-----------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey
authorized Nassau Tower Realty, LLC, to employ Eastport Realty -
Paul Quinn and Mercer Oaks Realty, LLC (Paul Goldman) as realtors.

The Court approved the Debtor's application to employ Timothy
Smith, Esquire, as special real estate counsel.

The Court also authorized the Debtor to employ Maselli Warren,
P.C., as bankruptcy counsel for the Debtor.

                       About Nassau Tower

Princeton, N.J.-based Nassau Tower Realty, LLC, filed for Chapter
11 relief on (Bankr. D. N.J. Case No. 13-24984) on July 9, 2013.
The Hon. Judge Michael B. Kaplan presides over the case. Paul
Maselli, Esq., and Kimberly Pelkey Sdeo, Esq., at Maselli Warren,
P.C., represent the Debtor as counsel.  The Debtor estimated
assets of $10,000,001 to $50,000,000 and debts of $10,000,001 to
$50,000,000.

The petition was signed by Louis Mercatanti, officer of Nassau
Holdings, Inc.


NEW PAGE: Stora Enso to Pay $8MM to End Paper Antitrust MDL
-----------------------------------------------------------
Law360 reported that Finnish paper company Stora Enso Oyj has
agreed to pay $8 million to resolve a class action claiming that
its former North American subsidiary, now a unit of the recently
reorganized NewPage Holding Corp., conspired with a rival paper
producer to fix prices, the plaintiffs said.

According to the report, a group of companies that bought
publication paper, which is used in magazines and other printed
materials, moved for preliminary approval of the settlement inked
in July, saying the $8 million payment was a good result.

The case is Publication Paper Antitrust Litigation, Case No. 3:04-
md-01631 (D. Conn.) before Judge Stefan R. Underhill.


NORTEL NETWORKS: Units Seek Delay of Trial in $7.5B Cash Row
------------------------------------------------------------
Law360 reported that European units of bankrupt Nortel Networks
Corp. moved to delay the cross-border trial that will finally
divvy up $7.5 billion raised by the defunct Canadian
telecommunications company's liquidation, saying the larger-than-
expected discovery process has made the planned January start
unfeasible.

Preparations for the joint U.S.-Canadian trial, set to kick off
Jan. 6, 2014, have been proceeding along an agreed-upon time table
since May, but the European debtors say the sheer volume of
documents being produced already have parties running behind,
according to a motion filed in court, the report related.

                       About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation and
its various affiliated entities provided next-generation
technologies, for both service provider and enterprise networks,
support multimedia and business-critical applications.  Nortel did
business in more than 150 countries around the world.  Nortel
Networks Limited was the principal direct operating subsidiary of
Nortel Networks Corporation.

On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited and certain of their Canadian affiliates
commenced a proceeding with the Ontario Superior Court of Justice
under the Companies' Creditors Arrangement Act (Canada) seeking
relief from their creditors.  Ernst & Young was appointed to serve
as monitor and foreign representative of the Canadian Nortel
Group.  That same day, the Monitor sought recognition of the CCAA
Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No.
09-10164) under Chapter 15 of the U.S. Bankruptcy Code.

That same day, NNI and certain of its affiliated U.S. entities
filed voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10138).

In addition, the High Court of England and Wales placed 19 of
NNI's European affiliates into administration under the control of
individuals from Ernst & Young LLP.  Other Nortel affiliates have
commenced and in the future may commence additional creditor
protection, insolvency and dissolution proceedings around the
world.

On May 28, 2009, at the request of administrators, the Commercial
Court of Versailles, France, ordered the commencement of secondary
proceedings in respect of Nortel Networks S.A.  On June 8, 2009,
Nortel Networks UK Limited filed petitions in U.S. Bankruptcy
Court for recognition of the English Proceedings as foreign main
proceedings under Chapter 15.

U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and
15 cases.  Mary Caloway, Esq., and Peter James Duhig, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as
Chapter 15 petitioner's counsel.

In the Chapter 11 case, James L. Bromley, Esq., at Cleary Gottlieb
Steen & Hamilton, LLP, in New York, serves as the U.S. Debtors'
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

The United States Trustee appointed an Official Committee of
Unsecured Creditors in respect of the U.S. Debtors.  An ad hoc
group of bondholders also was organized.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
New York, and Christopher M. Samis, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware, represent the Official
Committee of Unsecured Creditors.

An Official Committee of Retired Employees and the Official
Committee of Long-Term Disability Participants tapped Alvarez &
Marsal Healthcare Industry Group as financial advisor.  The
Retiree Committee is represented by McCarter & English LLP as
Delaware counsel, and Togut Segal & Segal serves as the Retiree
Committee.  The Committee retained Alvarez & Marsal Healthcare
Industry Group as financial advisor, and Kurtzman Carson
Consultants LLC as its communications agent.

Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.

As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated
assets of $11.6 billion and consolidated liabilities of $11.8
billion.  The Nortel Companies' U.S. businesses are primarily
conducted through Nortel Networks Inc., which is the parent of
majority of the U.S. Nortel Companies.  As of Sept. 30, 2008, NNI
had assets of about $9 billion and liabilities of $3.2 billion,
which do not include NNI's guarantee of some or all of the Nortel
Companies' about $4.2 billion of unsecured public debt.

Since the commencement of the various insolvency proceedings,
Nortel has sold its business units and other assets to various
purchasers.  Nortel has collected roughly $9 billion for
distribution to creditors.  Of the total, $4.5 billion came from
the sale of Nortel's patent portfolio to Rockstar Bidco, a
consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation.  The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction.  The
deal closed in July 2011.

Nortel has filed a proposed plan of liquidation in the U.S.
Bankruptcy Court.  The Plan generally provides for full payment on
secured claims with other distributions going in accordance with
the priorities in bankruptcy law.

Judge Gross and the court in Canada scheduled trials in 2014 on
how to divide proceeds among creditors in the U.S., Canada, and
Europe.


OCD LLC: Asks Court to Dismiss Chapter 11 Case
----------------------------------------------
OCD, LLC, tells the U.S. Bankruptcy Court for the Southern
District of New York that it no longer wishes to remain in Chapter
11 and requests the Bankruptcy Court to dismiss its case.

According to OCD, since the Filing Date, it has obtained access to
its real property located at 111 San Joaquin Road, in Mountain
Village, Colorado, been granted the opportunity to obtain
financing in order to complete the Development and negotiated with
FTL Lorian, LLC, to reach a settlement with respect to the
Foreclosure Action.

According to papers filed with the Court, on Aug. 8, 2013, the
Debtor entered into an agreement which would be subject to
bankruptcy court approval if the case is not dismissed, with
FTL under which FTL is going to finance the completion of the
construction of the Property so that it can be marketed and the
condominium units can be sold.  The Agreement provides certain
terms that protect the economic and legal interests of the
Debtor outside of the bankruptcy process and provide the Debtor
with what it has determined to be its best chance to preserve any
equity that it may have in the Property once the Development is
complete.

                          About OCD LLC

OCD, LLC, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No.
13-22416) on March 12, 2013.  Charles E. Dewey, Jr., signed the
petition as managing member.  Judge Robert D. Drain presides over
the case.  The Debtor disclosed $28,014,340 in assets and
$17,021,500 in liabilities as of the Chapter 11 filing.

Jeffrey A. Reich, Esq., and Lawrence R. Reich, Esq., at Reich
Reich & Reich, P.C., in White Plains, N.Y., represents the Debtor
as counsel.


OIL STATES: S&P Puts 'BB+' Corp. Credit Rating on CreditWatch Neg.
------------------------------------------------------------------
Standard & Poor's Ratings Services said that it placed its ratings
on Oil States International Inc., including its 'BB+' corporate
credit and senior unsecured debt ratings on the company, on
CreditWatch with negative implications.  The CreditWatch listing
indicates that S&P would either affirm or lower the ratings upon
completion of its review.  As of June 30, 2013, Oil States had
about $1.1 billion of debt.

The CreditWatch listing reflects Oil States' announcement that it
is pursuing a plan to spin-off its accommodations business in a
separate, publicly traded company.  The company believes that it
can execute the proposed spin-off through a tax-free distribution
to its shareholders during or before the summer of 2014.  The
accommodations business currently generates about half of the
company's EBITDA.

S&P believes that the separation of Oil States' accommodations
business would have a negative impact on the company's
creditworthiness given the diminution of business diversity and
S&P's assessment of the company's other business segments.  The
company's business risk profile would no longer benefit from the
relative stability provided by its accommodations operations or
from the international diversification that added a buffer to the
more volatile North American market.  Although Oil States would
still enjoy a fair degree of product diversification among its
three remaining business segments and a healthy demand for its
services and products, S&P expects these business segments to have
more inherent volatility in their operations than the
accommodations segment and to be less profitable.  In addition,
the capital structure of the future stand-alone company remains
uncertain at this point.

"We will resolve the CreditWatch listing after we conduct a full
assessment of the creditworthiness of the stand-alone Oil States.
In resolving the CreditWatch listing, we will evaluate key issues,
including Oil States' business risk profile, its capital structure
after the transaction, and its financial policy.  We would expect
to either lower or affirm the ratings upon completion of our
review," said Standard & Poor's credit analyst Christine Besset.


OMTRON USA: Administrator Seeks Chapter 7 Conversion
----------------------------------------------------
U.S. Bankruptcy Administrator William P. Miller filed a motion
asking the U.S. Bankruptcy Court to convert the chapter 11 case of
Omtron USA to a case under Chapter 7 of the Bankruptcy Code or
appoint a Chapter 11 trustee, citing "substantial or continuing
loss to or diminution of the estate and the absence of a
reasonable likelihood of rehabilitation."

Mr. Miller said the Debtor ceased operations pre-petition and has
sold substantially all of its property, so that upon closing of
all approved sales, its assets consist of cash and causes of
action.  As the Debtor is not operating, it has consistently
reported and estimated a negative cash flow.  Furthermore, the
Debtor has incurred large administrative expenses, with
substantial fee requests unfiled but expected for the second
quarter of 2013.  As of March 31, 2013, these fees and expenses
totaled $902,936.76 and it was projected that these fees might
total $1,790,127.50.

                       About Omtron USA

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

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

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

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


ORCHARD SUPPLY: Court Approves Lowe's Acquisition Agreement
-----------------------------------------------------------
Orchard Supply Hardware Stores on Aug. 20 disclosed that the
United States Bankruptcy Court for the District of Delaware has
approved the acquisition of a majority of Orchard's assets by
Lowe's Companies, Inc.  The companies now expect to complete the
transaction by the end of August.  Orchard will operate as a
separate, standalone business with its own brand and a continued
commitment to its neighborhood store format, which uniquely caters
to the needs of local consumers.

"The Court's approval underscores the belief of Orchard's Board
and management team that the acquisition agreement with Lowe's is
in the best interest of Orchard stakeholders and puts the Company
in a terrific position to continue the repositioning and growth
strategy we have developed over the past two years," said
Mark Baker, Orchard President and Chief Executive Officer.  "With
Lowe's support, the team will be better positioned to improve
Orchard's infrastructure, further enhance the Company's
merchandising strategy and grow the business with new neighborhood
format stores and remodels.  The management team and I are
confident that Orchard has a very bright future ahead."

At the close of the transaction, Lowe's will acquire the majority
of Orchard's assets for approximately $205 million in cash, plus
the assumption of payables owed to nearly all of Orchard's
supplier partners.  Orchard and Lowe's first announced the
agreement on June 17, 2013.

Orchard on Aug. 20 disclosed that Mr. Baker has accepted a
position as President and Chief Executive Officer of the Aircraft
Owners and Pilots Association and, accordingly, will step down as
Orchard's President and Chief Executive Officer and as a member of
the Company's Board of Directors following the transaction.
Mr. Baker will be available to advise Orchard as a consultant for
several months.

With Mr. Baker's departure following the transaction, Richard D.
Maltsbarger, Lowe's Business Development Executive who led the
acquisition team, will become President of Orchard.
Mr. Maltsbarger has served in various roles at Lowe's since 2004
and brings more than 15 years of experience in strategic planning,
consumer and market research, quantitative analytics, marketing
and economic analysis to Orchard.  He will be working closely with
Orchard's existing leadership team to lead Orchard's repositioning
and growth strategy.

As part of the transition, Chris D. Newman, currently Chief
Financial Officer, will also serve as Head of Development, and
Steven L. Mahurin, currently Executive Vice President
Merchandising, will be appointed Chief Retail Officer.

In addition to maintaining his current area of responsibility,
Mr. Newman will now lead development of the necessary
infrastructure to support Orchard's growth strategy, including
information technology, supply chain and real estate.  Mr. Newman
joined Orchard in November 2011.  He previously served as Chief
Financial Officer and Secretary of Restoration Hardware, Inc. and
as Chief Financial Officer of Store Operations for Limited Brands.
Mr. Mahurin will focus on Orchard's external brand projection,
including merchandising, and take on the additional
responsibilities of marketing and store operations.  Mr. Mahurin
joined Orchard in May 2011. He previously served as Executive Vice
President of Merchandising for Office Depot, Inc. and as Chief
Merchandising Officer for True Value Company.

Orchard's customers and suppliers can access additional
information about the Company's Chapter 11 filing on its dedicated
website, http://www.OrchardRestructuring.com

Orchard also has established a supplier support center, which may
be reached at 855-529-6819 or suppliers@osh.com

Orchard is advised in this financial restructuring by Moelis &
Company, FTI Consulting and DLA Piper.

                      About Orchard Supply

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

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

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

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


ORCHARD SUPPLY: Lowe's to Acquire 72 Stores for $205 Million
------------------------------------------------------------
Lowe's Companies, Inc., the world's second largest home
improvement retailer, on Aug. 20 disclosed that its acquisition of
the majority of assets of Orchard Supply Hardware has been
approved by the U.S. Bankruptcy Court for the District of
Delaware.  Under the terms of the transaction, Lowe's will acquire
72 Orchard stores for approximately $205 million in cash, plus the
assumption of payables owed to nearly all of Orchard's supplier
partners.  Lowe's expects to close the transaction by the end of
August.

Once completed, the acquisition will enable Lowe's to expand its
presence and reach a new customer base in California, where Lowe's
is currently underpenetrated, positioning the Company to more
fully participate in California's economic recovery.

Lowe's said Orchard will operate as a separate, standalone
business, retaining its brand and its San Jose headquarters.

Lowe's also disclosed that upon closing, Richard D. Maltsbarger,
Lowe's executive who led the team to acquire Orchard, will become
President of Orchard.  Orchard's current President and CEO Mark
Baker has informed Lowe's of his decision to accept a position as
President and CEO of the Aircraft Owners and Pilots Association
following the closing.  Mr. Maltsbarger will work closely with
Orchard's strong and seasoned team of executives led by Steven L.
Mahurin, chief retail officer, and Chris D. Newman, chief
financial officer and head of development.  Upon closing,
Mr. Mahurin will be responsible for Orchard's merchandising,
marketing and store operations, and Newman will have
responsibility for finance, information technology and ecommerce,
supply chain and loss prevention.  Mr. Maltsbarger will continue
to report to Lowe's Chairman, President and CEO, Robert A.
Niblock.

"We are confident that Orchard's talented management team, led by
Richard Maltsbarger, will continue to execute their successful
repositioning strategy and deliver long-term profitable growth,"
said Mr. Niblock.  "We look forward to completing the transaction
and welcoming Orchard to the Lowe's family of businesses."

Located in high-density, prime locations that are difficult for
larger format retailers to enter, Orchard's smaller-format
"neighborhood" stores are a natural complement to Lowe's strengths
in big-box retail.  Orchard's hardware and backyard stores offer a
product selection focused on paint, repair and backyard categories
in approximately 36,000 square feet of selling space, compared to
113,000 square feet of selling space for an average Lowe's home
improvement store.  Lowe's currently operates 110 stores in
California.

As announced on June 17, 2013, Lowe's entered into a purchase
agreement with Orchard that served as the "stalking-horse bid" in
a Bankruptcy Court-supervised auction under Section 363 of the
U.S. Bankruptcy Code.  No other bids were received by the Court
mandated deadline of August 9, 2013.  Orchard initiated Chapter 11
proceedings on June 17, 2013 in the U.S. Bankruptcy Court for the
District of Delaware.  Based in San Jose, California, Orchard
reported annual revenue of $657 million for fiscal 2012.

Goldman Sachs is acting as financial advisor to Lowe's, while
Hunton & Williams LLP is acting as legal advisor.

                          About Lowe's

With fiscal year 2012 sales of $50.5 billion, Lowe's Companies,
Inc. -- http://www.Lowes.com-- is a FORTUNE(R) 100 company that
serves approximately 15 million customers a week at more than
1,750 home improvement stores in the United States, Canada and
Mexico.  Founded in 1946 and based in Mooresville, N.C., Lowe's is
the second-largest home improvement retailer in the world.

                      About Orchard Supply

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

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

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

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


OZ GAS: Must File Final Plan and Disclosure Statement by Sept. 23
-----------------------------------------------------------------
Oz Gas, Ltd, et al., sought and obtained an extension until
Sept. 23, 2013, of the deadline to file a final version of its
Chapter 11 plan and disclosure statement.

Mentor, Ohio-based John D. Oil & Gas Co., is in the business of
acquiring, exploring, developing, and producing oil and natural
gas in Northeast Ohio.  The Company has 58 producing wells.  The
Company also has one self storage facility located in Painesville,
Ohio.  The self-storage facility is operated through a partnership
agreement between Liberty Self-Stor Ltd. and the Company.

John D. Oil's affiliated entities -- Oz Gas, LTD. and Great Plains
Exploration LLC -- filed voluntary Chapter 11 petitions (Bankr.
W.D. Pa. Case Nos. 12-10057 and 12-10058) on Jan. 11, 2012.  Two
days later, John D. Oil filed its own Chapter 11 petition (Bankr.
W.D. Pa. Case No. 12-10063).

On Nov. 21, 2011, at the request of the lender RBS Citizens, N.A.,
dba Charter One, a receiver was appointed for all three corporate
Debtors, in the United States District Court for the Northern
District of Ohio at case No. 11-cv-2089-CAB.  District Judge
Christopher A. Boyko issued an order appointing Mark E. Dottore as
receiver.  The Receivership Order was appealed to the Sixth
Circuit Court of Appeals on Dec. 19, 2011 and the appeal is
currently pending.

Judge Thomas P. Agresti oversees the Chapter 11 cases.  Robert S.
Bernstein, Esq., at Bernstein Law Firm P.C., serves as counsel to
the Debtors.  Each of Great Plains and Oz Gas estimated $10
million to $50 million in assets and debts.  John D. Oil's balance
sheet at Sept. 30, 2011, showed $8.12 million in total assets,
$12.92 million in total liabilities and a $4.79 million total
deficit.  The petitions were signed by Richard M. Osborne, CEO.

The United States Trustee said a committee under 11 U.S.C. Sec.
1102 has not been appointed because no unsecured creditor
responded to the U.S. Trustee's communication for service on the
committee.


PATRIOT COAL: UMWA President Lauds Approval of Settlement
---------------------------------------------------------
United Mine Workers of America President Cecil Roberts issued a
statement on the approval of UMWA Settlement with Patriot Coal by
U.S. Bankruptcy Court

"I am pleased that U.S. Bankruptcy Judge Kathy Surratt-States has
approved the settlement we worked long and hard to reach with
Patriot Coal.  The terms and conditions of this settlement are a
significant improvement over the company's original proposals,
while still giving Patriot the stability and certainty it needs to
move forward.

"There is still a long way to go, however, before retired mine
workers receive all of the health care benefits they earned during
their years in the mines.  Make no mistake: Peabody Energy and
Arch Coal created this problem.  They made the promises of
lifetime health care to our members, and we will continue our
efforts to hold them to their word."

                        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.



PEREGRINE FINANCIAL: US Bank Wants to Depose Ex-CEO During Stay
---------------------------------------------------------------
Law360 reported that U.S. Bank NA asked an Illinois federal judge
to greenlight the deposition of the convicted fraudster and former
CEO of bankrupt Peregrine Financial Group Inc., arguing that
plaintiffs in a stayed putative class action against the bank and
JPMorgan Chase Bank NA are imposing bogus discovery requirements.

