TCR_Public/130912.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

          Thursday, September 12, 2013, Vol. 17, No. 253


                            Headlines

6537 MELROSE: Stipulation Dismissing Involuntary Case Approved
ALBERTSON'S LLC: S&P Affirms 'B' Corp. Credit Rating; Outlook Neg.
ALLIED SYSTEMS: Reopens Ch. 11 Auction Amid $135MM Rival Bid
ALLIED SYSTEMS: Auction for Auto Hauler Reopens
ALLY FINANCIAL: 7.35 Percent Notes Delisted From NYSE

ALVARION LTD: NASDAQ Delisting Hearing Postponed
AMERICAN AIRLINES: AMR, US Airways to Seek Extension for Merger
AMERICAN AIRLINES: Refuses to Pay for Work by First-Year Lawyers
AMERICAN AIRLINES: Will Allow Govt to Appeal Antitrust Suit Ruling
AMES DEPARTMENT STORES: Modified Second Amended Plan Filed

ANCESTRY.COM HOLDINGS: Moody's Rates Sr. Unsecured Bonds 'Caa1'
ANCESTRY.COM HOLDINGS: S&P Assigns B CCR & Rates $250MM Notes CCC+
ANCHOR BANCORP: Schedules Filing Requirement Waived
ANCHOR BANCORP: Has Authority to Employ Kerkman Dunn as Counsel
ANCHOR BANCORP: Can Employ Skadden Arps as Special Counsel

ANCHOR BANCORP: Court OKs CohnReznick Employment as Fin'l Advisor
ANCHOR BANCORP: Can Employ Kurtzman Carson as Notice Agent
ARAMARK CORPORATION: IPO Favorable to Moody's 'B1' Rating
ARCAPITA BANK: To Sell EuroLog Warehouses for Eur105-Mil. Cash
ARCHDIOCESE OF MILWAUKEE: Says District Judge Not Conflicted

ARMSTRONG WORLD: Improving Margins Cue Moody's to Affirm B1 CFR
ASHTON GROVE: Files Amended Schedules of Assets and Liabilities
ATLANTIC COAST: Names John Stephens as President and CEO
ATLANTIC COAST: Offering $46 Million Worth of Common Shares
BERNARD L. MADOFF: Madoff Customers Denied Interest on Claims

BIOZONE PHARMACEUTICALS: Sells Glyderm(R) Assets for $1 Million
CENTENNIAL BEVERAGE: Wants to Use Cash Collateral Thru Sept. 30
CARDELL CABINETRY: Closes Doors, Cuts 900 Jobs
CASA CASUARINA: Two Bankruptcies Settle Dispute on Ownership
CENGAGE LEARNING: Opposes Delay in Plan-Confirmation Process

CENTRAL FALLS, RI: Mayor Draws No Campaign Opponent
COSTA DORADA: Ordered to File Amended Disclosures by Oct. 1
CENGAGE LEARNING: Book Dog Books Lawsuit Transferred to S.D.N.Y.
CENGAGE LEARNING: Seeks Appointment of Mediator to Resolve Dispute
COLONIAL BANK: PwC Fails in Bid to Toss FDIC's $1B Negligence Suit

CPG INTERNATIONAL: S&P Rates $315MM Notes CCC+ & Affirms B+ CCR
DELL INC: Fitch Downgrades LT Issuer Default Rating to 'BB-'
DETROIT, MI: Bond Insurer Appeals Casino Tax Revenue Ruling
DETROIT, MI: Michigan Governor to Be Deposed in Bankruptcy Case
DEWEY & LEBOEUF: Former Managers to Face Suit in Iowa

DETROIT, MI: Rebuts Objections to Municipal Bankruptcy Filing
DFC GLOBAL: Young Law Firm Mulls Legal Claims Over UK Unit Default
DIOCESE OF STOCKTON: May File for Bankruptcy Amid Abuse Claims
DPL INC: Fitch Lowers Issuer Default Rating to 'B+'
DUPONT FABROS: S&P Revises Outlook to Positive & Affirms 'BB-' CCR

ELBIT VISION: Incurs $31,000 Net Loss in Second Quarter
ENERGY SERVICES: Amends Forbearance Agreement with United Bank
ERF WIRELESS: Brad Baloun Held 6.8% Equity Stake at Sept. 6
EXCEL MARITIME: Says Creditors Can't Touch $20MM in Escrow
EXIDE TECHNOLOGIES: Wants a Lid on Vernon Plant Suit and Claims