According to the report, the terms of a twice-extended stay on a
proposed class action, which accuses the banks of helping
Peregrine misappropriate customer funds, explicitly allowed
plaintiffs and the banks to move forward with the deposition of
the imprisoned Peregrine Financial founder.

The case is US Commodity Futures Trading Commission v. US Bank,
NA, Case No. 6:13-cv-02041 (N.D. Iowa), before Judge Linda R.
Reade.

                   About Peregrine Financial

Peregrine Financial Group Inc. filed to liquidate under Chapter 7
of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 12-27488)
on July 10, 2012, disclosing between $500 million and $1 billion
of assets, and between $100 million and $500 million of
liabilities.

Earlier that day, at the behest of the U.S. Commodity Futures
Trading Commission, a U.S. district judge appointed a receiver and
froze the firm's assets.  The firm put itself into bankruptcy
liquidation in Chicago later the same day.  The CFTC had sued
Peregrine, saying that more than $200 million of supposedly
segregated customer funds had been "misappropriated."  The CFTC
case is U.S. Commodity Futures Trading Commission v. Peregrine
Financial Group Inc., 12-cv-5383, U.S. District Court, Northern
District of Illinois (Chicago).

Peregrine's CEO Russell R. Wasendorf Sr. unsuccessfully attempted
suicide outside a firm office in Cedar Falls, Iowa, on July 9.

The bankruptcy petition was signed in his place by Russell R.
Wasendorf Jr., the firm's chief operating officer. The resolution
stated that Wasendorf Jr. was given a power of attorney on July 3
to exercise if Wasendorf Sr. became incapacitated.

Peregrine Financial is the regulated unit of the brokerage
PFGBest.


PERSONAL COMMUNICATIONS: Selling Biz to Quality One in Chapter 11
-----------------------------------------------------------------
Personal Communications Devices LLC and an affiliate filed for
Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 13-74303) late
Monday night in Central Islip, N.Y., listing between $100 million
and $500 million in both assets and liabilities.  Bankruptcy Judge
Alan S. Trust oversees the case.  Goodwin Procter LLP and Togut
Segal & Segal LLP are represent PCD in its bankruptcy.

Joseph Checkler, writing for The Wall Street Journal, reports that
PCD has a proposal in place to sell itself to Quality One Wireless
LLC for $105.3 million, subject to higher bids.  The Company is
asking the Court to approve guidelines to govern the bidding and
sale process.

According to WSJ, PCD, which serves as a middleman between
wireless phone companies and device makers, cited former Chief
Executive Philip Christopher's "scheme to ruin PCD's business" as
one of the immediate reasons for its Chapter 11 filing.

"While Mr. Christopher still worked for PCD, he conspired with
several then-current PCD employees, AirTyme and Reliance, to
create a competitive entity," said Chief Financial Officer Raymond
F. Kunzmann in an affidavit accompanying PCD's bankruptcy filing,
according to the WSJ report. Mr. Christopher allegedly used that
entity to recruit PCD employees "and began a campaign to disparage
and defame PCD and its board of directors," Mr. Kunzmann said in
the filing.

The company then sued AirTyme in New York State court, and while a
settlement has been reached between the companies, the suit
against Mr. Christopher remains.  WSJ relates a spokeswoman listed
on an October 2012 AirTyme press release quoting Mr. Christopher
didn't immediately respond to a request for comment.

WSJ also reports that apart from the feud with Mr. Christopher,
PCD said the wireless industry's shift toward major handset makers
Apple Inc. and Samsung Elecrtronics Co. Ltd. helped lead it into
Chapter 11.

PCD said it owes $107 million to first-lien and second-lien
lenders. It listed a unit of handset maker HTC Corp. as its
largest unsecured creditor, saying it owes the company $96.3
million.

The WSJ report says PCD is also seeking court permission to pay
its 189 employees, as well as to borrow $40 million on a $46
million bankruptcy loan from secured lenders.

                Compelementary Capabilities

Personal Communications Devices, LLC on Aug. 20 disclosed that it
has entered into an asset purchase agreement with Quality One
Wireless, LLC.  The agreement constitutes an initial "stalking
horse bid" by Q1W to acquire substantially all of the operating
business assets of PCD through a sale under Section 363 of the
U.S. Bankruptcy Code.

"This acquisition will bring together very complementary
capabilities and distribution channels to dramatically increase
the overall value add to device makers, telecom carriers, and
retailers alike," said George Appling, President and CEO of PCD.
"We are confident that the transaction will result in substantial
synergies while also expanding the customer base to include both
the traditional Tier 1 carrier focus of PCD and the regional
carrier and dealer focus of Quality One.  Moreover, both companies
have been aggressively growing their accessories and M2M
businesses and that focus will continue."

The completion of the transaction will bring together two wireless
industry leaders that will provide carriers, OEM's and other
wireless technology partners with a rich array of distribution,
go-to-market, and product life cycle solutions across the globe.

"PCD's products and market segments are an ideal fit for our
global distribution channels," said John Chiorando, President and
Chief Executive Officer of Q1W.  "The company is a natural
extension of our core business, and will accelerate the product
and market penetration strategies that benefit our global Telecom
customers through improved performance and profitability."

To facilitate the sale and financial restructure, PCD has filed a
voluntary petition under Chapter 11 of the U.S. Bankruptcy Court
in the Eastern District of New York.  The bankruptcy filing does
not include PCD's foreign operations in Canada.  PCD expects to
continue all business operations without interruption during the
sale process.

PCD is advised in this transaction by Richter Consulting Inc., BG
Strategic Advisors, and Goodwin Procter LLP.  Q1W is advised by
Raymond James and Associates, Inc. and Munsch Hardt Kopf & Harr,
P.C.

                            About Q1W

Quality One Wireless is a global distributor of wireless handsets,
accessories, and communication equipment throughout North America,
South America, and the Caribbean, providing one-point product and
device solutions.  The company specializes in customized solutions
that include refurbishing, repair, and distribution of wireless
devices.  Based in Orlando, Florida, Quality One Wireless offers
complete solutions to wireless operators, MVNO's, insurance
providers, retailers, dealers, wholesalers, and e-commerce
partners.

                             About PCD

PCD -- http://www.pcdphones.com-- provides both carriers and
manufacturers a rray of product life cycle management services
that includes planning and development; inventory; technical
testing; quality control; forward and reverse logistics; sell-in
and sell-thru, marketing & warranty support.  Its extensive
portfolio of high-quality and versatile wireless devices includes
feature phones, smartphones, tablets, mobile hotspots, modems,
routers, fixed wireless, M2M, GPS, and other innovative wireless
connectivity devices and accessories.  PCD is based in Hauppauge,
New York; and maintains operations facilities in Brea, California;
and Toronto, CA.


PETER DEHAAN: Disclosures Approval Vacated; Changes Ordered
-----------------------------------------------------------
Based upon the record of hearing held Aug. 12, 2013, the U.S.
Bankruptcy Court for the District of Oregon vacated its order
approving the disclosure statement (Docket No. 250) entered by the
Court on July 30, 2013, in Peter DeHaan Holsteins, LLC's Chapter
11 proceeding.

The Debtor was directed to file an amended Disclosure Statement
(clean and redline versions) by noon on Aug. 20, 2013.

A hearing to approve the Disclosure Statement will be held on
Aug. 21, 2013, at 1:30 p.m.

                   About Peter DeHaan Holsteins

Peter DeHaan Holsteins, LLC, is a recognized leader in the dairy
industry and well known for producing high quality milk products.
Pete DeHaan Jr., the Debtor's 100% owner and Managing Member, has
managed and operated dairy facilities in Oregon for over 15 years.
The Debtor's principal source of income is from the production and
sale of milk, which is shipped to Northwest Dairy Association, a
cooperative that transports, processes and sells the resulting
milk products. In 2011, the Debtor produced 56,137,722 pounds of
whole milk which generated gross income of $11.19 million.

Peter DeHaan Holsteins employs 36 employees and its dairy herd
consists of 2,194 cows and 2,382 heifers for a total of 4,576
animals. The dairy operations are conducted at three separate
farms located in Yamhill County and Washington County Oregon. The
primary farm consists of milking facilities and a 230 acre farm
located at 22180 Lafayette Highway Salem, Oregon. A second farm
is leased from Alan and Alice Beardsley which includes dairy
facilities and 280 acres of farmland located in Gaston, Oregon. A
third farm consisting of 245 acres is owned by the Debtor and is
located in McMinnville, Oregon. The McMinnville Farm is used
primarily for raising replacement heifers and growing crops used
to feed the Debtor's dairy cattle.

Peter DeHaan Holsteins filed a Chapter 11 petition (Bankr. D.
Ore. Case No. 12-35080) on June 29, 2012. The Debtor estimated
assets of $10 million to $50 million and liabilities of up to
$10 million. Jeffrey C. Misley, Esq., and Timothy A. Solomon,
Esq., at Sussman Shank LLP, in Portland, represent the Debtor as
counsel.

In its schedules, the Debtor disclosed $11,161,063 in assets and
$8,307,564 in liabilities.


PICCADILLY RESTAURANTS: Can Expand Scope of FTI's Employment
------------------------------------------------------------
Piccadilly Restaurants, LLC, et al., sought and obtained approval
from the U.S. Bankruptcy Court to expand the scope of employment
of FTI Consulting, Inc., to:

a) continue those services past the initial 4 month period of
   FTI's initial engagement, through confirmation of a Plan of
   Reorganization (which the Debtors anticipate will be sometime
   in September 2013), and

b) include these additional services:

   a. Work with the Debtors to develop a long term budget model
      focusing on, including variance tracking and analysis,
      preparation of sensitivity analysis.

   b. Business plan preparation.

   c. Assist the Debtors with various initiatives and analyses
      required by the restructuring process including: claims
      identification, reconciliation and analysis, analyses and
      support for negotiations related to its master lease
      agreements and other real estate support, executory contract
      review; and, other restructuring related requirements.

   d. Prepare an enterprise valuation of the business and provide
      testimony (both at deposition, contested matters or trial)
      thereon as necessary

In addition to the fixed monthly fee of $75,000 that would
continue as provided for the Original Engagement Contract through
the expanded term of the engagement, the Debtors have agreed to
pay FTI the amount of $330,000, which will be due and payable on
the effective date of a Plan of Reorganization; provided, however,
FTI will not be entitled to the Effective Date Payment in the
event that:

     (a) the current DIP Lender is the sponsor and resulting
         majority equity holder under the Plan of Reorganization,
         or

     (b) there is a successful section 363 sale pursuant to which
         the DIP and prepetition secured debt is not fully
         satisfied.

                  About Piccadilly Restaurants

Piccadilly Restaurants, LLC, and two affiliated entities sought
Chapter 11 bankruptcy protection (Bankr. W.D. La. Case Nos.
12-51127 to 12-51129) on Sept. 11, 2012.  The affiliates are
Piccadilly Food Service, LLC, and Piccadilly Investments LLC.

Piccadilly Restaurants, LLC, headquartered in Baton Rouge,
Louisiana, is the largest cafeteria-style restaurant in the United
States, with operations in 10 states in the Southeast and Mid-
Atlantic regions.  It is wholly owned by Piccadilly Investments,
LLC.  Piccadilly operates an institutional foodservice division
through a wholly owned subsidiary, Piccadilly Food Service, LLC,
servicing schools and other organizations.  With a history dating
back to 1944, the Company operates 81 restaurants at three owned
and 78 leased locations.

Then known as Piccadilly Cafeterias, Inc., the Company filed for
Chapter 11 relief (Bankr. S.D. Fl. Case No. 03-27976) on Oct. 29,
2003.  Paul Steven Singerman, Esq., and Jordi Guso, Esq., at
Berger Singerman, P.A. represented the Debtor in the case.  After
Piccadilly declared bankruptcy under Chapter 11, but before its
plan was submitted to the Bankruptcy Court for the Southern
District of Florida, the Bankruptcy Court authorized Piccadilly to
sell its assets to Yucaipa Cos., for about $80 million.  In
October 2004, the Bankruptcy Court confirmed the plan.

Judge Robert Summerhays oversees the 2012 cases.  Lawyers at
Jones, Walker, Waechter, Poitevent, Carrere & Denegre, LLP, in New
Orleans, serve as the 2012 Debtors' counsel.  BMC Group, Inc.,
serves as claims agent, noticing agent and balloting agent.  In
its schedules, the Debtor disclosed $34,952,780 in assets and
$32,000,929 in liabilities.

New York-based vulture fund Atalaya Administrative LLC, in its
capacity as administrative agent for Atalaya Funding II, LP,
Atalaya Special Opportunities Fund IV LP (Tranche B), and Atalaya
Special Opportunities Fund (Cayman) IV LP (Tranche B), the
Debtors' prepetition secured lender, is represented in the case
by lawyers at Carver, Darden, Koretzky, Tessier, Finn, Blossman &
Areaux, L.L.C.; and Patton Boggs, LLP.

Henry G. Hobbs, Jr., Acting United States Trustee for Region 5,
has appointed seven members to the official committee of unsecured
creditors in the Debtors' Chapter 11 cases.  In October, the
Committee sought and obtained Court approval to employ Frederick
L. Bunol, Albert J. Derbes, IV, of The Derbes Law Firm, L.L.C. as
attorneys.


PLY GEM HOLDINGS: Incurs $50.8 Million Net Loss in Second Qtr.
--------------------------------------------------------------
Ply Gem Holdings, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $50.87 million on $368.14 million of net sales for
the three months ended June 29, 2013, as compared with net income
of $5.26 million on $307.28 million of net sales for the three
months ended June 30, 2012.

For the six months ended June 30, 2013, the Company incurred a net
loss of $78.98 million on $625.23 million of net sales, as
compared with a net loss of $20.37 million on $546.46 million of
net sales for the six months ended June 30, 2012.

Ply Gem Holdings incurred a net loss of $39.05 million in 2012, as
compared with a net loss of $84.50 million in 2011.

The Company's balance sheet at June 29, 2013, showed $1.10 billion
in total assets, $1.17 billion in total liabilities and a $70.18
million total stockholders' deficit.

"Ply Gem's sales continue to benefit from the recovery in new
construction markets; however, demand for big ticket repair and
remodeling items has been sluggish and further compressed by
unfavorable weather conditions during the first quarter that drove
higher inventory levels within distribution channels, which
resulted in lower demand for our products during April and May,"
said Gary E. Robinette, Ply Gem's president and CEO.

Mr. Robinette went on to say, "The expected recovery in the U.S.
housing market represents significant growth opportunity for Ply
Gem, however it also brings near-term challenges primarily in the
form of labor resource requirements to meet increasing market
demand.  Recognizing this challenge, earlier this year we launched
our enterprise lean initiative that when completed will provide
greater manufacturing flexibility."

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

                        http://is.gd/KejyPW

                           About Ply Gem

Based in Cary, North Carolina, Ply Gem Holdings Inc. is a
diversified manufacturer of residential and commercial building
products, which are sold primarily in the United States and
Canada, and include a wide variety of products for the residential
and commercial construction, the do-it-yourself and the
professional remodeling and renovation markets.

                           *     *     *

In May 2010, Standard & Poor's Ratings Services raised its
(unsolicited) corporate credit rating on Ply Gem to 'B-' from
'CCC+'.  "The ratings upgrade reflects our expectation that the
company's credit measures are likely to improve modestly over the
next several quarters to levels that we would consider more in
line with the 'B-' corporate credit rating," said Standard &
Poor's credit analyst Tobias Crabtree.


PRM FAMILY: Employs Cavanagh for Non-Bankruptcy Matters
-------------------------------------------------------
PRM Family Holding Company, L.L.C. asks the U.S. Bankruptcy Court
for permission to employ  Cavanagh Law Firm, P.A. nunc pro tunc as
ordinary course professionals to represent the Debtors in
connection with certain non-bankruptcy-related matters.

In the past several years, Cavanagh has provided a variety of
legal services to the Debtors and has represented the Debtors in a
variety of labor and employment matters, including in proceedings
before the U.S. Equal Employment Opportunity Commission
(EEOC), Arizona Division of Occupational Safety & Health (OSHA),
National Labor Relations Board ("NLRB"), and the Department of
Homeland Security - U.S. Immigrations and Customs Enforcement
(ICE), and state employment law agencies in Arizona, California,
New Mexico, and Texas, as well as draft and update handbooks and
policies, and ERISA benefit matters.

Although many proceedings, including litigation in state and
federal courts, should be subject to the automatic stay pursuant
to 11 U.S.C. Sec. 362, the Debtors will continue to face a number
of legal issues that will not be subject to the stay and will need
to be addressed promptly during the Debtors' reorganization. These
matters include newly filed charges of alleged discrimination
filed with the EEOC, charges filed with the NLRB, investigations
and enforcement actions by OSHA, investigation and enforcement
actions by ICE, ERISA or benefit matters, potential or actual,
common law employment claims, and updating handbooks and policies
based on changes in the law.

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

The firm's rates are:

      Professional                Standard Hourly Billable Rate
      ------------                -----------------------------
     Julie A. Pace                          $395.00
     David A. Selden                        $395.00
     Heidi Nunn-Gilman                      $295.00
     Jennifer L. Sellers                    $290.00
     Eric W. Witt                           $285.00
     Meaghan E. Gallagher                   $260.00
     Stephanie L. Coulter - paralegal       $175.00
     Monica R. Rushton - paralegal          $175.00

                        About PRM Family

PRM Family Holding Company, L.L.C., operator of 11 Pro's Ranch
Markets grocery stores in Arizona and Texas and New Mexico, sought
Chapter 11 protection (Bankr. D. Ariz. Case No. 13-09026) on
May 28, 2013.

As of the bankruptcy filing, PRM Family Holding operates seven
grocery stores in Phoenix, two in El Paso, Texas, and two in New
Mexico.  Its corporate office is in California and it has
warehouses and distribution facilities in California and Phoenix.
Its Pro's Ranch Markets feature produce, baked goods and other
general grocery items with a Hispanic flair and theme.  The
company has more than 2,200 employees.

PRM Family blamed its woes on, among other things, the adverse
effect of the perception in Arizona towards immigrants including
the passage of SB 1070 and an immigration audit to which no other
competitor was subjected.  It also blamed a decline in the U.S.
economy and an increase competition from other grocery store
chains.

Bank of America, the secured lender, declared a default in
February 2013.

PRM Family estimated liabilities in excess of $10 million.

Judge Sarah Sharer Curley oversees the case.  Michael McGrath,
Esq., Scott H. Gan, Esq., Frederick J. Petersen, Esq., Kasey C.
Nye, Esq., David J. Hindman, Esq., and Isaac D. Rothschild, Esq.,
at Mesch, Clark & Rothschild, P.C., serve as the Debtor's counsel.
HG Capital Partners' Jim Ameduri serves as financial advisor.

Attorneys at Freeborn & Peters LLP, in Chicago, Ill., represent
the Official Committee of Unsecured Creditors as lead counsel.
Attorneys at Schian Walker, P.L.C., in Phoenix, Arizona, represent
the Committee as local counsel.

Robert J. Miller, Esq., Bryce A. Suzuki, Esq., and Justin A.
Sabin, Esq., at Bryan Cave LLP, in Phoenix, serve as counsel for
Bank of America, N.A., as administrative agent and a lender under
an amended and restated credit agreement dated July 1, 2011.


PRM FAMILY: Committee Can Retain O'Keefe as Financial Advisor
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of PRM Family
Holding Company L.L.C., et al., sought and obtained permission
from the U.S. Bankruptcy Court for the District of Arizona to
retain O'Keefe & Associates Consulting, LLC, as financial advisor
to the Committee, effective as of July 19, 2013.

O'Keefe will, among others, render the following services:

   (a) review and analysis of the Debtors' weekly financial and
       cash flow performance as compared to its budget;

   (b) review of the Debtors' historical operating results, recent
       performance, business plan and associated restructuring
       initiatives and advise the Committee regarding the Debtors'
       business plans, cash flow forecasts, financial projections,
       cash flow reporting, claims, and plan alternatives;

   (c) advise the Committee with respect to available capital
       restructuring and sale and financing alternatives,
       including providing options regarding potential courses of
       action and assisting with the design, structuring and
       negotiation of alternative restructuring and/or transaction
       structures;

   (d) lead or assist in a sale process of the Debtors' assets and
       add strategic buyers to a sale process; and

   (e) review and analyze any proposals the Debtors receive from
       third parties in connection with a sale of the business or
       substantially all of its assets.

Subject to the Court's approval, O'Keefe will charge for its
services on an hourly basis in accordance with its standard hourly
rates in effect on the date that services are rendered.  O'Keefe
has further agreed to cap its fees at $25,000 from the Retention
Date through Aug. 25, 2013, and as a further accommodation to the
Committee and the estates, has agreed to waive all non-working
travel time.

The current hourly rates applicable to anticipated professionals
assigned to these cases are:

     David Distel, Partner             - $400/hour
     Yyler Mayoras, Managing Director  - $300/hour
     Mike Deighan, Managing Director   - $300/hour

To the best of O'Keefe's knowledge and belief, O'Keefe does not
hold or represent any interest adverse to the Committee, or
the creditors of the Debtors' estates, and does not have any
connection with the Debtors, their creditors, any other parties-
in-interest, their respective attorneys and accountants, the U.S.
Trustee, or any person employed in the Office of the U.S. Trustee.
Further, O'Keefe is a "disinterested person(s)," as that phrase is
defined in Sec. 101(14) of the Bankruptcy Code, and O'Keefe's
employment is necessary and in the best interests of the
Committee.

                        About PRM Family

PRM Family Holding Company, L.L.C., operator of 11 Pro's Ranch
Markets grocery stores in Arizona and Texas and New Mexico, sought
Chapter 11 protection (Bankr. D. Ariz. Case No. 13-09026) on
May 28, 2013.

As of the bankruptcy filing, PRM Family Holding operates seven
grocery stores in Phoenix, two in El Paso, Texas, and two in New
Mexico.  Its corporate office is in California and it has
warehouses and distribution facilities in California and Phoenix.
Its Pro's Ranch Markets feature produce, baked goods and other
general grocery items with a Hispanic flair and theme.  The
company has more than 2,200 employees.

PRM Family blamed its woes on, among other things, the adverse
effect of the perception in Arizona towards immigrants including
the passage of SB 1070 and an immigration audit to which no other
competitor was subjected.  It also blamed a decline in the U.S.
economy and an increase competition from other grocery store
chains.

Bank of America, the secured lender, declared a default in
February 2013.

PRM Family estimated liabilities in excess of $10 million.

Judge Sarah Sharer Curley oversees the case.  Michael McGrath,
Esq., Scott H. Gan, Esq., Frederick J. Petersen, Esq., Kasey C.
Nye, Esq., David J. Hindman, Esq., and Isaac D. Rothschild, Esq.,
at Mesch, Clark & Rothschild, P.C., serve as the Debtor's counsel.
HG Capital Partners' Jim Ameduri serves as financial advisor.

Attorneys at Freeborn & Peters LLP, in Chicago, Ill., represent
the Official Committee of Unsecured Creditors as lead counsel.
Attorneys at Schian Walker, P.L.C., in Phoenix, Arizona, represent
the Committee as local counsel.  O'Keefe & Associates Consulting,
LLC, serves as financial advisor to the Committee.

Robert J. Miller, Esq., Bryce A. Suzuki, Esq., and Justin A.
Sabin, Esq., at Bryan Cave LLP, in Phoenix, serve as counsel for
Bank of America, N.A., as administrative agent and a lender under
an amended and restated credit agreement dated July 1, 2011.


PROGUARD ACQUISITION: Incurs $117,000 Net Loss in Second Quarter
----------------------------------------------------------------
Proguard Acquisition Corp. filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $117,345 on $2.76 million of net sales for the three
months ended June 30, 2013, as compared with a net loss of
$103,410 on $3.90 million of net sales for the same period during
the prior year.

For the six months ended June 30, 2013, the Company reported a net
loss of $242,004 on $5.68 million of net sales, as compared with a
net loss of $213,461 on $7.92 million of net sales for the same
period a year ago.

The Company's balance sheet at June 30, 2013, showed $1.02 million
in total assets, $1.28 million in total liabilities and a $257,568
total stockholders' deficit.

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

                        http://is.gd/lkKWAT

                    About Proguard Acquisition

Proguard Acquisition Corp. (OTC BB: PGRD), headquartered in
Lauderdale, Florida, is a Business to Business (B2B) reseller of
all general line office and business products.

As reported in the TCR on April 11, 2013, Pruzansky, P.A., in Boca
Raton, Florida, expressed substantial doubt about Proguard
Acquisition's ability to continue as a going concern, citing the
Company's net loss and net cash used in operations of $445,016 and
$173,189, respectively, during the year ended Dec. 31, 2012, and
stockholders' deficit and accumulated deficit of $49,314 and
$1.42 million, respectively, at Dec. 31, 2012.


RAVENWOOD HEALTHCARE: May Sell Assets to Naples Lending
-------------------------------------------------------
The Hon. Douglas D. Dodd of the U.S. Bankruptcy Court for the
Middle District of Louisiana, in a findings of fact and
conclusions of law entered on Aug. 12, 2013, authorized Naples
Lending Group LC to purchase Ravenwood Healthcare, Inc.'s property
pursuant to an agreement to purchase executed with the Debtor.

The Court also ordered that immediately upon the closing of the
sale, Naples will pay the balance between the Debtor's current
cash or cash equivalents and $10,000, such that the Debtor will
possess $10,000 upon the closing of the sale to Naples.

Naples is entitled to the protection under Section 363(m) of the
Bankruptcy Code as a purchaser in good faith.

As reported in the Troubled Company Reporter on Aug. 30, 2012,
Naples Lending provided funding to the Debtor of up to $1,000,000.

                 About Ravenwood Healthcare, Inc.

Ravenwood Healthcare, Inc. filed a Chapter 11 petition (Bankr.
M.D. La. Case No. 12-10612) on April 27, 2012, in its home-town in
Baton Rouge.  Ravenwood Healthcare is a not-for-profit corporation
which owns and operates the Harborside Nursing and Rehabilitation
Center, a 165-bed skilled care facility in Baltimore, Maryland.
It has 134 hourly rate based and 11 salaried rate based employees.

Bankruptcy Judge Douglas D. Dodd oversees the case.  William E.
Steffes, Esq., and Noel Steffes Melancon, Esq., at Stefes,
Vingiello & McKenzie, LLC, serve as the Debtor's counsel.

In its petition, the Debtor estimated $10 million to $50 million
in both assets and debts.  The petition was signed by Richard T.
Daspit, Sr., president.

In its amended schedule, the Debtor disclosed $9,561,783 in assets
and $24,113,224 in liabilities as of the Chapter 11 filing.


REGIONAL EMPLOYERS: Hangley Aronchick Approved as Counsel
---------------------------------------------------------
Regional Employers Assurance Leagues Voluntary Employees'
Beneficiary Association Trust, et al., filed an amended and
verified application asking the Bankruptcy Court for permission to
employ Hangley Aronchick Segal Pudlin & Schiller as counsel.

As reported in the Troubled Company Reporter on Aug. 15, 2013,
the Bankruptcy Court denied the employment of Matthew A.
Hamermesh, Esq., and Hangley Aronchick as counsel.

The Debtor, in its new motion, stated that prepetition, HASPS
received these payments on behalf of the Debtors as retainers:

   a) on July 18, 2013, a payment of $20,000 as a retainer on
      account of services to be rendered thereafter in preparation
      for bankruptcy filings, the remaining balance of $4,419 of
      which will be held as part of a retainer for post-bankruptcy
      services; and

   b) on July 23, a payment of $200,000, as an additional retainer
      for post-bankruptcy services.

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

            About Regional Employers Assurance Leagues
        Voluntary Employees' Beneficiary Association Trust

Regional Employers Assurance Leagues Voluntary Employees'
Beneficiary Association Trust, filed a Chapter 11 petition (Bankr.
E.D. Pa. Case No. 13-16440) on July 23, 2013.

The Debtor estimated assets at $50 million to $100 million and
debts at $1 million to $10 million.  The petition was signed by
John J. Koresko, V, director of trustee and administrator.


RESIDENTIAL CAPITAL: $597MM FGIC Deal Scores NY State Judge's OK
----------------------------------------------------------------
Law360 reported that bankrupt Residential Capital LLC moved one
step closer to cementing a deal with Financial Guaranty Insurance
Co. to slash the bond insurer's multibillion-dollar claims to
$596.5 million after a New York state judge overseeing the
insurer's rehabilitation signed off on it.

According to the report, Judge Doris Ling-Cohan said that FGIC can
enter the deal with the bankrupt mortgage servicer and found that
the state insurance regulator overseeing the bond insurer's
rehabilitation had acted reasonably in inking the deal, overruling
the objections of Freddie Mac and other investors.

                   About Residential Capital

Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012.

Neither Ally Financial nor Ally Bank is included in the bankruptcy
filings.

ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.

ResCap disclosed $15.68 billion in assets and $15.28 billion in
liabilities at March 31, 2012.

Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap.  Morrison & Foerster LLP is acting as legal
adviser to ResCap.  Curtis, Mallet-Prevost, Colt & Mosle LLP is
the conflicts counsel.  Rubenstein Associates, Inc., is the public
relations consultants to the Company in the Chapter 11 case.
Morrison Cohen LLP is advising ResCap's independent directors.
Kurtzman Carson Consultants LLP is the claims and notice agent.

Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.

ResCap sold most of the businesses for a combined $4.5 billion.
The Bankruptcy Court in November 2012 approved ResCap's sale of
its mortgage servicing and origination platform assets to Ocwen
Loan Servicing, LLC and Walter Investment Management Corporation
for $3 billion; and its portfolio of roughly 50,000 whole loans to
Berkshire Hathaway for $1.5 billion.

Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL CAPITAL
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by affiliates of Residential Capital LLC and its
affiliates (http://bankrupt.com/newsstand/or 215/945-7000).


REVOLUTIONARY LLC: Case Summary & 2 Unsecured Creditors
-------------------------------------------------------
Debtor: Revolutionary, LLC.
        1725 Constitution Court
        Glenview, IL 60025

Bankruptcy Case No.: 13-32814

Chapter 11 Petition Date: August 16, 2013

Court: U.S. Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Donald R. Cassling

Debtors' Counsel: George Michael Vogl, IV, Esq.
                  LAW OFFICES OF LEDFORD & WU
                  200 S. Michigan Avenue, Suite 209
                  Chicago, IL 60604
                  Tel: (312) 294-4400
                  Fax: (312) 294-4410
                  E-mail: notice@ledfordwu.com

Scheduled Assets: $5,738,150

Scheduled Liabilities: $4,351,252

Affiliate that simultaneously filed for Chapter 11:

        Debtor                     Case No.
        ------                     --------
Revolutionary Hotels, Inc.         13-32815
  Assets: $3,916,352
  Debts: $5,761,381

The petitions were signed by Pyar S. Ali, president.

A. A copy of Revolutionary, LLC's list of its two unsecured
creditors filed with the petition is available for free at
http://bankrupt.com/misc/ilnb13-32814.pdf

B. A copy of Revolutionary Hotels' list of its 20 largest
unsecured creditors filed with the petition is available for free
at http://bankrupt.com/misc/ilnb13-32815.pdf


REVSTONE INDUSTRIES: Rips Creditors' Ch. 11 Plan Over PBGC Claim
----------------------------------------------------------------
Law360 reported that bankrupt Revstone Industries LLC fired a shot
at a Chapter 11 plan filed by the creditors committee, arguing
that it is unconfirmable because it, among other things, does not
fully address more than $67 million in claims from The Pension
Benefit Guaranty Corp.

According to the report, the auto parts conglomerate lodged its
criticism by objecting to the plan's disclosure statement, which
is scheduled to be considered Wednesday by the U.S. Bankruptcy
Court for the District of Delaware, adding that the document does
not provide enough information about the PBGC's claim.

                 About Revstone Industries et al.

Lexington, Kentucky-based Revstone Industries LLC, a maker of
truck parts, filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
No. 12-13262) on Dec. 3, 2012.  Judge Brendan Linehan Shannon
oversees the case.  Laura Davis Jones, Esq., at Pachulski Stang
Ziehl & Jones LLP represents Revstone.  In its petition, Revstone
estimated under $50 million in assets and debts.

Affiliate Spara LLC filed its Chapter 11 petition (Bankr. D. Del.
Case No. 12-13263) on Dec. 3, 2012.

Lexington-based Greenwood Forgings, LLC (Bankr. D. Del. Case No.
13-10027) and US Tool & Engineering LLC (Bankr. D. Del. Case No.
13-10028) filed separate Chapter 11 petitions on Jan. 7, 2013.
Judge Shannon also oversees the cases.

Duane David Werb, Esq., at Werb & Sullivan, serves as bankruptcy
counsel to Greenwood and US Tool.  Greenwood estimated $1 million
to $10 million in assets and $10 million to $50 million in debts.
US Tool & Engineering estimated under $1 million in assets and
$1 million to $10 million in debts.  The petitions were signed by
George S. Homeister, chairman.

Metavation, also known as Hillsdale Automotive, LLC, joined parent
Revstone in Chapter 11 on July 22, 2013 (Bankr. D. Del. Case No.
13-11831) to sell the bulk of its assets to industry rival Dayco
for $25 million, absent higher and better offers.

Metavation has tapped Pachulski as its counsel.  Pachulski also
serves as counsel to Revstone and Spara.  Metavation also has
tapped McDonald Hopkins PLC as special counsel, and Rust
Consulting/Omni Bankruptcy as claims agent and to provide
administrative services.

Mark L. Desgrosseilliers, Esq., at Womble Carlyle Sandridge &
Rice, LLP represents the Official Committee of Unsecured Creditors
in Revstone's case.


ROBERTS HOTELS: Muenks to Provide Tax Preparation Services
----------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Missouri
authorized Roberts Hotels Houston, LLC, et al., to employ Stephen
R. Krause, CPA and Muenks Tax Company to perform tax preparation
services, including the preparation and filing of local, state and
federal tax returns.

The firm has prepared tax forms for many non-debtor related
entities and the firm is familiar with the Debtors' accounting
needs, well as its practices and procedures.

Mr. Kraus told the Court that Muenks bills by project, not time.
Thus, a tax return for one of the Debtors might cost more than
another, depending upon the amount of review which is needed, the
number of ancillary forms to be prepared, etc.

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

                       About Roberts Hotels

Hotel portfolios owned by St. Louis, Mo.-based Roberts Cos. have
filed separate Chapter 11 bankruptcy petitions.  The hotels are
among those involved in a lawsuit Bank of America filed against
Roberts Cos. in April 2012.  BofA alleges Roberts Cos. defaulted
on a loan to renovate six hotels it owns outside of Missouri and
owes more than $34 million.  The hotels are located in Tampa,
Atlanta, Dallas, Houston, Shreveport, La., and Spartanburg, S.C.

Roberts Hotels Dallas LLC, which operates as a Courtyard by
Marriott at 2383 Stemmons Trail in Dallas, filed for Chapter 11
bankruptcy (Bankr. E.D. Mo. Case No. 12-45017) on May 23, 2012,
estimating $1 million to $10 million in assets, and $10 million to
$50 million in debts.

Roberts Hotels Atlanta LLC, dba Clarion Hotel Atlanta, filed for
Chapter 11 (Bankr. E.D. Mo. Case No. 12-44493) on May 9, 2012,
estimating $1 million to $10 million in assets, and $10 million to
$50 million in debts.

Roberts Hotels Shreveport LLC, also under the Clarion flag, sought
Chapter 11 bankruptcy protection (Bankr. E.D. Mo. Case No. 12-
44495) on May 9, estimating under $10 million in assets and
between $10 million and $50 million in debts.

Roberts Hotels Spartanburg LLC, which owns the Clarion Hotel,
formerly named Radisson Hotel & Suites Spartanburg, filed a
Chapter 11 petition (Bankr. E.D. Mo. Case No. 12-43756) on April
19, 2012.  It scheduled $3,028,820 in assets and $34,775,209 in
debts.

Roberts Hotels Houston LLC, dba Holiday Inn Houston, filed for
Chapter 11 (Bankr. E.D. Mo. Case No. 12-43590) on April 16, 2012,
listing under $50,000 in assets and up to $50 million in debts.

Roberts Hotels Tampa LLC, which owns the Comfort Inn hotel at 820
East Busch Blvd. in Tampa, filed for Chapter 11 Bankr. E.D. Mo.
Case No. 12-44391) on May 7, estimating assets between $1 million
and $10 million and debts between $10 million and $50 million.

A. Thomas DeWoskin, Esq., at Danna McKitrick, PC, serves as the
Debtors' counsel.  The petitions were signed by Mike Kirtley,
chief operating officer.

On Dec. 15, 2011, Roberts Hotels Jackson LLC, which owns Roberts
Walthall Hotel, filed for Chapter 11 protection (Bankr. S.D. Miss.
Case No. 11-04341), estimating both assets and debts of between
$1 million and $10 million.  John D. Moore, P.A., represents the
Debtor.

The cases are jointly administered.


SARKIS INVESTMENTS: Hires Baker Hostetler as General Counsel
------------------------------------------------------------
Sakris Investments Company LLC seeks authority from the U.S.
Bankruptcy Court for the Central District of California to employ
Baker & Hostetler, LLP as its general counsel, nunc pro tunc, to
July 29, 2013.

The firm will represent the Debtor at its customary hourly rates
which currently range from $125 to $650 per hour.  The majority of
the work will be performed by insolvency professional Ashley M.
McDow -- amcdow@bakerlaw.com -- counsel at the Firm, whose current
hourly rate is $500 and Marc L. Benezra, a partner at the Firm,
whose current hourly rate is $650.

The firm will be reimbursed its actual out-of-pocket expenses.

Mr. McDow assures the Court that his firm does not hold or
represent an interest adverse to the Debtor's estate.

Sarkis Investments Company, LLC, filed a Chapter 11 petition
(Bankr. C.D. Cal. Case No. 13-29180) on July 29, 2013.  Pamela
Muir signed the petition as manager.  The Debtor estimated assets
and debts of at least $10 million.  Ashley M. McDow, Esq., at
Baker & Hostetler, LLP, serves as the Debtor's counsel.


SARKIS INVESTMENTS: Files Schedules of Assets and Liabilities
-------------------------------------------------------------
Sarkis Investments Company, LLC, filed with the U.S. Bankruptcy
Court for the Central District of California its schedules of
assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $24,000,000
  B. Personal Property            $1,212,796
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims
  E. Creditors Holding
     Unsecured Priority
     Claims
  F. Creditors Holding
     Unsecured Non-priority
     Claims
                                 -----------      -----------
        TOTAL                    $25,212,796               $0

Sarkis Investments Company, LLC, filed a Chapter 11 petition
(Bankr. C.D. Cal. Case No. 13-29180) on July 29, 2013.  Pamela
Muir signed the petition as manager.  The Debtor estimated assets
and debts of at least $10 million.  Ashley M. McDow, Esq., at
Baker & Hostetler, LLP, serves as the Debtor's counsel.


SAVE MOST: Plan Outline Hearing Continued Until Oct. 2
------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
continued until Oct. 2, 2013, at 10 a.m., the hearing to consider
the adequacy of information in the Original Disclosure Statement
explaining Save Most Desert Rancho, Ltd.'s Original Plan of
Reorganization.

As reported in the Troubled Company Reporter on July 17, 2013,
according to the Disclosure Statement, the Plan may provide for
the Debtor to reorganize by continuing to operate, to liquidate by
selling assets of the Debtor's estate, or a combination of both.

The Debtor seeks to accomplish payment under the Plan by the sale
or refinance of the Laguna Hills Property or sale of the Laguna
Hills Property.