FIELDWOOD ENERGY: S&P Assigns 'B' CCR & Rates 2nd Lien Debt 'B-'
FLORIDA GAMING: Wannabe Buyer Blasts Ch. 11 Filing
FLUX POWER: Files Updated Investor Presentation
FREESEAS INC: Fully Satisfies Settlement with Hanover
FRIENDSHIP DAIRIES: Fails to File Agreed Order by Sept. 3 Deadline

FRIENDSHIP DAIRIES: Files First Modification to 2nd Amended Plan
GATEHOUSE MEDIA: Fortress Using Bankr. to Assemble Newspaper Group
GMX RESOURCES: Lenders Settle With Committee as Plan Forthcoming
HAMPTON CAPITAL: U.S. Trustee Balks at Plan of Liquidation
HAMPTON CAPITAL: Disputes SABAL's Bid for Stay Relief

HD SUPPLY: Incurs $72 Million Net Loss in Fiscal Q2
HOLT DEVELOPMENT: Claims Bar Date Set for Oct. 25
HOVNANIAN ENTERPRISES: Posts $8.5 Million Net Income in Q3
HRK HOLDINGS: Wants Extension of Plan Filing Period to Oct. 29
HRK HOLDINGS: Can Borrow Up to $794,087 From Regions Thru Year End

HUB INT'L: Moody's Assigns B3 Corp. Family Rating; Outlook Stable
HUB INT'L: S&P Removes 'B' Corp. Credit Rating From Watch Negative
IBAHN CORPORATION: Meeting to Form Creditors' Panel on Sept. 23
IMH FINANCIAL: Files Copy of Amended Sedona Agreement With SEC
INSPIREMD INC: Names HeartFlow CMO to Board of Directors

INTERLEUKIN GENETICS: Amends 120.4MM Shares Resale Prospectus
INT'L ENVIRONMENTAL: Trustee Can Tap GTFAS as Financial Advisor
INVESTORS CAPITAL: Reaches PBI Deal on Adeq. Protection Payments
IPC INT'L: Court OKs Proskauer Rose as Lead Counsel
IPC INT'L: Gets Court Nod to Tap Anderson & Corroon as Co-Counsel

IPC INT'L: Can Hire Silverman Consulting as Financial Advisor
IPC INT'L: Court OKs Hiring of Livingstone Partners as Banker
IPC INT'L: Gets Court Nod to Tap Kurtzman Carson as Admin. Agent
IZEA INC: CEO Buys 70,000 Common Shares
JERRY'S NUGGET: Confirmation Hearing Continued to Sept. 24
JERRY'S NUGGET: Hearing on Trustee Appointment Moved to Sept. 24

JOSEPH DELGRECO: 2nd Circ. Pushed to Revive $17MM DLA Piper Suit
KINGSBURY CORP: Case Dismissal Hearing Set for Nov. 17
LAGUNA BRISAS: Receiver May Use Cash Collateral Thru Oct. 31
LANDAUER HEALTHCARE: Sale Procedures Hearing Today
LEHMAN BROTHERS: Baupost Funds Seek $600-Mil. in Damages

LEHMAN BROTHERS: Recovery Seen as Justifying $2 Billion Bankruptcy
LEHMAN BROTHERS: What Might Have Been, and the Fall of the Company
LIGHTSQUARED INC: Dish Network Director Quits Amid Flap
LIGHTSQUARED INC: Dish's Ergen Seeks Dismissal of Harbinger Suit
LIN MEDIA: S&P Assigns 'B+' Corp. Credit Rating; Outlook Positive

LONGVIEW POWER: Given Interim Cash Collateral Use
MED-DEPOT INC: Reorganization Plan Set for Oct. 21 Confirmation
MERCANTILE BANCORP: Investors Pan Planned $22MM Ch. 11 Sale
MERRIMACK PHARMACEUTICALS: Copies of Investor Presentations
MF GLOBAL: Corzine Seeks Dismissal of CFTC Lawsuit

MONTREAL MAINE: MM&A Railway Given Cross-Border Court Protocol
MONTREAL MAINE: N.D. Ill. Judge Discusses Removal of Grimard Case
MPG OFFICE: BPO Further Extends Tender Offer Until Sept. 16
MSD PERFORMANCE: Meeting to Form Creditors' Panel on Sept. 17
MTR GAMING: S&P Puts 'B-' CCR on CreditWatch Positive

NEIMAN MARCUS: Moody's Mulls Downgrade Following Purchase Offer
NEIMAN MARCUS: S&P Puts 'B+' CCR on CreditWatch Negative
NEW HOPE CHRISTIAN: Wins Exclusivity Through November
NORSE ENERGY: Creditors Sue Parent for $70-Mil. in Transfers
O&G LEASING: Matters Resolved, Motion for Ch. 11 Trustee Dismissed