The Plan will be funded by proceeds from the sale or refinance of
the Laguna Hills Property as well as postpetition rents generated
by the Laguna Hills Property.

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

                 About Save Most Desert Rancho

Save Most Desert Rancho, Ltd., filed a Chapter 11 petition (Bankr.
C.D. Cal. Case No. 12-23173) in Santa Ana, California on Nov. 15,
2012.  The Laguna Hills-based company disclosed $10,134,997 in
assets and $14,874,770 in liabilities as of the Chapter 11 filing.
The petition was signed by Charles Kaminskas for Brighton Park,
LP, general partner.  Michael G. Spector, Esq., and Vicki L.
Schennum, Esq., at The Law Offices of Michael G. Spector, in Santa
Ana, Calif., represent the Debtor as Chapter 11 insolvency
counsel.


SAVE MOST: Wants Exclusive Solicitation Period Extended to Dec. 12
------------------------------------------------------------------
Save Most Desert Rancho, Ltd., asks the U.S. Bankruptcy Court for
the Central District of California to extend the exclusive periods
to solicit acceptances for the Plan of Reorganization until
Dec. 12, 2013.

The Plan Period expired on June 15, and the Debtor filed its Plan
and Disclosure Statement on that date.  The solicitation period is
set to expire on Sept. 11.

The Debtor explains that the extension will allow the active
issues and disputes with its secured lenders to be resolved and
eliminate the chance of the Debtor being subject to a chaotic
environment where there are competing plans of reorganization.

                 About Save Most Desert Rancho

Save Most Desert Rancho, Ltd., filed a Chapter 11 petition (Bankr.
C.D. Cal. Case No. 12-23173) in Santa Ana, California on Nov. 15,
2012.  The Laguna Hills-based company disclosed $10,134,997 in
assets and $14,874,770 in liabilities as of the Chapter 11 filing.
The petition was signed by Charles Kaminskas for Brighton Park,
LP, general partner.  Michael G. Spector, Esq. --
mgspector@aol.com -- and Vicki L. Schennum, Esq. --
schennumlaw@gmail.com -- at The Law Offices of Michael G. Spector,
in Santa Ana, Calif., represent the Debtor as Chapter 11
insolvency counsel.


SCOOTER STORE: Pact With Creditors Clears Way to Cash Order
-----------------------------------------------------------
Peg Brickley, writing for DBR Small Cap, reported that a deal with
unsecured creditors cleared the way Monday for final approval for
Scooter Store Holdings Inc. to use its cash as it looks for a
buyer to bail it out of bankruptcy.

                      About The Scooter Store

The Scooter Store is a supplier of power mobility solutions,
including power wheelchairs, scooters, lifts, ramps, and
accessories.  The Scooter Store's products and services provide
today's seniors and disabled persons potential alternatives to
living in nursing homes or other care facilities.  Headquartered
in New Braunfels, Texas, the Scooter Store has a nationwide
network of distribution centers that service products owned or
leased by the Company's customers.  It has 57 distribution
centers in 41 states.

Scooter Store Holdings Inc., and 71 affiliates filed for Chapter
11 bankruptcy (Bankr. D. Del. Lead Case No. 13-10904) in
Wilmington.  Andrew L. Magaziner, Esq., at Young Conaway Stargatt
& Taylor, LLP and Neil E. Herman, Esq. at Morgan Lewis & Bockius
LLP represent the Debtors in their restructuring efforts.  The
closely held company listed assets of less than $10 million and
debt of more than $50 million.  The Scooter Store - St. Louis,
L.L.C., disclosed $13,353,846 in assets and $83,957,99 in
liabilities as of the Chapter 11 filing.

Affiliates of private equity firm Sun Capital Partners, based in
Boca Raton, Florida, purchased a majority voting interest in the
debtors in 2011.  Scooter Store is 66.8 percent owned by Sun
Capital Partners Inc., owed $40 million on a third lien.  In
addition to Sun's debt and $25 million on a second lien owing to
Crystal Financial LLC, there is a $25 million first-lien revolving
credit owing to CIT Healthcare LLC as agent.  Crystal is providing
$10 million in financing for bankruptcy.

The Official Committee of Unsecured Creditors is represented by
Cooley LLP as lead counsel, and Cousins Chipman & Brown, LLP as
Delaware counsel.  CBIZ Acounting, Tax and Advisory of New York,
LLC, CBIZ Valuation Group, LLC and CBIZ Mergers & Acquisition
Group Inc. serve as financial advisors.


SCOOTER STORE: Bids Due Sept. 19; Auction Now Set for Sept. 23
--------------------------------------------------------------
Scooter Store Holdings Inc., et al., notified the Bankruptcy Court
of the modified key deadlines related to the sale of substantially
all of their assets.

The modified certain key deadlines include:

   Bid Deadline:               Sept. 19, at 4 p.m.
   Auction:                    Sept. 23, at 10 a.m.
   Sale Hearing:               Sept. 24, at 9:30 a.m.

As reported in the Troubled Company Reporter on June 27, 2013, the
auction was originally set for Aug. 6.  Bids were initially due
July 29.  According to a Bloomberg News report, no buyer is yet
under contract, although the company previously said 60 possible
bidders signed confidentiality agreements.  The company has the
right to designate a so-called stalking horse who can receive a
breakup fee if outbid at auction.

                      About The Scooter Store

The Scooter Store is a supplier of power mobility solutions,
including power wheelchairs, scooters, lifts, ramps, and
accessories.  The Scooter Store's products and services provide
today's seniors and disabled persons potential alternatives to
living in nursing homes or other care facilities.  Headquartered
in New Braunfels, Texas, the Scooter Store has a nationwide
network of distribution centers that service products owned or
leased by the Company's customers.  It has 57 distribution
centers in 41 states.

Scooter Store Holdings Inc., and 71 affiliates filed for
Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 13-10904) in
Wilmington.  Andrew L. Magaziner, Esq., at Young Conaway Stargatt
& Taylor, LLP and Neil E. Herman, Esq. at Morgan Lewis & Bockius
LLP represent the Debtors in their restructuring efforts.  The
closely held company listed assets of less than $10 million and
debt of more than $50 million.  The Scooter Store - St. Louis,
L.L.C., disclosed $13,353,846 in assets and $83,957,99 in
liabilities as of the Chapter 11 filing.

Affiliates of private equity firm Sun Capital Partners, based in
Boca Raton, Florida, purchased a majority voting interest in the
debtors in 2011.  Scooter Store is 66.8 percent owned by Sun
Capital Partners Inc., owed $40 million on a third lien.  In
addition to Sun's debt and $25 million on a second lien owing to
Crystal Financial LLC, there is a $25 million first-lien revolving
credit owing to CIT Healthcare LLC as agent.  Crystal is providing
$10 million in financing for bankruptcy.

The Official Committee of Unsecured Creditors is represented by
Cooley LLP as lead counsel, and Cousins Chipman & Brown, LLP as
Delaware counsel.  CBIZ Acounting, Tax and Advisory of New York,
LLC, CBIZ Valuation Group, LLC and CBIZ Mergers & Acquisition
Group Inc. serve as financial advisors.


SCOOTER STORE: Court Approves Termination of DIP Facility
---------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware approved a
stipulation terminating Scooter Store Holdings, Inc., et al.'s
debtor-in-possession facility.

As reported in the Troubled Company Reporter on May 22, 2013, the
Debtor received final court approval for $10 million in secured
financing provided by second-lien creditor Crystal Financial.

The stipulation, entered among the Debtors, Crystal Financial,
LLC, as DIP Agent and the DIP lenders, provided for the
termination of the DIP facilities and the orderly transition to
the Debtors' use of cash collateral.

The Debtors had informed the DIP lenders that in light of the cash
balances maintained in the Debtors' account, they believe it is in
the best interest of their estates to: (i) repay in full all
outstanding DIP obligations and terminate the DIP Facility
provided in the DIP credit agreement; and (ii) fund their
operations and Chapter 11 expenses through the use of cash
collateral in which junior secured creditors may have an interest
or through alternative financing.

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

                      About The Scooter Store

The Scooter Store is a supplier of power mobility solutions,
including power wheelchairs, scooters, lifts, ramps, and
accessories.  The Scooter Store's products and services provide
today's seniors and disabled persons potential alternatives to
living in nursing homes or other care facilities.  Headquartered
in New Braunfels, Texas, the Scooter Store has a nationwide
network of distribution centers that service products owned or
leased by the Company's customers.  It has 57 distribution
centers in 41 states.

Scooter Store Holdings Inc., and 71 affiliates filed for Chapter
11 bankruptcy (Bankr. D. Del. Lead Case No. 13-10904) in
Wilmington.  Andrew L. Magaziner, Esq., at Young Conaway Stargatt
& Taylor, LLP and Neil E. Herman, Esq. at Morgan Lewis & Bockius
LLP represent the Debtors in their restructuring efforts.  The
closely held company listed assets of less than $10 million and
debt of more than $50 million.  The Scooter Store - St. Louis,
L.L.C., disclosed $13,353,846 in assets and $83,957,99 in
liabilities as of the Chapter 11 filing.

Affiliates of private equity firm Sun Capital Partners, based in
Boca Raton, Florida, purchased a majority voting interest in the
debtors in 2011.  Scooter Store is 66.8 percent owned by Sun
Capital Partners Inc., owed $40 million on a third lien.  In
addition to Sun's debt and $25 million on a second lien owing to
Crystal Financial LLC, there is a $25 million first-lien revolving
credit owing to CIT Healthcare LLC as agent.  Crystal is providing
$10 million in financing for bankruptcy.

The Official Committee of Unsecured Creditors is represented by
Cooley LLP as lead counsel, and Cousins Chipman & Brown, LLP as
Delaware counsel.  CBIZ Acounting, Tax and Advisory of New York,
LLC, CBIZ Valuation Group, LLC and CBIZ Mergers & Acquisition
Group Inc. serve as financial advisors.


SCOOTER STORE: Guggenheim Replaces Morgan Joseph TriArtisan
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will
convene a hearing on Sept. 12, 2013, at 9:30 a.m., to consider
(i) approval of the assignment of an engagement letter between
Scooter Store Holdings, Inc., et al., and Morgan Joseph TriArtisan
LLC, to Guggenheim Securities LLC; and (ii) authorization to
employ Guggenheim Securities, as investment banker nunc pro tunc
to June 14.  Objections, if any, are due Aug. 23, at 4p.m.

On May 15, the Court entered an order authorizing the employment
of Morgan Joseph.  The original application contained customary
terms and conditions for engagements.  Beginning on June 14, and
continuing until July 1, the Morgan Joseph professionals which had
been providing services to the Debtors moved their practices to
Guggenheim Securities.

In this relation, the Debtor would like to continue the employment
of the professionals.  Thus, Morgan Joseph and Guggenheim
Securities have agreed, and the Debtors support, the payment of
the same sale transaction fee will be allocated 75% to Guggenheim
Securities and 25% to Morgan Joseph.  The engagement agreement
would be assigned by Morgan Joseph to Guggenheim Securities,
effective July 1, 2013.

Guggenheim Securities' services would include, among other things:

   a. preparing, with the assistance of the Debtors, an offering
      memorandum for distribution and presentation to prospective
      purchasers;

   b. soliciting interest among prospective purchasers; and

   c. assisting the Debtors in evaluating proposals received from
      prospective purchasers.

Guggenheim Securities is not to receive any monthly fees.  Payment
for its efforts requires one or more sale transactions.

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

                      About The Scooter Store

The Scooter Store is a supplier of power mobility solutions,
including power wheelchairs, scooters, lifts, ramps, and
accessories.  The Scooter Store's products and services provide
today's seniors and disabled persons potential alternatives to
living in nursing homes or other care facilities.  Headquartered
in New Braunfels, Texas, the Scooter Store has a nationwide
network of distribution centers that service products owned or
leased by the Company's customers.  It has 57 distribution
centers in 41 states.

Scooter Store Holdings Inc., and 71 affiliates filed for
Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 13-10904) in
Wilmington.  The closely held company listed assets of less than
$10 million and debt of more than $50 million.

Affiliates of private equity firm Sun Capital Partners, based in
Boca Raton, Florida, purchased a majority voting interest in the
debtors in 2011.  Scooter Store is 66.8 percent owned by Sun
Capital Partners Inc., owed $40 million on a third lien.  In
addition to Sun's debt and $25 million on a second lien owing to
Crystal Financial LLC, there is a $25 million first-lien revolving
credit owing to CIT Healthcare LLC as agent.  Crystal is providing
$10 million in financing for bankruptcy.


SHILO INN: Levene Neale Approved as General Bankruptcy Counsel
--------------------------------------------------------------
The Bankruptcy Court authorized Shilo Inn, et al., to employ
Levene, Neale, Bender Yoo & Brill LLP as general bankruptcy
counsel.

As reported in the Troubled Company Reporter on July 11, 2013, the
firm will bill its time for its representation of the Debtors on
an hourly basis.  The firm's hourly rates are:

   Professional                    Rates
   ------------                    -----
   David B. Golubchick             $595
   Kurt Ramlo                      $575
   J.P. Fritz                      $430
   Michael S. Grimberg             $525

David B. Golubchick, Esq., attests that the firm is a
"disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code.

                    About Shilo Inn, Twin Falls

Shilo Inn, Twin Falls, LLC, and six affiliates filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 13-21601) on May 1, 2013.
Judge Richard M. Neiter presides over the case.  Shilo Inn, Twin
Falls estimated assets of at least $10 million and debts of at
least $1 million.

Shilo Inn, Twin Falls; Shilo Inn, Nampa Blvd, LLC; Shilo Inn,
Newberg, LLC; Shilo Inn, Seaside East, LLC, Shilo Inn, Moses Lake,
Inc.; and Shilo Inn, Rose Garden, LLC each operates and owns a
hotel.  California Bank and Trust is the primary, senior secured
lender for each of the Debtors.

The Debtors sought Chapter 11 protection after CBT on May 1, 2013,
filed for receiverships in district court.

David B. Golubchick, Esq., at Levene, Neale, Bender, Yoo & Brill
LLP, represents the Debtor in its restructuring effort.


SMBC HEALTHCARE: Liquidating Trustee Balks at Conversion Bid
------------------------------------------------------------
John T. Young, Jr., the trustee of the SBMC Liquidating Trust,
asks the Bankruptcy Court to deny the amended motion to (i)
convert the Chapter 11 case of SBMC Healthcare, LLC, to one under
Chapter 7 of the Bankruptcy Code; (ii) delay ruling on pending fee
applications; and (3) require the liquidating trustee to account
for all postconfirmation financial transactions.

On July 18, 2013, Marty McVey, sole shareholder, member and
president of SBMC Healthcare, LLC, the former Debtor-in-
Possession, requested to the conversion of the case.

The Liquidating Trustee relates that Mr. McVey is not an innocent
aggrieved party.  The amended motion paints a pretty dismal and
grim picture of the state of events of the case well as
Mr. McVey's participation as long as they are read and interpreted
in complete isolation to the actual facts and other pleadings of
the case.

Ruth Van Meter, Esq. -- rvanmeter@hallattorneys.com -- at Hall
Attorneys represents the Liquidating Trustee.

In a separate filing, Marilee A. Madan, P.C., on behalf of the
firm and SBMC Healthcare, LLC, asked the Court to deny the motion
to convert because it makes no sense to add another layer of
administrative fees to the case by converting same.

Marilee A. Madan related that the Effective Date of the Joint Plan
was scheduled for April 10, 2013.  The Court confirmed the Joint
Plan of the Official Committee of Unsecured Creditors and the
Debtor on March 26, 2012.  Mr. McVey did not object to the Joint
Plan, although he would have been entitled to do so.  The Joint
Plan provided for all of the Debtor's assets, including the
hospital property, to be transferred to the Liquidating Trust on
the Effective Date.

On April 9, 2013, the Liquidating Trustee sought to defer the
Effective Date and delay the payments due to claimants, including
professionals, under the confirmed Joint Plan.

                      About SBMC Healthcare

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

The Official Committee of Unsecured Creditors is represented by
Hall Attorneys, P.C.


SOTERA DEFENSE: S&P Revises Outlook to Neg. & Affirms 'CCC+' CCR
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Sotera Defense Solutions Inc. to negative from developing.  S&P
affirmed its 'CCC+' corporate credit rating on the company.

At the same time, S&P's issue-level rating on the company's
$243 million senior secured facilities, which consist of a
$28 million revolving credit facility due 2016 and a $215 million
term loan due 2017, is affirmed at 'CCC+' and the recovery rating
remains at '3', indicating S&P's expectations for meaningful (50%
to 70%) recovery in the event of payment default.

The outlook revision reflects S&P's view that the continued
revenue decline in the company's Force Mobility & Modernization
business segment increases the risk of future covenant violations
(absent an amendment to its existing credit agreement providing
additional covenant headroom).  Although the financial sponsor has
expressed willingness to provide an equity cure if necessary, the
frequency of equity cures is constrained by the credit agreement.

The rating reflects S&P's view that Sotera has "less than
adequate" liquidity, a "highly leveraged" financial risk profile,
and is at a continued risk of covenant violations as a result of
weak business performance in its Force Mobility & Modernization
segment.  Sotera provides technology solutions and services for
mission-critical programs of the Department of Defense (DoD),
Intelligence Community, Homeland Security, and other federal law
enforcement agencies.

The negative outlook reflects S&P's view that the continued
revenue decline in Sotera's Force Mobility & Modernization
business segment increases the risk of future covenant violations
(absent an amendment to its existing credit agreement providing
additional covenant headroom).  S&P would lower the rating if the
company does not establish adequate covenant headroom, including a
lack of ability for the financial sponsors to provide an equity
cure.

S&P could revised the outlook to stable if business performance
significantly improves, or the credit agreement is amended, such
that covenant cushion of more than 10% is restored, after taking
into account future covenant step-downs.


SOUTH FLORIDA SOD: Files List of Top Unsecured Creditors
--------------------------------------------------------
South Florida Sod Inc. submitted a list that identifies its top 20
unsecured creditors.

Creditors with the three largest claims are:

  Entity                 Nature of Claim      Claim Amount
  ------                 ---------------      ------------
Gerald Darroh, Inc.                             $6,148,000

Wauchula State Bank                             $2,968,200

Texas 1845,LLC                                  $1,656,825

A copy of the creditors' list is available for free at:

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

                      About South Florida Sod

South Florida Sod Inc., a sod farmer, filed for Chapter 11
protection (Bankr. M.D. Fla. Case No. 13-bk-08466) on July 9,
2013, in Orlando, Florida.

The Debtor estimated at least $10 million in assets and
liabilities.  The company owns 13 properties in Florida and three
other states.  The company intends on selling a 5,777-acre
property in Sarasota County, Florida, with a claimed value of
$20 million or more.  Secured debt totals $23.5 million, not
including a $1.6 million judgment.

Attorneys at Latham Shuker Eden & Beaudine, LLP, serve as counsel
to the Debtor.


SPRINT CORP: Clearwire Action to Help Boost Small Tower Companies
-----------------------------------------------------------------
Sprint Corporation's recent announcement that it will be deploying
the 2.5 GHz frequency spectrum of its now wholly owned subsidiary
Clearwire Corp. beyond its existing 38,000 cell tower sites to
achieve nationwide LTE coverage is credit positive for the
independent tower companies, says Moody's Investors Service in the
report "Independent Towers Will Get an EBITDA Boost As Sprint
Deploys Clearwire Spectrum."

"We expect that Sprint will repurpose the Clearwire tower sites
and add an estimated 15,000 to 18,000 cell tower sites, which will
generate increased leasing revenue that the carrier pays to the
tower companies," says Moody's Vice President -- Senior Analyst
Gregory Fraser, the author of the report. "These new tower sites
will replace the 16,500 Clearwire sites scheduled to be
decommissioned and will therefore eliminate the risk that lost
rent from those towers would not be replaced with new rental
revenue."

Independent tower companies that Moody's expects to receive a
boost in EBITDA in 2014 from the deployment include American Tower
Corporation, Crown Castle International Corp. and SBA
Communications Corporation.

AT&T Corp. may take similar steps to those of Sprint following its
announcement in July that it plans to buy prepaid wireless
provider, Leap Wireless International, Inc. Moody's expects AT&T
to further its 4G/LTE deployment on Leap's underutilized spectrum
on roughly 15,000 to 20,000 sites (including the 9,700 leased
sites acquired from Leap), also to the benefit of the independent
tower firms.

"We also expect the small cell industry to experience significant
growth over the next five to seven years, given the investments
the carriers are currently making in this sub-segment," says
Moody's Fraser.

On July 19, 2013, Moody's upgraded several ratings of Sprint
Communications, Inc., including the company's corporate family
rating to Ba3 from B1, the company's probability of default rating
to Ba3-PD from B1-PD, and Sprint's senior unsecured rating to B1
from B3 following the closing of the merger agreement with
SoftBank Corp., and a separate merger agreement with Clearwire
Corp.

SoftBank, with an issuer rating of Ba1, acquired a 78% stake in
Sprint, a transaction valued at $21.6 billion. Moody's believes
that the merger with SoftBank will help Sprint to improve its
operating performance in the highly competitive US wireless
industry due to the infusion of $5.0 billion of new equity capital
and SoftBank's track record of operational turnarounds of wireless
companies in Japan (increasing market share and expanding
margins). The merger with Clearwire, a company with a vast holding
of spectrum, addresses Sprint's spectrum needs for at least the
next several years. Moody's also affirmed the company's
speculative grade liquidity rating of SGL-1, indicating a very
good liquidity position. The outlook is stable.


SSI PACIFIC: Case Summary & 5 Unsecured Creditors
-------------------------------------------------
Debtor: SSI Pacific Place LLC
        6409 6th Avenue, #14
        Tacoma, WA 98406

Bankruptcy Case No.: 13-45308

Chapter 11 Petition Date: August 16, 2013

Court: U.S. Bankruptcy Court
       Western District of Washington (Tacoma)

Judge: Brian D. Lynch

Debtor's Counsel: Jeffrey B. Wells, Esq.
                  WELLS AND JARVIS, P.S.
                  500 Union Street, Suite 502
                  Seattle, WA 98101
                  Tel: (206) 624-0088
                  E-mail: paralegal@wellsandjarvis.com

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

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

A copy of the Company's list of its five unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/wawb13-45308.pdf

The petition was signed by Matthew Chan, managing member.


TEAMWORK RETAIL: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Teamwork Retail, LLC
          fka Retail Teamwork, LLC
        2600 McCormick Dr., Suite 120
        Clearwater, FL 33759

Bankruptcy Case No.: 13-10654

Chapter 11 Petition Date: August 13, 2013

Court: United States Bankruptcy Court
       Middle District of Florida (Tampa)

Debtor's Counsel: Scott A. Stichter, Esq.
                  STICHTER, RIEDEL, BLAIN & PROSSER
                  110 E. Madison Street, Suite 200
                  Tampa, FL 33602-4700
                  Tel: (813) 229-0144
                  Fax: (813) 229-1811
                  E-mail: sstichter.ecf@srbp.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
is available for free at http://bankrupt.com/misc/flmb13-10654.pdf

The petition was signed by Michael Mauerer, CEO of Team Research,
LLC, manager.


TECHPRECISION CORP: In Default of Certain Financial Covenants
-------------------------------------------------------------
TechPrecision Corporation on Aug. 19 reported financial results
for the fourth quarter and full-year periods of fiscal year 2013,
the periods ended March 31, 2013.

Strategic Update

-- In June of 2013, the Company developed and began implementing a
plan to accelerate its return to profitability.  Specifically, the
plan includes:

-- A reduction in force of 25 employees or approximately 14% of
the total workforce

-- Administrative cost reductions of approximately $1.5 million
annually, which should begin to be reflected in the second quarter
and full impact seen in the third quarter

-- Operational process changes to improve production throughput,
quality and controls, solidifying the foundation that will support
profitable growth in the future

-- Realignment of the organization to focus its activities
primarily on Ranor

-- Securing long-term financing that aligns with the Company's
business

-- Modifying executive compensation to align with long term
shareholder interests, including profitability

"Since taking over as executive chairman on May 13, 2013, I have
worked with the Board of Directors and the management team in an
effort to stabilize the business with the goal of returning to
profitability in fiscal 2014," commented Leonard Anthony, Chairman
of the Board of Directors and Principal Executive Officer.  "As a
result, we are taking specific steps to more appropriately align
our expenses with our current revenue levels through the targeted
reduction of $2 to $2.5 million in annualized expenses on a run-
rate basis.  In the intermediate term, we are refocusing the
Company primarily on the activities at Ranor, pursuing production
projects that can contribute to our near-term revenues,
particularly significant opportunities in the Naval/maritime,
nuclear, and precision industrial, segments.  We are putting in
place a structure that provides accountability for results in each
area.  We expect this effort will bolster the strong pipeline of
medical, nuclear and defense-related business we have in place,
and this should accelerate our growth in 2014 and beyond.
Simultaneously, we are focused on expanding margins, with an
expectation of progressively improving gross margin levels to a
targeted 30% over the balance of fiscal 2014."

Fourth Fiscal Quarter 2013 Summary: Three Months Ended March 31

-- Net sales increased 64% to $9.9 million compared to $6.1
million in the year-ago quarter.

-- As expected, the fourth quarter benefitted from $2.2 million in
revenue related to large-scale PolySi chambers for which
production was extended into the fourth quarter.

-- TechPrecision's backlog at the end of fiscal 2013 was $16.4
million, compared with a $22.4 million backlog at March 31, 2012.
The Company's backlog as of July 31, 2013 was $19.2 million.

-- Gross profit was $1.6 million, or 16% gross profit margin,
compared to gross profit of $1,883, or 0.03% gross profit margin,
in the year-ago quarter.  Contract losses of $1.5 million incurred
during the fourth quarter of fiscal 2012 on U.S. production
impacted the gross margin for the period.

-- Tax expense was $0.7 million in the fourth quarter compared to
a tax benefit of $1.6 million in the same period one year ago. T
ax expense for fiscal 2013 is the result of a full valuation
allowance recorded during the fourth quarter on net tax assets.

-- The net loss was $(1.1) million for the fourth quarter compared
to a net loss of ($1.3) million in the prior year fourth quarter.

Fiscal Year 2013 Summary: 12 Months Ended March 31

-- For the year ended March 31, 2013, net revenue decreased 2% to
$32.5 million compared to $33.3 million in the same period last
year.

-- Gross profit margin was 20% for the year compared to 15% gross
profit margin in the prior fiscal year.

-- Loss from operations was $(1.6) million for the year compared
to an operating loss of ($3.4) million in the prior year.

-- Tax expense was $0.5 million for fiscal 2013 compared to a tax
benefit of $1.5 million in the prior year.  Tax expense for fiscal
2013 is the result of a full valuation allowance recorded during
the fourth quarter on net tax assets.

-- Net loss was $(2.4) million for the year compared to a net loss
of ($2.1) million in the prior year.

Balance Sheet Summary

At March 31, 2013, TechPrecision had working capital of $3.1
million as compared with working capital of $10.2 million at March
31, 2012.  As of March 31, 2013, the Company had $3.1 million in
cash and cash equivalents compared to $2.8 million at March 31,
2012.

Mr. Anthony stated, "As of our fiscal year end, we were not in
compliance with certain financial covenants contained within our
debt agreements.  As of August 16, 2013, we had yet to reach
agreement with our Bank relative to a modification of those
covenants.  As these events of default were unresolved at the time
we filed the Form 10K and the Bank had the right to accelerate the
debt upon 60 days written notice, we reclassified all of our debt
from long term to short term as of our fiscal year end.  In light
of this situation and prior debt covenant issues, we have
initiated the process of seeking to replace or otherwise refinance
our debt arrangements.  While we are in the early stages of that
process, we believe that based on the collateral available, the
reduction of $0.8 million of net debt outstanding achieved during
fiscal 2013, the additional $0.5 million of revolver debt paid
down during July 2013, and our outlook for a return to
profitability, based principally upon cost reductions, we will be
successful in securing new debt arrangements."

Outlook

As disclosed within the Company's 12b-25 filing on August 15,
2013, the Company expects to report a net loss of approximately
$0.8 million for the quarter ended June 30, 2013.  The net loss is
based on revenues of approximately $7.0 million as of June 30,
2013.  The Company expects to file its Form 10Q for the quarter
ended June 30, 2013 as soon as practicable and will host another
investor call at that time.

Mr. Anthony stated, "While the challenge resulting from our need
to overcome the market downturn on a major solar product line is
not yet behind us, we believe that our improved cost structure and
our enhanced Ranor operations, supported by our experienced and
dedicated workforce, will position us to capitalize on the
significant market opportunities that are ahead."

                  About TechPrecision Corporation

Center Valley, Pa.-based TechPrecision Corporation through its
wholly owned subsidiaries, Ranor, Inc., and Wuxi Critical
Mechanical Components Co., Ltd., globally manufactures large-
scale, metal fabricated and machined precision components and
equipment.

The corporation reported a net loss of $1.3 million on
$22.5 million of net sales for the nine months ended Dec. 31,
2012, compared with a net loss of $854,978 on $27.2 million of net
sales for the nine months ended Dec. 31, 2011.

The corporation's balance sheet at Dec. 31, 2012, showed
$22.4 million in total assets, $11.3 million in total liabilities,
and shareholders' equity of $11.1 million.


THORNTON GATEWAY: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Thornton Gateway Properties, LLC
        P.O. Box 6533
        Dillon, CO 80435

Bankruptcy Case No.: 13-23889

Chapter 11 Petition Date: August 13, 2013

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

Judge: Michael E. Romero

Debtor's Counsel: Robert J. Shilliday, III, Esq.
                  SHILLIDAY LAW, P.C.
                  730 17th Street, Suite 500
                  Denver, CO 80202-3580
                  Tel: (720) 439-2500
                  Fax: (720) 439-2501
                  E-mail: rjs@shillidaylaw.com

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

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

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

The petition was signed by Craig H. Mundt, managing member.


TLO LLC: Can Continue to Use Cash Collateral Until Oct. 31
----------------------------------------------------------
Judge Paul G. Hyman of the U.S. Bankruptcy Court for the Southern
District of Florida, West Palm Division, authorized TLO, LLC, to
continue to use the cash collateral of Technology Investors, Inc.,
through Oct. 31, 2013.

As adequate protection, the Lender is granted a valid, perfected
first priority lien on all cash generated postpetition from the
Prepetition Collateral and its proceeds, which liens will be
junior to cash in the TLO Collateral Account and the cash
necessary to replenish the TLO Collateral Account and discharge
the Debtor's obligation to Wells Fargo.

The Debtor is required to file a Chapter 11 plan of reorganization
on or before Aug. 26, 2013.  The Aug. 26 deadline may be extended
upon the prior written consent of Lender and counsel for the
Committee.

Alvin S. Goldstein, Esq. -- agoldstein@furrcohen.com -- at FURR &
COHEN, P.A., in Boca Raton, Florida, represents the Debtor.

                           About TLO LLC

TLO LLC, a provider of risk-mitigation services, filed a petition
for Chapter 11 reorganization (Bankr. S.D. Fla. Case No.
13-bk20853) on May 9, 2013, in West Palm Beach, Florida, near the
company's headquarters in Boca Raton.  The petition was signed by
E. Desiree Asher as CEO.  Judge Paul G. Hyman, Jr., presides over
the case.  Robert C Furr, Esq., and Alvin S. Goldstein, Esq. at
Furr & Cohen serve as the Debtor's counsel.

The Debtor disclosed assets of $46.6 million and liabilities of
$109.9 million, including $93.4 million in secured claims.  The
principal lender is Technology Investors Inc., owed $89 million.
TII is owned by the estate of Hank Asher, the company's primary
owner who died this year.  There is $4.6 million secured by
computer equipment.

Paul J. Battista, Esq., and Mariaelena Gayo-Guitian, Esq., at
Genovese, Joblove & Battista, P.A., represent the Official
Committee of Unsecured Creditors as counsel.


TLO LLC: Wells Fargo Objects to Bid for Additional DIP Loans
------------------------------------------------------------
Wells Fargo Bank, N.A., objects to TLO, LLC's second motion for
authority to obtain postpetition financing from Desiree Asher and
Caroline Asher Yoost.

According to Michael E. Demont, Esq. -- mdemont@smithhulsey.com --
at SMITH HULSEY AND BUSEY, in Jacksonville, Florida, the new loan
documents governing the Second DIP Loan (i) allows the Debtor to
grant any lien in favor of Lenders on the TLO, LLC Collateral
Account; (ii) grants the Lenders' Superpriority Claim priority
over the Wells Fargo Obligations; and (iii) allows the Debtor to
use funds in the TLO, LLC Collateral Account in a manner
inconsistent with the agreements with Wells Fargo that govern that
account.

John R. Thomas, Esq. -- jthomas@smithhulsey.com -- at  SMITH
HULSEY AND BUSEY, in Jacksonville, Florida, also represents the
Wells Fargo.

                           About TLO LLC

TLO LLC, a provider of risk-mitigation services, filed a petition
for Chapter 11 reorganization (Bankr. S.D. Fla. Case No.
13-bk20853) on May 9, 2013, in West Palm Beach, Florida, near the
company's headquarters in Boca Raton.  The petition was signed by
E. Desiree Asher as CEO.  Judge Paul G. Hyman, Jr., presides over
the case.  Robert C Furr, Esq., and Alvin S. Goldstein, Esq. at
Furr & Cohen serve as the Debtor's counsel.

The Debtor disclosed assets of $46.6 million and liabilities of
$109.9 million, including $93.4 million in secured claims.  The
principal lender is Technology Investors Inc., owed $89 million.
TII is owned by the estate of Hank Asher, the company's primary
owner who died this year.  There is $4.6 million secured by
computer equipment.

Paul J. Battista, Esq., and Mariaelena Gayo-Guitian, Esq., at
Genovese, Joblove & Battista, P.A., represent the Official
Committee of Unsecured Creditors as counsel.


TLO LLC: Has Court OK to Employ Bayshore as Investment Banker
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida,
West Palm Beach Division, authorized TLO, LLC, to employ Bayshore
Partners, LLC, as investment banker.  The firm, to be led by
Michael F. Turner, a managing director at Bayshore Partners, will
be paid a $22,500 monthly advisory fee and a non-refundable cash
fee in the minimum amount of $500,000 upon the closing of a
restructuring transaction.

                           About TLO LLC

TLO LLC, a provider of risk-mitigation services, filed a petition
for Chapter 11 reorganization (Bankr. S.D. Fla. Case No.
13-bk20853) on May 9, 2013, in West Palm Beach, Florida, near the
company's headquarters in Boca Raton.  The petition was signed by
E. Desiree Asher as CEO.  Judge Paul G. Hyman, Jr., presides over
the case.  Robert C Furr, Esq., and Alvin S. Goldstein, Esq. at
Furr & Cohen serve as the Debtor's counsel.

The Debtor disclosed assets of $46.6 million and liabilities of
$109.9 million, including $93.4 million in secured claims.  The
principal lender is Technology Investors Inc., owed $89 million.
TII is owned by the estate of Hank Asher, the company's primary
owner who died this year.  There is $4.6 million secured by
computer equipment.

Paul J. Battista, Esq., and Mariaelena Gayo-Guitian, Esq., at
Genovese, Joblove & Battista, P.A., represent the Official
Committee of Unsecured Creditors as counsel.


TROPICANA ENTERTAINMENT: Enters Agreement to Buy Lumiere Hotels
---------------------------------------------------------------
Tropicana Entertainment, Inc. on Aug. 19 disclosed that it has
entered into an agreement with Pinnacle Entertainment, Inc. to
acquire Lumiere Place Casino, HoteLumiere, and the Four Seasons
Hotel St. Louis.

"We are delighted to enter the St. Louis gaming market," said Tony
Rodio, President and Chief Executive Officer of Tropicana.
"Lumiere is a premier property in an excellent downtown location.
We look forward to providing a world class experience to our
guests, and working with the surrounding community to continue to
make downtown St. Louis a vibrant and exciting place to visit,"
said Mr. Rodio.

Carl C. Icahn, Chairman of Tropicana Entertainment, stated: "We
are happy that Tropicana, which Icahn Enterprises purchased out of
bankruptcy only three years ago, is now profitable and will have
expanded to nine casino properties.  We hope to continue to make
judicious acquisitions in the future."

The transaction is conditioned on the receipt of regulatory
approvals from the Federal Trade Commission and the Missouri
Gaming Commission, as well as customary closing conditions, and is
expected to close in early 2014.

                  About Tropicana Entertainment

Tropicana Entertainment Inc. is a publicly reporting company that,
along with its affiliates, owns or operates nine casinos and
resorts in Indiana, Louisiana, Mississippi, Nevada and New Jersey.
The Company owns approximately 6,000 rooms, 9,000 slot positions
and 250 table games.  In addition, the Company owns a development
property in Aruba.  The company is based in Las Vegas, Nevada.

Tropicana Entertainment LLC and certain affiliates filed for
Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08-
10856).  Kirkland & Ellis LLP and Mark D. Collins, Esq., at
Richards Layton & Finger, represent the Debtors in their
restructuring efforts.  Their financial advisor is Lazard Ltd.
Their notice, claims, and balloting agent is Kurtzman Carson
Consultants LLC.  Epiq Bankruptcy Solutions LLC is the Debtors'
Web site administration agent.  AlixPartners LLP is the Debtors'
restructuring advisor.  Stroock & Stroock & Lavan LLP and Morris
Nichols Arsht & Tunnell LLP represent the Official Committee of
Unsecured Creditors in this case.  Capstone Advisory Group LLC is
financial advisor to the Creditors' Committee.

The OpCo Debtors, a group of Tropicana entities owning casinos and
resorts in Atlantic City, New Jersey and Evansville, Indiana
obtained confirmation from the Bankruptcy Court of a
reorganization plan.  On April 29, 2009, non-debtor units of the
OpCo Debtors, designated as the New Jersey Debtors -- Adamar of
New Jersey, Inc., and its affiliate, Manchester Mall, Inc. --
filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to
effectuate a sale of the Atlantic City Resort and Casino to a
group of Investors-led by Carl Icahn.   Judge Judith H. Wizmur
presides over the cases.  Manchester Mall is a wholly owned
subsidiary of Adamar that owns and operates certain real property
utilized in the New Jersey Debtors' business operations.
Effective March 8, Tropicana Entertainment successfully emerged
from the Chapter 11 reorganization process as an Carl Icahn-owned
entity.

A group of Tropicana entities, known as the LandCo Debtors, which
own Tropicana casino property in Las Vegas, have obtained approval
of a separate Chapter 11 plan.

Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz,
Meisel, Forman & Leonard, in Hackensack, New Jersey, represented
the New Jersey Debtors.  Kurtzman Carson Consultants LLC acts as
their claims and notice agent.  Adamar disclosed $500 million to
$1 billion both in total assets and debts in its petition.
Manchester Mall disclosed $1 million to $10 million in total
assets, and less than $50,000 in total debts in its petition.

Debtors Adamar of New Jersey Inc. and Manchester Mall Inc. have
merged into Adamar of NJ In Liquidation, LLC.  The merger and name
change is in accordance with an Amended and Restated Purchase
Agreement, which governs the sale and transfer of the operations
of the Tropicana Casino and Resort - Atlantic City, including
substantially all of the New Jersey Debtors' assets, to Tropicana
Entertainment Inc., Tropicana Atlantic City Corp., and Tropicana
AC Sub Corp., free and clear of any and all liens, claims and
encumbrances.


TUCSON ELECTRIC: S&P Raises Corp. Credit Rating From 'BB+'
----------------------------------------------------------
Standard & Poor's Ratings Services raised the corporate credit
rating on Tucson Electric Power Co. to 'BBB' from 'BB+'.  The
outlook is stable.  S&P raised the rating on Tucson Electric's
senior unsecured notes to 'BBB' from 'BBB-' and withdrew the '2'
recovery rating on the notes because the corporate credit rating
is now investment grade.