OASIS PETROLEUM: Moody's Rates New Sr. Notes B3; Outlook Stable
OASIS PETROLEUM: S&P Rates $600 Million Sr. Unsecured Notes 'B'
ORCHARD SUPPLY: Lender, Creditor Settlement Approved
OVERLAND STORAGE: Converts Registration Statements to Form S-1
PATRIOT COAL: Asks Court to Approve Settlement with ACE Companies

PATRIOT COAL: To File Disclosure Statement on Joint Plan on Oct. 2
PATRIOT COAL: Peabody Must Focus on Completion of Documents
PERSONAL COMMUNICATIONS: Creditors Want Boost in Sale, Financing
PICCADILLY RESTAURANTS: Yucaipa Corporate Withdraws Joint Plan
PICCADILLY RESTAURANTS: Taps Monroe Firm for Franchising Issues

PINNACLE OPERATING: Moody's Rates $300MM Notes Caa1; Keeps B2 CFR
PROPETRO SERVICES: Moody's Assigns B3 CFR & Rates $260MM Debt B3
PROPETRO SERVICES: S&P Assigns 'B-' CCR & Rates $260MM Debt 'B'
QUBEEY INC: Section 341(a) Meeting Scheduled for Oct. 15
QUIKRETE HOLDINGS: Moody's Assigns 'B1' CFR; Outlook Stable

QUIKRETE HOLDINGS: S&P Assigns Prelim. 'B+' CCR; Outlook Stable
RESIDENTIAL CAPITAL: Objects to Haffey's $10-Mil. in Claims
RESIDENTIAL CAPITAL: PNC Bank Defends Contribution Claim
RESIDENTIAL CAPITAL: Malinowski's $138-Mil. Claim Disallowed
RESIDENTIAL CAPITAL: Wants Class Suit Barred Until Dec. 31

RESIDENTIAL CAPITAL: MoFo Agrees to Trim $23MM Bill
RHYTHM & HUES: Wants Until Sept. 20 to File Chapter 11 Plan
ROCK POINTE: Ch.11 Trustee Taps Crumb & Munding as Counsel
ROGERS BANCSHARES: Simmons First Wins Metropolitan Nat'l Auction
ROSETTA GENOMICS: Incurs $6.3 Million Net Loss in H1 2013

SAN JOSE, CA: Makes Final Argument in Battle over Pension Cuts
SAN DIEGO HOSPICE: Calif. Ban on Third-Party Releases Not Absolute
SARALAND LLLP: S.D. Georgia Judge Won't Stay Proceedings
SOLAR POWER: Interim CFO to Receive $300,000 Annual Salary
SENTINEL MANAGEMENT: Bank of New York Seeks Rehearing on Loss

SEVEN COUNTIES: Can Access Cash Collateral Until March 17
STEREOTAXIS INC: Has Rights Offering of 6.3-Mil. Common Shares
SURTRONICS INC: Case Summary & 20 Largest Unsecured Creditors
SWJ MANAGEMENT: Gets Approval to Hire David Carlebach as Counsel
SWJ MANAGEMENT: Seeks to Tap EisnerAmper LLP as Accountants

SWJ MANAGEMENT: Case Transferred to New Jersey Bankruptcy Court
TARGETED MEDICAL: Files Copy of Presentation with SEC
TECHDYNE LLC: Court OKs Settlement With HIOX; Case is Dismissed
TOMSTEN INC: Taps SIB Development as Billings Consultant
TONGJI HEALTHCARE: Two Directors Quit for Personal Reasons

TOWNE INC: Charging Legal Fees to Collateral Difficult to Achieve
TRAINOR GLASS: Court Approves Epiq as Balloting & Claims Agent
TRIBUNE CO: Court Tosses Emerson Tucker's Claims
UNIVERSAL HEALTH CARE: AMC Files List of Top Unsecured Creditors
US AIRWAYS: PBGC Incorrectly Nixed Pilot Benefits, DC Circ. Hears

VALEANT PHARMACEUTICALS: S&P Rates $1.28 Million Term Loan 'BB'
VIRGINIA BROADBAND: Committee Fails in Bid to Dismiss Case
VERITY CORP: Edward Jakos Appointed as Director
VPR CORP: Names Stalking-Horse Bidders for Oil and Gas Wells
W.R. GRACE: Facing 430 Property Damage Claims as of June 30