"We view the consolidated business risk profile as 'strong' under
our criteria, reflecting Tucson Electric's regulated utility
operations and a predominantly coal-fired generation fleet that
has been sufficient to meet the majority of its retail loads,"
said Standard & Poor's credit analyst Michael Ferguson.

Weaknesses underlying the business risk profile include
concentrated customer markets with few significant growth
prospects in a region that was deeply affected by the recession
and a high coal concentration, which might require higher
environmental spending.

S&P considers Tucson Electric Power Co.'s management and
governance as "satisfactory".  In S&P's opinion, the company's
management has consistently implemented risk-management strategies
and has effectively steered clear of unregulated activities.  The
company has shown diligence in planning significant capital
spending and has managed regulatory relationships well in a state
that has historically been challenging.

S&P considers the consolidated financial risk profile to now be
"significant", based on consolidated credit measures, including
high debt leverage balanced with stable cash flow, and decreasing
variable-rate debt exposure.  S&P views the company's consolidated
liquidity as "strong" under its corporate liquidity methodology.

The stable outlook reflects S&P's expectation that credit measures
will likely rebound in 2013 and beyond due to a recently settled
rate case, which appears to be credit supportive based on the
terms of a tentative settlement that includes a rate increase and
lost fixed-cost recovery mechanism.  Tucson Electric must continue
to closely monitor O&M costs, as it has during its freeze period.
S&P expects that the company will attempt to maintain a balanced
capital structure and will continue to capably manage its
regulatory relationships in Arizona.

S&P could consider raising the rating if the company significantly
decreases consolidated debt leverage, leading to considerably
improved credit measures, including debt to capital of less than
61% and FFO to debt sustained near 25%.  S&P believes that such
improved measures result from the aforementioned rate case being
finalized along the parameters currently expected and that the
company will either purchase, continue to lease, or properly
replace power obtained from Springerville Generating Station upon
the coming lease renewal date.

Though presently unlikely, S&P might lower the rating if Tucson
Electric does not maintain adequate liquidity, cash flow coverage
weakens to less than 15% FFO to debt, or if the company funds
capital spending in a manner that increases leverage.


TURNKEY METAL: Case Summary & 14 Unsecured Creditors
----------------------------------------------------
Debtor: Turnkey Metal, LLC
        4220 Spanish Broom Avenue, NW
        Albuquerque, NM 87120

Bankruptcy Case No.: 13-12720

Chapter 11 Petition Date: August 16, 2013

Court: U.S. Bankruptcy Court
       District of New Mexico (Albuquerque)

Debtor's Counsel: Don F. Harris, Esq.
                  ALBUQUERQUE BUSINESS LAW, P.C.
                  1803 Rio Grande Boulevard NW, Suite B
                  Albuquerque, NM 87110
                  Tel: (505) 246-2878
                  Fax: (505) 246-0900
                  E-mail: don@abqbizlaw.com

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

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

A copy of the Company's list of its 14 unsecured creditors is
available for free at http://bankrupt.com/misc/nmb13-12720.pdf

The petition was signed by Ralph Wardroup, sole member manager.


UNITED GILSONITE: Panel Wants Montgomery to Pursue Suit v. D&Os
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of United Gilsonite
Laboratories asks the U.S. Bankruptcy Court to expand the scope of
retention of Montgomery McCracken Walker & Rhoads, LLP to include
prosecution of any litigation commenced by the Committee on behalf
of the Debtor's estate against, among others, the directors and
shareholders of the Debtor.

The expanded scope of services includes, among other things,
researching, revising and filing any complaint, conducting
necessary written and oral discovery on the Claims, investigating,
settling and/or participating in any trial, hearing and/or appeals
on the Claims, as well as any other services necessary to properly
prosecute the Claims on behalf of the Debtor's estate.

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

The firm's rates are:

   Professional                  Hourly Rates
   ------------                  ------------
   Partners                      $360 - $750
   Of Counsel                    $360 - $650
   Associates                    $240 - $450
   Paralegals                    $150 - $300

                    About United Gilsonite

Scranton, Pennsylvania-based United Gilsonite Laboratories is a
small family-owned corporation engaged in the manufacturing of
wood and masonry finishing products and paint sundries.  United
Gilsonite filed for Chapter 11 bankruptcy protection (Bankr. M.D.
Pa. Case No. 11-02032) on March 23, 2011, to address asbestos-
related claims.  UGL is best known for Drylok, a leak-prevention
and waterproofing compound, and Zar wood finish.

Judge Robert N. Opel, II, oversees the case.  Mark B. Conlan,
Esq., at Gibbons P.C., serves as the Debtor's bankruptcy counsel.
Joseph M. Alu & Associates P.C. serves as accountants.  K&L Gates
LLP serves as special insurance counsel.  Garden City Group is the
claims and notice agent.  The Company disclosed $21,084,962 in
assets and $3,008,688 in liabilities as of the Chapter 11 filing.

Roberta A. DeAngelis, United States Trustee for Region 2,
appointed five creditors to serve on an Official Committee of
Unsecured Creditors.  Montgomery, McCracken, Walker & Rhoads, LLP,
represents the Committee.  The Committee retained Legal Analysis
Systems, Inc., as its consultant on the valuation of asbestos
liabilities.

James L. Patton, Jr., has been appointed as legal representative
for future holders of personal injury or wrongful death claims
based on alleged exposure to asbestos and asbestos-containing
products.  He retained Young Conaway Stargatt & Taylor LLP as his
attorneys.

Charter Oak Financial Consultants LLC serves as financial advisor
to the Unsecured Creditors Committee and the Future Claimants
Representative.


UNIVERSAL HEALTH: Fitch Affirms 'BB' Issuer Default Ratings
-----------------------------------------------------------
Fitch Ratings has affirmed the ratings of Universal Health
Services, Inc. (UHS), including the Issuer Default Ratings (IDR)
at 'BB'. The Rating Outlook has been revised to Positive from
Stable.

Key Rating Drivers

-- The Positive Rating Outlook reflects credit metrics that are
   strong for the 'BB' rating category, driven by a demonstrated
   commitment to debt repayment but offset by prolonged weak
   operating trends in the acute care segment. Recent volume and
   payor mix figures hint at a possible inflection point, and
   further evidence of durable improvement could support an
   upgrade in the near to medium term.

-- Credit metrics continue to strengthen since the Psychiatric
   Solutions, Inc. (PSI) deal in 2010. Debt leverage has moderated
   to 2.6x at June 30, 2013 compared to 3.6x (pro forma) at Dec.
   31, 2010. Fitch expects UHS to operate with debt leverage
   (total debt/EBITDA) between 2.5 times (x) and 3.0x, using
   additional free cash flow for debt repayment in the remainder
   of 2013.

-- Acute care pressures have been offset by the more profitable
   and stable revenue stream of UHS's behavioral health business.
   Overall cash flows have remained strong and growing as a
   result. Fitch forecasts free cash flow (FCF) between $400
   million and $500 million in both 2013 and 2014.

-- UHS and its fellow hospital operators will benefit from higher
   margins and possibly increased volumes due to the Affordable
   Care Act (ACA), starting in 2014. Over time, constrained
   reimbursement growth, especially from government payors, could
   erode some of the expected margin gain.

Rating Sensitivities

Maintenance of a 'BB' IDR will require debt leverage generally
maintained below 3.75x with strong and steady annual FCF of at
least $300 million. Debt leverage of 2.6x at June 30, 2013 and
latest 12 months (LTM) FCF in excess of $370 million provides UHS
with significant flexibility at its current ratings. UHS also
maintains ample cushion under its credit facility leverage
covenant, which steps down to 3.75x at Dec. 31, 2013.

An upgrade to 'BB+' will require further evidence of durably
improving acute care volumes and payor mix in UHS's core markets,
accompanied by steady and robust cash flows. Given 2013 year-to-
date results and Fitch's expectation for the remainder of the
year, an upgrade is likely in the next 2-4 quarters. Fitch
believes UHS is currently operating with credit metrics, including
debt leverage, indicative of a 'BB+' IDR.

A negative rating action is anticipated only in the event of a
sizeable leveraging M&A or capital deployment transaction, or
other unforeseen significant event, leading to sustained debt
leverage at or above 3.75x and/or severely depressed cash
generation. Over the ratings horizon, Fitch does not foresee
operational pressure sufficient to cause a downgrade to 'BB-'.

Credit Metrics Strong for Rating Category

Credit metrics continue to improve subsequent to the 2010
acquisition of PSI. Debt leverage has moderated to 2.6x at June
30, 2013, compared to 3.6x on a pro forma basis at Dec. 31, 2010.
EBITDA growth and about $400 million of debt repayment has driven
this deleveraging. Fitch expects UHS to operate with debt leverage
below 3.0x over the ratings horizon.

Fitch thinks UHS will continue to deploy capital in-line with a
'BB' category credit profile. Fitch expects the trend of rapid
consolidation and integration among healthcare providers to
continue with the goal of driving efficiencies and improved
bargaining power through increased scale and scope of services.
UHS has been less aggressive than its peers in this respect,
consummating only one material acquisition since the
transformative PSI deal in 2010 (Ascend Healthcare Corp.). Fitch
sees limited opportunities for large-scale acquisition activity in
UHS's core businesses over the ratings horizon.

Possible Inflection Point for Pressured Acute Care Business;
Improvement Likely To Be Slow

Acute care inpatient hospital volumes and revenue mix have been
considerably pressured industry-wide for the past few years.
Volume growth is integral to maintaining profitability for
hospital operators, given their high fixed cost structures. For
UHS, the second quarter of 2013 (2Q'13) may imply an inflection
point. Same-hospital (SH) acute care admissions growth of 1.6%
represents the highest growth rate and only the second quarter of
positive growth in the past 12 quarters. SH adjusted admissions
growth was 2% in the quarter. A sustained return to growth may be
supported by steadily improving macroeconomic indicators, such as
unemployment rate, in a couple of UHS's largest markets. Hospital
operations tend to lag the broader macro-economy; so Fitch thinks
it is likely that UHS's acute care admissions and payor mix will
continue to improve.

Still, Fitch expects any improvement in volumes or payor mix to be
slow. The overarching trend of weak healthcare utilization and
treatment delay will likely persist well into 2014, given still
relatively elevated levels of unemployment and the growing
prevalence of high-deductible health insurance plans, combined
with the challenges of implementation and public education with
respect to the ACA's coverage expansion provisions.

Furthermore, Fitch anticipates the continued shift of care to less
expensive, often outpatient settings and increasing coverage of
preventative care to moderate acute care admissions growth over
the medium to longer term. Hospital operators that are successful
in developing robust outpatient and primary care service offerings
stand to benefit from both shifted and new volumes. UHS has
generally been less aggressive than most of its peers in this
area.

Cash Flows, Growth Supported by Behavioral Health Operations

BH revenues accounted for about half of UHS's revenues in 2012
compared to ~25% in 2009. Though causing a material increase in
debt leverage, the PSI acquisition materially increased UHS's
exposure to the more profitable and stable BH industry, helping to
moderate the negative impact of UHS's strained acute care
business. Overall cash flows have remained strong and growing as a
result. Fitch forecasts FCF of approximately $400 million-$500
million in 2013 and 2014.

Fitch believes UHS's current mix of acute and behavioral care is
beneficial to the company's credit profile and strategic outlook.
UHS is the largest privately-owned facilities-based behavioral
health operator in the U.S., controlling approximately 15%-20% of
the otherwise very fragmented BH industry.

ACA Impact is Net Positive, But Magnitude and Sustainably Still
Uncertain

Fitch expects UHS and its peers to benefit from a somewhat
gradual, one-time increase in acute care volumes and margins due
to the Affordable Care Act's (ACA) coverage expansion
implementation in 2014-2015. The primary effect as it pertains to
UHS will be a decrease in uncompensated care beginning in 2014,
thereby increasing net revenues on a relatively constant cost
structure. Most of this benefit will be realized over the course
of 2014-2015; but its magnitude is dependent on several still
unresolved factors: namely, enrollment in the healthcare insurance
exchanges, states' decisions with regard to Medicaid expansion,
and the uptick in healthcare utilization by the newly insured.

About half of UHS's acute care beds are in states which will not
be expanding their Medicaid programs in 2014, thereby moderating
the near-term positive effects of the ACA. In those states, Fitch
expects only a moderate uptick in covered lives due to the
individual mandate. Fitch forecasts UHS's acute care profit
margins to expand by approximately 170 basis points (bps) from
2013 to 2015. This forecast could prove conservative, especially
if additional states (e.g. Florida) do choose to expand their
Medicaid programs at a later date. Some of this margin gain could
begin to erode in later years, however, due to mandated decreases
in Medicare reimbursement, the ongoing push to moderate healthcare
spending, and a general shift away from volume-based payments to
value-based pricing arrangements.

Liquidity and Debt Maturities

UHS has adequate liquidity, comprising $12.6 million of cash on
hand, $769 million available on its $800 million secured revolver
($777 million due August 2016; $23 million due November 2015), and
$15 million available on its $275 million accounts receivable
facility (due October 2013) as of June 30, 2013. UHS has not
historically carried large cash balances but has instead relied on
its revolver and securitization facility for short-term financing.

Debt maturities are manageable for the next few years and are
estimated as follows: $296 million for the remainder of 2013; $74
million in 2014; $106 million in 2015; $2.8 billion in 2016; and
$270 million thereafter.

Fitch has affirmed UHS's ratings as follows:

-- IDR at 'BB';
-- Senior secured bank facility ratings at 'BB+';
-- Senior secured notes ratings at 'BB+'; and
-- Senior unsecured notes ratings at 'BB-'.

The Rating Outlook has been revised to Positive from Stable.


US XPRESS: Moody's Changes Outlook to Negative & Keeps B3 CFR
-------------------------------------------------------------
Moody's Investors Service changed the rating outlook of U.S.
Xpress Enterprises, Inc. to negative from stable due to the delay
in the company's proposed $250 million senior secured notes
offering that had been expected to improve the company's liquidity
profile, partly by addressing covenant concerns. Concurrently,
Moody's affirmed all the company's ratings including the B3
Corporate Family Rating and B2 ratings on its secured bank debt.
The Caa1 rating on the proposed $250 million senior secured notes
due 2020 was withdrawn.

The following ratings were affirmed (with updated LGD
assessments):

Corporate family rating, B3

Probability of default rating, B3-PD

$40 million senior secured revolving credit facility due 2015, to
B2 (LGD-3, 33% from 36%)

$10.8 million outstanding senior secured term loan due 2014, to B2
(LGD-3, 33% from 36%)

$154.1 million outstanding senior secured term loan due 2016, to
B2 (LGD-3, 33% from 36%)

The following ratings were withdrawn:

Proposed senior secured $250 million senior secured notes due
2020, Caa1 (LGD-4, 64%)

Ratings Rationale:

The change in outlook to negative from stable reflects weak
liquidity, in particular Moody's expectation that there could be
limited, if any, covenant headroom under the company's bank credit
agreement during 2014. The negative outlook also reflects
uncertainty regarding the timing and economics of any refinancing
of senior credit facility indebtedness maturing in 2014 to 2016.
Weaker than expected operating performance in recent periods,
particularly during the latter part of 2012, has contributed to
lower than anticipated EBITDA levels. These factors were partially
offset by the use of proceeds from the sale of the Arnold
Transportation business (the company retains a minority interest)
to pay down debt at the beginning of the year. Moody's notes that
the company amended its bank credit facility on May 31, 2013. At
that time, the financial ratio maintenance covenants were amended.
Although this should allow the company to remain in compliance
through the end of 2013, covenants continue to step-down on a
quarterly basis over the next two years making it more challenging
to remain in compliance beyond 2013.

The affirmation of the B3 CFR continues to reflect the cyclical
nature of the truckload industry and weak credit metrics that are
largely in line with the rating category. Last twelve months ended
June 30, 2013 debt/EBITDA (based on Moody's standard adjustments
and pro forma for the sale of the Arnold business) stands above
5.5x with EBIT/interest coverage of under 1.0 times. The B3 CFR is
supported by a relatively young fleet allowing the company to
defer a portion of capital expenditures to preserve liquidity if
needed, good scale, a diverse customer base/end markets and the
expectation for further contractual rate increases due to limited
capacity in the industry. A moderate improvement in credit metrics
is expected to be attained through expense reductions from the
implementation of a Six Sigma Lean program as well as the
elimination of certain non-recurring costs which impacted 2012
results. Fiscal 2012 results were negatively affected by
management time and effort related to the sale of the Arnold
Transportation business in early 2013 and a temporary change in
the company's operating processes. However, the B3 CFR also
incorporates the effects of the uncertain economic environment on
volume growth and the potential for elevated driver and regulatory
costs to partially offset some of the improvements expected to
margin growth going forward.

The ratings could be downgraded if the liquidity profile weakens
including deteriorating headroom under financial covenants, the
company fails to refinance or extend 2014 to 2016 debt maturities
or operating performance weakens. Specifically, debt to EBITDA
above 6.0x, or a weakening of EBIT to interest could lead to a
downgrade.

The rating outlook could be changed to stable if the company (i)
grows revenues and profitability during the latter half of 2013
into 2014; (ii) adequately re-invests in the business and (iii)
improves liquidity by generating positive free cash flow, expands
headroom under financial covenants and refinances or extends debt
maturities. The ratings could be upgraded if the company also
achieves sustained growth in credit metrics such that debt to
EBITDA improves to under 5.0x, EBIT to interest is sustained above
1.5x and the company generates positive free cash flow.

The principal methodology used in this rating was the Global
Surface Transportation and Logistics Companies Industry
Methodology published in April 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.

U.S. Xpress Enterprises, Inc., a Nevada Corporation, headquartered
in Chattanooga, Tennessee, provides truckload transportation
services in North America, including line-haul, dedicated and
inter-modal freight services. Gross revenues for the twelve months
ended June 30, 2013 totaled approximately $1.7 billion.


VANDERRA RESOURCES: Amended Liquidation Plan Declared Effective
---------------------------------------------------------------
Vanderra Resources LLC notified the U.S. Bankruptcy Court for the
Northern District of Texas that the Effective Date of the Second
Amended Joint Plan of Liquidation proposed by Vanderra Resources,
LLC, and the Official Committee of Unsecured Creditors occurred on
June 9, 2013.

The Debtor and the Committee obtained confirmation of a Second
Amended Joint Plan, as modified, on May 13, 2013.

The Plan is designed to accomplish the further liquidation of the
Debtor's estate and provide a mechanism for the distribution of
the proceeds of the liquidation to beneficiaries of the estate.
The Plan provides for the creation of The Vanderra Resources, LLC
Liquidating Trust to effectuate the administration and orderly
liquidation of the estate's remaining assets, including causes of
action.

The Plan provides for this treatment of claims:

Class 1: Secured Claims of PlainsCapital Bank ($5,500,000) will be
paid out of available cash on the Effective Date.

Class 2: Secured Claims of Stone Arch Capital, either in whole or
in part, will be paid out of the portion of the disputed cash that
is subject to the full satisfaction of any senior security
interests to Stone Arch Capital.

Class 3: Secured Tax Claims will be fully satisfied within 30 days
after the later of (a) the Plan Effective Date or (b) becoming an
Allowed Secured Tax Claim.  Each holder of an Allowed Secured Tax
Claim will retain all Liens securing the same until paid, and this
Plan does not modify or affect the validity, extent or priority of
such Liens.

Class 4: Other Secured Claims will be fully satisfied within 30
days after the later of (a) the Effective Date or (b) becoming an
Allowed Other Secured Claim.  Each holder of an Allowed Other
Secured Claim will retain all Liens securing the same, until paid,
and this Plan does not modify or affect the validity, extent or
priority of such Liens.

Class 5: Priority Non-Tax Claims will be paid in full from
available cash within 30 days after the later of (a) the Effective
Date or (b) becoming an Allowed Priority Non-Tax Claim.

Class 6: General Unsecured Claims will be paid from available cash
Pro Rata by the trustee on any distribution date when such
available cash exists.

Class 7: Subordinated Claims will be paid from available cash pro
rata by the trustee on any distribution date when such available
cash exists.

Class 8: Interests will be deemed canceled on the Effective Date;
provided, however, that holders of Class 8 Interests as of the
Effective Date, or their successors or assigns, will be paid from
available cash pro rata by the trustee on any distribution date
when such available cash exists.

Copies of the Disclosure Statements are available for free at:

     http://bankrupt.com/misc/VANDERRA_RESOURCES_modifiedplan.pdf
     http://bankrupt.com/misc/VANDERRA_RESOURCES_plan.pdf
     http://bankrupt.com/misc/VANDERRA_RESOURCES_planb.pdf

                     About Vanderra Resources

Vanderra Resources LLC was an innovator and leader in the oil-
field services industry, providing one stop solutions for the
setup of drilling sites, including the construction of well site
locations and roads, compressor pads, pipelines, and frac ponds.

Vanderra Resources filed a Chapter 11 petition (Bankr. N.D. Tex.
Case No. 12-45137) in Fort Worth, Texas, on Sept. 9, 2012. The
Debtor estimated assets and debts of at least $10 million.  The
Debtor filed for bankruptcy to address its legacy debt issues, to
finalize its restructuring into a smaller, more profitable
company, and to preserve and enhance its going concern value for
the benefit of its vendors, customers, creditors, employees, and
all stakeholders.

Bankruptcy Judge D. Michael Lynn oversees the Debtor's case.
Kevin M. Lippman, Esq., and Davor Rukavina, Esq., at Munsch Hardt
Kopf & Harr, P.C., serve as the Debtor's counsel.  The petition
was signed by George Langis, president and chief operating
officer.  The Debtor disclosed $26.3 million in assets and
$24 million in liabilities as of the Chapter 11 filing.

Andrew E. Jillson, Esq., Cameron W. Kinvig, Esq., and Jesse T.
Moore, Esq., at Hunton & Williams LLP represent the Committee.


VILLAGE AT KNAPP'S: Taps Tishkoff & Associates as Counsel
---------------------------------------------------------
The Village At Knapp's Crossing, L.L.C. seeks authority from the
U.S. Bankruptcy Court for the Western District of Michigan to
employ Tishkoff & Associates PLLC as its counsel effective as of
July 30, 2013, and to pay the firm's hourly rates:

        William G. Tishkoff, Esq.  $300
        Associate Attorneys        $200
        Legal Assistants            $95

The firm will also be reimbursed for its reasonable and necessary
out-of-pocket expenses.

William G. Tishkoff, the sole member and manager of TAP, assures
the Court that his firm does not hold or represent an interest
adverse to the estate in the matters upon which TAP is to be
employed as counsel for Debtor.

The employment application was filed by Steven D. Benner, managing
member on behalf of S.D. Benner, sole member of the Company.

                    About Village At Knapp's

The Village At Knapp's Crossing, L.L.C. in Grand Rapids, Michigan,
filed for Chapter 11 (Bankr. W.D. Mich. Case No.
13-06094) on July 25, 2013.  Judge Scott W. Dales handles the
case.  On the Petition Date, the Debtor estimated its assets and
debts at $10 million to $50 million.  The petition was signed by
Steven D. Benner, managing member on behalf of S.D. Benner, sole
member.


VILLAGE AT KNAPP'S: Schedules Filing Deadline Extended to Aug. 27
-----------------------------------------------------------------
The Village At Knapp's Crossing, L.L.C. sought and obtained an
order from the U.S. Bankruptcy Court for the Western District of
Michigan extending to August 27, 2013, its deadline to file its
Bankruptcy Schedules, Statements and Related Documents.

                    About Village At Knapp's

The Village At Knapp's Crossing, L.L.C. in Grand Rapids, Michigan,
filed for Chapter 11 (Bankr. W.D. Mich. Case No.
13-06094) on July 25, 2013.  Judge Scott W. Dales handles the
case.  On the Petition Date, the Debtor estimated its assets and
debts at $10 million to $50 million.  The petition was signed by
Steven D. Benner, managing member on behalf of S.D. Benner, sole
member.


VILLAGE AT KNAPP'S: Sec. 341(a) Creditors' Meeting on Sept. 4
-------------------------------------------------------------
There's a meeting of creditors of The Village At Knapp's Crossing,
L.L.C. on Sept. 4, 2013, at 10:00 a.m., at the Office of U. S.
Trustee (The Ledyard Building).

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.  All
creditors are invited, but not required, to attend.  This meeting
of creditors offers the one opportunity in a bankruptcy proceeding
for creditors to question a responsible office of the Debtor under
oath about the company's financial affairs and operations that
would be of interest to the general body of creditors.

                    About Village At Knapp's

The Village At Knapp's Crossing, L.L.C. in Grand Rapids, Michigan,
filed for Chapter 11 (Bankr. W.D. Mich. Case No.
13-06094) on July 25, 2013.  Judge Scott W. Dales handles the
case.  On the Petition Date, the Debtor estimated its assets and
debts at $10 million to $50 million.  The petition was signed by
Steven D. Benner, managing member on behalf of S.D. Benner, sole
member.


WEST 380: U.S. Trustee Wants Case Converted to Chapter 7
--------------------------------------------------------
William T. Neary, the U.S. Trustee for Region 6, asks the
Bankruptcy Court to convert the Chapter 11 case of West 380 Family
Care Facility to one under Chapter 7 of the Bankruptcy Code.

The U.S. Trustee explains that, among other things:

   1. the Debtor has not proposed a plan of reorganization or
      liquidation, constituting delay;

   2. the sale of the hospital and its operations closed in March
      2013, upon information and belief, there were no net
      proceeds left after the sale closed; and

   3. rather than file a liquidating plan, the Debtor intends to
      file a motion to sell the remaining accounts receivable or a
      motion for approval of an arrangement with a third party to
      collect accounts receivable and pay the amounts collected
      directly to the Internal Revenue Service.

Meredyth A. Kippes, Esq., represents the U.S. Trustee as counsel.

                          About West 380

Bridgeport, Texas-based West 380 Family Care Facility, doing
business as North Texas Community Hospital, opened in August 2008
and operates in a 99,000 square-feet two-story building on 19
acres of land.  The hospital has 36 beds and 57 doctors on staff.
There are 200 employees constituting 130 full time equivalent
employees.

West 380 filed a Chapter 11 petition (Bankr. N.D. Tex. Case No.
12-46274) on Nov. 8, 2012.  Andrew G. Edson, Esq., Duane J.
Brescia, Esq., and Stephen A. Roberts, Esq., at Strasburger &
Price LLP serve as its counsel.  The Debtor disclosed $38,220,048
in assets and $82,873,548 in liabilities as of the Chapter 11
filing.  Judge D. Michael Lynn presides over the case.


WILCA CORP.: Case Summary & 22 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Wilca Corp.
        624-630 Westfield Avenue
        Elizabeth, NJ 07201

Bankruptcy Case No.: 13-28133

Chapter 11 Petition Date: August 16, 2013

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

Judge: Donald H. Steckroth

Debtor's Counsel: Antonio R. Espinosa, Esq.
                  ANDRIL & ESPINOSA, LLC
                  534 Westfield Avenue
                  Elizabeth, NJ 07208
                  Tel: (908) 558-0100
                  Fax: (908) 558-1655
                  E-mail: Andespbk@gmail.com

Scheduled Assets: $86,100

Scheduled Liabilities: $1,442,840

A copy of the Company's list of its 22 largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/njb13-28133.pdf

The petition was signed by Wilson Londono, president.


YPSILANTI SCHOOL: Moody's Affirms 'Ba3' GOULT Rating
----------------------------------------------------
Moody's Investors Service has affirmed the Ba3 general obligation
unlimited tax (GOULT) rating of Ypsilanti School District, MI. The
district has $76.6 million of GOULT debt outstanding, of which
$59.7 million is rated by Moody's. The negative outlook on the
district's rating has been removed.

Rating Rationale:

The district's general obligation bonds are secured by an
unlimited tax pledge as authorized by voters. The Ba3 rating is
primarily based upon the district's sizeable deficit General Fund
balance that had accumulated over many years of structural
imbalance tied to declining enrollment and operating revenues. The
rating also incorporates a moderately-sized tax base with
institutional presence, above average debt burden, exposure to an
underfunded cost-sharing pension plan, and the prospect for future
financial improvement following consolidation with a neighboring
district.

Removal of the negative outlook is based on the expectation that,
despite the potential of ongoing operational pressures, the
district's financial profile will improve significantly following
a recent sale of bonds that will retire an outstanding short-term
cash flow note obligation and thereby eliminate the district's
accumulated deficit fund balance.

Strengths

- Consolidation may result in operational efficiencies

- Proximity to diverse employment opportunities in neighboring Ann
  Arbor (GOLT rated Aa1)

- Institutional presence of Eastern Michigan University (revenue
  rated A1, stable)

Challenges

- Sizeable General Fund deficit following years of operational
  imbalance

- Multi-year trend of falling enrollment that factors unfavorably
  in the collection of revenue per Michigan's education funding
  formula

- No flexibility to raise new revenue

- Use of deficit financing to restore the General Fund to a
  positive position

- Multi-year trend of material tax base depreciation

- Elevated debt burden and exposure to an underfunded statewide
  cost-sharing pension plan

What Could Change the Rating -- Up?

- Demonstrated structural balance following elimination of the
  accumulated deficit with long-term debt

- Sustained reversal of the negative enrollment trend that
  supports growth in operating revenue

What Could Change the Rating -- Down?

- Further operational imbalance in the district's General Fund

- Acceleration of enrollment declines that places added pressure
  on financial operations

- Growth in the district's debt burden

The principal methodology used in this rating was General
Obligation Bonds Issued by US Local Governments published in April
2013.


ZUERCHER TRUST: Ch.11 Trustee Taps Grobstein as Fin'l Advisor
-------------------------------------------------------------
Peter S. Kravitz, Chapter 11 trustee for The Zuercher Trust of
1999, filed a second amended application asking the U.S.
Bankruptcy Court for the Northern District of California for
permission to employ Grobstein Teeple Financial Advisory Services,
LLP, as his financial advisor effective July 3, 2013.

Grobstein Teeple will review and analyze the Debtor's financial
records.

According to the Debtor, Grobstein Teeple was not paid a monetary
retainer.  The hourly rates of the firm's personnel are:

         Partners                         $325 - $400
         Senior Consultants               $150 - $200
         Consultant                          $125
         Paraprofessionals                    $95

To the best of the trustee's knowledge, GTFAS neither holds nor
represents a claim against the Debtor or the estate.

As reported in the Troubled Company Reporter on July 24, 2013,
GTFAS served as the trustee's financial advisors, nunc pro tunc to
March 5, 2013.  GTFAS will perform these specified acts:

     a. Obtain and evaluate financial records;
     b. Evaluate assets and liabilities of Debtor;
     c. Reconstruct accounting and financial records related to
        the Debtor;
     d. Assist with compiling information for United States
        Trustee and Court compliance;
     e. Provide litigation consulting if required; and
     f. Provide accounting and consulting services requested by
        the Trustee and his counsel.

The firm is led by Howard Grobstein CPA, CFE, and Joshua Teeple as
partners.  They may be reached at:

          Howard Grobstein CPA
          GROBSTEIN TEEPLE FINANCIAL ADVISORY SERVICES, LLP
          3403 Tenth Street, Suite 711
          Riverside, CA 92501
          E-mail: info@gtfas.com
                  hgrobstein@gtfas.com

               - and -

          Joshua Teeple
          GROBSTEIN TEEPLE FINANCIAL ADVISORY SERVICES, LLP
          4790 Irvine Boulevard, Suite 105-420
          Irvine, CA 92620
          E-mail: jteeple@gtfas.com

                 About The Zuercher Trust of 1999

San Mateo, California-based The Zuercher Trust of 1999 filed for
Chapter 11 bankruptcy (Bankr. N.D. Cal. Case No. 12-32747) on
Sept. 26, 2012.  Bankruptcy Judge Hannah L. Blumenstiel presides
over the case.  Derrick F. Coleman, Esq., at Coleman Frost LLP,
serves as the Debtor's counsel.

The Debtor, a business trust, estimated assets and debts of
$10 million to $50 million.  The Debtor owns property in
621 S. Union Avenue, in Los Angeles.  The property is currently in
REAP for alleged city health code violations.

In its schedules, the Debtor disclosed $28,450,000 in total assets
and $12,084,015 in total liabilities.

The petition was signed by Monica H. Hujazi, trustee.

As reported in the TCR on March 22, 2013, August B. Landis, Acting
U.S. Trustee for Region 17, obtained authorization from the U.S.
Bankruptcy Court to appoint Peter S. Kravitz as Chapter 11 Trustee
for The Zuercher Trust of 1999.  Steven T. Gubner, Esq., and
Richard D. Burstein, Esq., at Ezra Brutzkus Gubner LLP, represent
Peter S. Kravitz, Chapter 11 Trustee for The Zuercher Trust of
1999, as bankruptcy counsel.


* Judge Endorses Use of Fraud Law against Bank of America
---------------------------------------------------------
Nate Raymond, writing for Reuters, reported that a federal judge
has endorsed a broad interpretation of a savings-and-loan era law
that the Justice Department is trying to use in cases against Wall
Street banks.

According to the report, U.S. District Judge Jed Rakoff in
Manhattan said Monday that a "straightforward application of the
plain words" of the Financial Institutional Reform, Recovery and
Enforcement Act allowed the interpretation sought by the
government.

The law has a low burden of proof, strong subpoena power and a 10-
year statute of limitations, twice as long as the typical limit
for fraud cases, the report pointed out.  Rarely asserted until
recently, it has become the basis of three lawsuits by lawyers
under Manhattan U.S. Attorney Preet Bharara against banks
including Bank of America Corp, Wells Fargo & Co and Bank of New
York Mellon Corp.

The latest decision came in a case the Justice Department brought
last October against Bank of America over toxic mortgages that its
Countrywide Financial mortgage unit sold to Fannie Mae and Freddie
Mac in the financial crisis, the report said.

The government's case, which is set for trial on September 23,
focuses on a program instituted in 2007 by Countrywide called
"High Speed Swim Lane" and also known as "HSSL" or "Hustle."


* Falcone Admits Wrongdoing, Agrees to Five-Year Ban
----------------------------------------------------
Juliet Chung, writing for The Wall Street Journal, reported that
hedge-fund manager Philip Falcone admitted wrongdoing as part of a
civil settlement with securities regulators, a landmark in the
government's new drive to push defendants to acknowledge their bad
behavior.

According to the report, as part of the settlement, disclosed
Monday, Mr. Falcone and his hedge-fund firm, Harbinger Capital
Partners, will pay more than $18 million and Mr. Falcone will be
banned from the securities industry for at least five years.

Securities and Exchange Commission Chairman Mary Jo White said
after taking office earlier this year that she wanted more
defendants to have to admit wrongdoing, the report recalled.
Monday's civil settlement marks the first time an individual or
firm has made such an admission in a deal with the SEC, except in
cases where they had previously pleaded guilty in a criminal
proceeding or been criminally convicted.

The settlement was the resolution of two civil lawsuits filed by
the SEC against Mr. Falcone and Harbinger last year, the report
said.  The suits alleged, in part, that they had duped investors
about a $113 million personal loan Mr. Falcone took out from a
Harbinger fund to pay his own taxes, even as other investors in
the fund were prevented from pulling their money. They also
accused Mr. Falcone of manipulating the bond prices of MAAX
Holdings, Inc., now called MAAX Corp., a maker of bathroom
fixtures.

"This is a first for the SEC, and everyone tends to remember their
first time," said Joseph Grundfest, a law and business professor
at Stanford University and a former SEC commissioner, of the
wrongdoing language, the report cited.


* Fitch Says U.S. P/C Industry Loss Reserves Remain Adequate
------------------------------------------------------------
In a new report published Aug. 19, 2013, Fitch Ratings concludes
based on its analysis of loss reserves that the U.S.
property/casualty industry loss reserve position at year-end 2012
remains within a range of adequacy and is relatively unchanged
from the prior year.

Low interest rates and low general inflation have promoted claims
cost stability for the property/casualty insurance industry. A
return to sharply higher inflation appears unlikely in the near
term, reducing the risk of adverse reserve movement for insurers.
Key claims cost drivers including medical and tort-related costs
have been more stable recently as well but remain a potential
source of future volatility.

Individual segments that were more heavily impacted by past
competitive market conditions and the effects from the economic
recession on claims trends continue to show reserve inadequacy.
Workers' compensation, product liability, and commercial auto
liability segments are among the weaker segments.

Conversely, segments with a recent history of reserve strength
continue to demonstrate estimated redundancies. Medical
professional liability, personal auto liability, and other
liability - occurrence lines have the highest estimated redundancy
as a percentage of carried reserves.

For the last seven consecutive calendar years, property/casualty
industry prior period loss reserves have developed favorably,
positively affecting statutory profitability. The magnitude of
favorable development declined moderately in 2012 and is
anticipated to slow further in 2013 and going forward.

The full report 'Property/Casualty Industry Loss Reserve Adequacy'
dated Aug. 20, 2013, is available at 'www.fitchratings.com' under
'Insurance' and 'Special Reports'.


* Obama Urges Renewed Push for Wall Street Overhaul
---------------------------------------------------
Jimm Kuhnhenn, writing for The Associated Press, reported that
passage of a sweeping overhaul of Wall Street regulations in 2010
was a hallmark of President Barack Obama's first term. Three years
later, amid delays and compromises that critics say have diluted
its ambitious goals, the president is trying to rekindle the law's
promise.

According to the report, Obama prodded the nation's top financial
regulators on Monday to act swiftly and finish writing rules
designed to prevent a recurrence of the 2008 financial crisis that
helped precipitate a damaging recession from which the country is
still recovering.

Obama met privately with Federal Reserve Chairman Ben Bernanke and
seven other independent agency heads to emphasize his desire for
comprehensive new rules as the five-year anniversary of the
nation's financial near-meltdown approaches, the report related.

The law was considered a milestone in Obama's presidency, a robust
response to the crisis, which led to a massive government bailout
to stabilize the financial markets, the report said.  But its
implementation is behind schedule with scores of regulations yet
to be written, let alone enforced.

Obama hoped to convey "the sense of urgency that he feels,"
spokesman Josh Earnest said before the president convened the
meeting, the report further related.


* Banks Are Falling Short in Planning for the Worst, Fed Says
-------------------------------------------------------------
Peter Eavis, writing for The New York Times' DealBook, reported
that most large banks appear to have been sailing through the
annual "health checkups" they have had to undergo since the
financial crisis.  But on Monday, the Federal Reserve described
some significant shortcomings in the banks' responses to the so-
called stress tests.

According to the report, despite the severity of the recent
housing crisis, the Fed said some banks were not taking into
account the possibility of falling house prices when valuing
certain mortgage-related assets for the tests.

In other cases, banks assumed they would be strong enough to take
business away from competitors in times of stress, the report
said.

The Fed's findings are part of its efforts to improve the stress
tests, which aim to ensure that banks have the financial strength
to withstand shocks in the economy and markets, according to the
report.

The tests, the report said, have created tension between the Fed
and the banks. One reason is that the tests can determine how much
a bank is allowed to pay out in dividends or spend on stock
buybacks.


* Neuberger Sees Moderate Economic Growth in Emerging Markets
-------------------------------------------------------------
Emerging markets debt (EMD) portfolio managers and strategists at
Neuberger Berman, one of the world's leading employee-controlled
money managers, say that contrary to some recent market views,
they believe growth in emerging markets economies is likely to
improve and the financing needs of sovereign and corporate issuers
are relatively moderate, potentially limiting supply, supporting
credit fundamentals and spreads, and providing a constructive
environment for bonds.  The EMD team's outlook for their sector in
2013 and beyond is available at:

      https://www.nb.com/campaigns/emd/home_us.html.

While the team's outlook is cautious for the second half of 2013,
Neuberger Berman's EMD managers and strategists anticipate that
overall emerging market (EM) economies could achieve growth of
over 5% this year -- after first-half growth of 4.8% and 2012
growth of 5.2%. In 2014, the team believes that EM economic growth
could exceed 6%.

"We believe that investors have made too much of slowing growth in
emerging markets," said Rob Drijkoningen, co-head of the Neuberger
Berman EMD team.  Gorky Urquieta, co-head, adds "We expect some
economic resurgence, supported by global recovery, particularly in
the developed markets, which should partially offset China's
slowdown, even as EM policymakers gradually scale back monetary
support."

Overall, EMD's recent underperformance relative to U.S. spread
products and European peripheral sovereigns has improved the
relative value of emerging markets debt, according to the
Neuberger Berman team, which believes sovereign credit spreads are
attractive compared with historical levels and current expected
default rates.  Corporate debt should largely mirror sovereign
performance, but carry some risk due to recent outperformance over
sovereigns.

Within the EM corporate sector, high yield issues offer an
additional spread cushion in the event of a U.S. Treasury sell-
off, according to the Neuberger Berman team.  Local currency debt
is the EMD team's preferred market segment through year-end 2013.
Real rates have become more positive as inflation and inflation
expectations remain contained, and EM central banks are mostly
neutral to accommodative, which should limit risk from U.S.
interest rates.  While below-potential growth is likely to be
beneficial for EM local bonds, monetary shifts between EM and the
U.S. and commodity weakness may hamper the currencies in which
such debt has been issued.

"We believe the structural case for EMD remains strong, as
investors increasingly recognize the economic significance,
improved credit quality, and depth of EM economies and markets,"
said Mr. Urquieta.  "EMD should continue to benefit from the long-
term trend of inflows, as fixed income investors add exposure to
emerging markets, which are structurally underrepresented in their
portfolios," said Mr. Drijkoningen.

Earlier this year, 22 EMD investment professionals joined
Neuberger Berman to provide investment capabilities spanning hard
and local currency mandates, as well as EMD corporate bond and
dedicated Asian debt strategies.  The investment staff, which
includes 12 portfolio managers, six credit analysts and four
economists and strategists, operates from offices in the US,
Europe and Asia, providing dedicated regional expertise and
around-the-clock market coverage.  While at a previous investment
management firm, team members managed over US$16 billion in EMD
assets.

                      About Neuberger Berman

Neuberger Berman -- http://www.nb.com-- is a private,
independent, employee-controlled investment manager.  It partners
with institutions, advisors and individuals throughout the world
to customize solutions that address their needs for income, growth
and capital preservation.  With more than 400 professionals
focused exclusively on asset management, it offers an investment
culture of independent thinking.  Founded in 1939, the company
provides solutions across equities, fixed income, hedge funds and
private equity, and had $214 billion in assets under management as
of June 30, 2013.


* The Deal Unveils Results of Q2 2013 Bankruptcy League Tables
--------------------------------------------------------------
The Deal, TheStreet's institutional business, on Aug. 19 announced
the results of their quarterly rankings of the top firms and
professionals involved in active bankruptcy cases for the second
quarter of 2013.  Overall, there were 973 filings in Q2 versus
1,030 in Q1.

League Table highlights:

-- The top two law firms by volume remained the same as Q1 with
Skadden, Arps, Slate, Meagher & Flom LLP with cases totaling
$1,055.1 billion in assets and White & Case LLP with $1,040.9
billion in assets.  Rounding out the top five were Weil, Gotshal &
Manges LLP with $1,031.4 in assets, Saul Ewing LLP with $1,028.3
billion in assets and Duane Morris LLP with $1,023.0 billion in
assets.

-- The top five investment banks by volume were Houlihan Lokey
Inc. with $48.2 billion in assets, Moelis & Co. LLC with $40.7
billion in assets, Blackstone Group LP with $36.6 billion in
assets, Jefferies LLC with $34.2 billion in assets and Perella
Weinberg Partners LP with $33.0 billion in assets.

-- FTI Consulting Inc. took over the top slot in crisis management
firms by volume by adding $624.8 billion despite losing two cases,
giving them $916.1 billion in assets.

-- Amongst lawyers, Michael Schein (Vedder Price PC), Thomas
Lauria (White & Case LLP) and Douglas B. Rosner (Goulston & Storrs
PC) maintained their top three positions from Q1, with Richard
Hahn (Debevoise & Plimpton LLP), Douglas Lipke (Vedder Price PC),
Andrew D. Gottfried (Morgan, Lewis & Bockius LLP), Scott Davidson
(King & Spalding LLP), Daniel H. Golden (Akin Gump Strauss Hauer &
Feld LLP), Peter Gilhuly (Latham & Watkins LLP) and Neil E. Herman
(Morgan, Lewis & Bockius LLP) rounding out the top 10.

-- One particularly active area was the marine transportation
sector, which has provided a bounty for restructuring advisers so
far in 2013. Filings included STX Pan Ocean Co. Ltd. ($6.7
billion), Excel Maritime Carriers Ltd. ($2.7 billion), TMT USA
Shipmanagement LLC ($1.5 billion) and PT Berlian Laju Tanker Tbk
($500 million). (Excel's figures are not part of this quarter's
data, as it filed for Chapter 11 on July 1.)

"Obviously, shippers have had a tough time recently. Many of the
advisers working with these troubled companies now will be
undoubtedly showing up in our bankruptcy listings for later
quarters," said Jeffrey Kanige, Editor in Chief of The Deal.

The full suite of rankings is available now on The Deal Pipeline,
the transaction information service powered by The Deal's
newsroom.

           About The Deal's Bankruptcy League Tables

The Deal's Bankruptcy League Tables are the industry's only league
tables focused solely on active U.S. bankruptcy cases.  The
rankings involve cases of debtors with assets of $10 million or
more with the rankings based on the aggregation of those asset
values.  Firms and professionals only get one credit for each
active case, not each active assignment.  There are eight
categories: law firms and lawyers, investment banks and bankers,
crisis management firms and professionals, and non-investment
banks and professionals.

                         About The Deal

The Deal -- http://www.thedeal.com-- is a business unit of
TheStreet.  It has been serving corporate dealmakers, advisers and
institutional investors the most sophisticated analysis of the
deal economy since 1999.  Its transaction information service, The
Deal Pipeline, is powered by a newsroom of senior journalists who
offer proprietary research and reporting across M&A, bankruptcies,
auctions and financings.  It includes a breaking news service,
First Take; daily and weekly sector newsletters; The Daily Deal, a
2x daily report of the day's top stories; a research center with
over a decade's worth of intelligence and a database of over
100,000 deals; and an iPad app.  Its marketing & media services
group produces the industry's leading forecasting event, The Deal
Economy, held annually at the NYSE in addition to industry
webcasts and integrated marketing programs.


* RealtyTrac Index Shows Metro Area Markets Lead Housing Recovery
-----------------------------------------------------------------
RealtyTrac(R) on Aug. 19 released its first-ever Housing Market
Recovery Index (Housing MRI), which shows metro area markets in
upstate New York, southwest Florida and the Bay Area of Northern
California are leading the housing recovery while markets in
northern Maryland, southeast Pennsylvania and downstate Illinois
are lagging the furthest behind in the recovery.

"The U.S. housing market has clearly shifted to recovery mode over
the past 18 months, with home prices consistently rising and
foreclosures falling closer to pre-housing bubble levels," said
Daren Blomquist, vice president at RealtyTrac.  "Still symptoms of
the distress that plagued the housing market over the past seven
years continue to linger, particularly in the form of a high
percentage of underwater borrowers and distressed sales.  This
lingering distress is creating an uneven pace of recovery across
different local markets."

The index was calculated based on seven different factors relating
to the health of the real estate market: unemployment rate,
underwater loans percentage, foreclosure activity percent change
from peak, distressed sales percent of total sales, institutional
investors share of total sales, cash purchases share of total
sales, and median home price percent change from bottom.  Those
seven factors were indexed for each market with national averages
as a baseline, and all seven indexes were averaged to calculate a
total recovery index.  RealtyTrac ranked 100 major U.S. metros
based on this total recovery index, but data is available for more
than 900 metro areas nationwide.

"Median home prices have bottomed and are now rising in all 100
ranked markets," Mr. Blomquist noted.  "Likewise, foreclosure
activity is past its peak in all 100 ranked markets -- although
foreclosure numbers have been rebounding recently in some areas
where a more lengthy judicial process created a backlog of pent-up
foreclosure activity."

Top 20 markets leading the real estate recovery Rochester, N.Y.,
topped the list of markets with the strongest signs of recovery
thanks to below-average unemployment, underwater and distressed
sales percentages, combined with above-average drops in
foreclosure activity and increases in home prices.

Similarly strong numbers in another upstate New York metro,
Albany, helped that market post the third highest recovery index,
slightly behind the southwest Florida market of Cape Coral-Fort
Myers, one of the hardest-hit markets in the last seven years.
Recovery in the Cape-Coral-Fort Myers market is being driven by
strong home price increases, which are being fueled by a high
percentage of cash and institutional investor purchases, along
with sharp decreases in foreclosure activity.  The Cape Coral-Fort
Myers ranked second on the list despite an above-average
percentage of underwater homeowners and distressed sales.

Two markets in the Bay Area of Northern California ranked among
the top 5 markets leading the recovery: San Jose at No. 4 and
San Francisco at No. 5.  Both these markets outperformed the
nation for unemployment rate, underwater percentage, foreclosure
activity decrease since peak, and median price increase from the
bottom of the market.  Institutional investor and cash purchases -
- both considered a positive indicator for the recovery index --
were below the national average in both Bay Area metros, and this
is likely because the relatively high median prices in these
markets create a barrier for institutional investors and other
cash buyers -- not to mention buyers using financing to purchase.

Along with New York and California, other states with two metros
ranking among the top 20 markets leading the recovery were
Colorado, Oklahoma, South Carolina and Wisconsin.  Other states
with metros in the top 20 were Alabama, Georgia, Michigan, Nevada,
Pennsylvania, Arizona and Illinois.

Bottom 20 markets lagging the real estate recovery The market
recovery index in Baltimore was lowest among the 100 major metro
areas ranked in the report thanks to underperforming numbers for
all factors except for underwater percentage and cash purchase
percentage.  Although home prices have risen 9 percent from the
bottom in Baltimore, that is short of the 19 percent increase
nationally.  Similarly, foreclosure activity was down 26 percent
from its peak in Baltimore, but that decrease is well below the 65
percent decrease nationally.  The Maryland metro of Hagerstown-
Martinsburg also posted one of the five lowest recovery index
scores.

Two metros in southeastern Pennsylvania posted total index scores
that were in the five lowest among the 100 major metro areas
ranked in the report: Allentown and Philadelphia.  Although both
had below-average percentages of underwater homeowners and
distressed sales, both also underperformed in the areas of home
price increases, foreclosure decreases, institutional investor and
cash purchases, and unemployment rate.

An 11 percent unemployment rate helped place Rockford, Ill., among
the five lowest recovery index scores.  The downstate Illinois
metro area also underperformed in the areas of underwater
homeowners, decrease in foreclosure activity, percentage of
distressed sales and cash sales, and rebounding home prices.

Three California metros posted recovery index scores among the 20
lowest despite above-average increases in home prices: Fresno,
Visalia-Porterville, and Stockton.  Unemployment rates above 12
percent, along with above-average percentages of underwater
homeowners and distressed sales, lowered the index scores in these
Central Valley California cities.

Four Florida cities posted recovery index scores among the 20
lowest: Pensacola-Ferry Bass-Brent, Tallahassee, Ocala, and Port
St. Lucie.  All four cities had above-average percentages of
underwater homeowners along with below-average participation by
institutional investors.

                     About RealtyTrac Inc.

RealtyTrac -- http://www.realtytrac.com-- is a source of
comprehensive housing data, with more than 1.5 million active
default, foreclosure auction and bank-owned properties, and more
than 1 million active for-sale listings on its website, which also
provides essential housing information for more than 100 million
homes nationwide.  This information includes property
characteristics, tax assessor records, bankruptcy status and sales
history, along with 20 categories of key housing-related facts
provided by RealtyTrac's wholly-owned subsidiary, Homefacts(R).
RealtyTrac's foreclosure reports and other housing data are relied
on by the Federal Reserve, U.S. Treasury Department, HUD, numerous
state housing and banking departments, investment funds as well as
millions of real estate professionals and consumers, to help
evaluate housing trends and make informed decisions about real
estate.


* UpShot's Electronic Claims Filing Portal Gets Court Approval
--------------------------------------------------------------
Marking another industry milestone, UpShot Services is the first
claims agent in the country to be approved by U.S. Bankruptcy
Courts to accept claims electronically in active Chapter 11 cases.
In its recent Chapter 11 filing, Mercantile Bancorp, Inc., an
Illinois bank holding company, retained UpShot Services as its
claims and noticing agent, becoming the first corporate
restructuring case in the District of Delaware to issue specific
electronic claim filing instructions for creditors.

Earlier this year, UpShot SmartSign was approved in the Middle
District of North Carolina in the Chapter 11 filing of poultry-
producer Omtron USA, LLC.  Within this case, more than 35 percent
of the total value of claims was submitted electronically via
UpShot SmartSign.  Highlighting the rapid adoption of UpShot's
offering, there were more claims submitted electronically via
UpShot SmartSign than were filed with the Court.

"UpShot SmartSign grew from our vision of bringing a new model of
efficiency to the Chapter 11 process using advanced technology,"
comments Travis Vandell, UpShot's chief executive officer and
founder.  "It creates significant cost-savings to the debtor and
greater expediency for everyone involved.  Whether there are five
or five hundred thousand claims filed with UpShot SmartSign, the
debtor's claims register can be complete in hours, not days."

"The investment of time and money that UpShot has made in its
technology will most certainly payoff," commented John Strock,
attorney at law of Fox Rothschild LLP, which serves as debtor's
counsel in the Omtron Chapter 11 filing.  "The company's drive to
be on the cutting edge offers unprecedented value to bankruptcy
estates."

UpShot SmartSign allows creditors to fill out, sign and submit any
document in a restructuring case electronically, including proofs
of claim, ballots, W-9 forms, proofs of interest, releases and any
other document that requires a physical signature.  It reduces
claims processing time and costs by up to 95 percent over
traditional methods by eliminating all data entry by the claims
agent.  All documents signed and submitted via UpShot SmartSign
are compliant with state and federal regulations regarding
electronic signatures, so UpShot SmartSign documents have the same
legal standing as an original signature.

"The corporate restructuring industry is undergoing a
transformation towards electronic offerings and greater technology
adoption," adds Robert Klamser, UpShot's president and co-founder.
"Our mission at UpShot is to help lead that change to help
debtors, professionals and creditors move through Chapter 11
restructuring more expeditiously and efficiently."

                     About UpShot Services LLC

Headquartered in Denver, Colo., UpShot Services LLC is a claims &
noticing firm founded by industry veterans who have pioneered a
new standard of efficiency to serve the administrative needs of
companies in corporate bankruptcy.  UpShot helps debtors and their
professionals navigate the intricacies of claims and noticing
without the burden of high administrative costs.  Its easy-to-use,
scalable technology and industry expertise enable corporate
debtors and their professionals to do more with less, with 24/7
support from experienced experts at every stage of corporate
restructuring.


* Thompson Hine Expands New York Office, Hires Lateral Partners
---------------------------------------------------------------
Thompson Hine LLP on Aug. 19 disclosed that Michael W. Jahnke has
joined its New York office as a partner in the Business Litigation
practice, which the firm has identified as a growth area for the
office.  Mr. Jahnke is the second partner to join the Business
Litigation practice in New York this month; the firm recently
hired partner Maranda Fritz, who focuses on white-collar criminal
matters.

Mr. Jahnke regularly counsels clients on antitrust issues with
proposed merger and acquisition transactions and joint ventures.
He has significant experience representing clients before the
Federal Trade Commission and Department of Justice to resolve or
limit issues that might arise during the government merger review
process, advises clients on pending or expected regulatory
scrutiny by the Consumer Financial Protection Bureau, and guides
clients' compliance in response to governmental requests.

"Michael's considerable skills complement our existing corporate
and litigation practices," said Katherine D. Brandt, partner-in-
charge of the firm's New York office.  "We were looking for
someone who had a successful track record in government
investigations and HSR advisory and litigation work, and Michael
is a perfect fit.  We are impressed with his background in
national and international markets -- his experience will greatly
benefit our clients."

Mr. Jahnke has represented six of the top 10 U.S. bank holding
companies, including JPMorgan Chase and several other financial
institutions in a joint venture to participate in FX aggregation
service; Teekay Corporation and Marubeni Corporation in their $1.4
billion acquisition from Maersk, and General Bearing Corporation
in its $125 million acquisition by SKF AB.

Mr. Jahnke has worked extensively on antitrust issues in
connection with U.S. and international merger and acquisition
transactions and joint ventures involving companies in the
financial services, derivatives, energy, foods, tobacco,
information services, telecommunications, paper/packaging and
automotive industries, among others.  His experience covers the
full spectrum of antitrust work, including deals (analysis of
potential issues, input on draft agreements and diligence, HSR
filings, dealing with regulators' requests), advice on other types
of business activities (joint ventures, IP licensing, compliance
queries and training, exclusive dealing), antitrust litigation and
criminal/cartel investigations.

"I was attracted to the balance of Thompson Hine's robust
corporate and litigation practices -- both of which are essential
for a successful antitrust practice," said Mr. Jahnke.  "The
firm's strong relationships with international firms in key
markets is also a plus, as is the firm's focus on client service.
In addition, I was impressed by the firm's commitment to
diversity, and I am looking forward to participating in the LGBT
groups within the firm."

Since 2009, Mr. Jahnke has been ranked by Chambers & Partners as a
leading antitrust lawyer in New York.

Mr. Jahnke is the latest to join the expanding New York office,
which recently hired several top-tier lateral partners.  In
addition to Fritz, the office recently welcomed Jonathan Ross,
Karen M. Kozlowski, William H. Schrag and Peter J. Gennuso, who
joined the Commercial & Public Finance, Real Estate, Business
Restructuring, Creditors' Rights & Bankruptcy and Corporate
Transactions & Securities practices, respectively.

The firm's litigation practice has also recently grown, having
added high-profile lateral partners Ugo A. Colella in Washington,
D.C. and John L. Watkins in Atlanta.

                     About Thompson Hine LLP

Established in 1911, Thompson Hine -- http://www.ThompsonHine.com
-- is a business law firm with offices in Atlanta, Cincinnati,
Cleveland, Columbus, Dayton, New York and Washington, D.C.,
Thompson Hine serves premier businesses worldwide.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------

Aug. 22-24, 2013
   AMERICAN BANKRUPTCY INSTITUTE
      Southwest Bankruptcy Conference
         Hyatt Regency Lake Tahoe, Incline Village, Nev.
            Contact: 1-703-739-0800; http://www.abiworld.org/

Oct. 3-5, 2013
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott Wardman Park, Washington, D.C.
            Contact: http://www.turnaround.org/

Nov. 1, 2013
   AMERICAN BANKRUPTCY INSTITUTE
      NCBJ/ABI Educational Program
         Atlanta Marriott Marquis, Atlanta, Ga.
            Contact: 1-703-739-0800; http://www.abiworld.org/

Dec. 2, 2013
   BEARD GROUP, INC.
      20th Annual Distressed Investing Conference
          The Helmsley Park Lane Hotel, New York, N.Y.
          Contact: 240-629-3300 or http://bankrupt.com/

Dec. 5-7, 2013
   AMERICAN BANKRUPTCY INSTITUTE
      Winter Leadership Conference
         Terranea Resort, Rancho Palos Verdes, Calif.
            Contact: 1-703-739-0800; http://www.abiworld.org/

The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday.  Submissions via
e-mail to conferences@bankrupt.com are encouraged.

Last Updated: July 22, 2013



                            *********

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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