W.R. GRACE: To End Silica SOL FCC Catalyst Production
W.R. GRACE: Files Post-Confirmation Report for 2nd Quarter
WENDY'S INT'L: Moody's Rates $225MM Loan 'B1' & Hikes CFR to 'B1'
WILLIAMS LOVE: Oregon Court Affirms Ruling on Brann Dispute
WVSV HOLDINGS: Sept. 30 Hearing on Adequacy of Plan Outline

* Executive Benefits Case Addresses Stern Rights Waiver
* Reference Not Withdrawn on Post-Petition Contract
* Turnover and Fraudulent Transfer Not Inconsistent
* Bankrupt's Domicile Determines Residence on Diversity

* Filling Out Chapter 13 Petition Isn't Ghost Writing
* S&P Capital Publishes 10 Warning Signs of Municipal Bankruptcy
* Yelp Inc. Sues McMillan Law Group for Fake Positive Reviews

* Recent Small-Dollar & Individual Chapter 11 Filings

                            *********

6537 MELROSE: Stipulation Dismissing Involuntary Case Approved
--------------------------------------------------------------
The Hon. Richard M. Neiter of the U.S. Bankruptcy Court for the
Central District of California on Aug. 29 gave his stamp of
approval on a stipulation dismissing the involuntary case of
6537 Melrose Avenue Partnership.

The stipulation was entered into by the probate estate of Jack A.
Werner and David Abner on Aug. 9, 2013.  Barbara Leibovic and
David Abner supported the stipulation.

The Debtor also represented that it has closed the sale of real
property, related improvements and certain personal property
located at 6537 Melrose Avenue, Los Angeles, California, for the
gross sales price of $2,975,000, and has paid all known creditors
from the proceeds of the sale of the property.

Daniel H. Reiss, Esq. -- dhr@lnbyb.com -- at Levene, Neale,
Bender, Yoo & Brill L.L.P. represented the Probate Estate of Jack
A. Werner, petitioning general partner.

                    About 6537 Melrose Avenue

Barbara Leibovic filed for a Chapter 11 protection against Los
Angeles, California-based 6537 Melrose Avenue Partnership (Bankr.
C.D. Calif. Case No. 13-13451) on Feb. 11, 2013.  Bankruptcy Judge
Richard M. Neiter presided over the case.


ALBERTSON'S LLC: S&P Affirms 'B' Corp. Credit Rating; Outlook Neg.
------------------------------------------------------------------
Standard & Poor's Ratings Services affirmed all ratings on Boise-
based Albertson's LLC, including the 'B' corporate credit rating.
The outlook is negative.

This action comes after the company agreed to purchase the
Lubbock, Texas-based United Supermarkets LLC. Concurrently, the
company is upsizing its term loan B-2 by $300 million to
$1 billion and its revolving credit facility by $100 million to
$950 million.  S&P expects additional borrowings from these
facilities to fund the transaction.

S&P affirmed its 'BB-' issue-level rating, with a '1' recovery
rating on the upsized term loan B-2 and revolver.  The '1'
recovery rating reflects S&P's expectations for very high (90%-
100%) recovery of principal in the event of default.

"The rating on Albertson's LLC reflects our view of the company's
financial risk profile as "highly leveraged".  We based this on
our forecasted credit ratios and our expectation of meaningful
profit decline over the next six months primarily as a result of
price investments and gross margin contraction at the stores
Albertson's acquired from SUPERVALU Inc. earlier this year,"
said credit analyst Charles Pinson-Rose.  "We expect relatively
stable performance at the legacy Albertson's and United stores.
The increased debt and operating lease commitment only modestly
weaken forecasted credit ratios."

The rating outlook is negative, which incorporates the possibility
of greater-than-expected profit deterioration over the next year.
S&P forecasts meaningful gross margin contraction as a result of
the company's price investments, but S&P also expects Albertson's
more competitive pricing strategies should stabilize sales
declines.  However, given the likelihood of slow economic growth
and intense industry competition, S&P believes Albertson's could
still face sales pressure throughout fiscal 2014.  For example, if
sales decrease 2% in fiscal 2014 and the company experiences an
additional 10 basis points of gross margin contraction, S&P
believes adjusted EBITDA would fall about 20%, adjusted leverage
would be just above 7x, and adjusted EBITDA coverage of interest
would be in the low 2x.  S&P could lower the corporate credit
rating with ratios at these levels.

On the other hand, if the company's sales trends stabilize,
operating margins are in line with S&P's expectations, and it
feels adjusted leverage would peak in the high-6x area and
gradually improve, S&P would consider revising the outlook to
stable.  S&P would likely consider a stable outlook upon receiving
fiscal 2014 operating results, at which time it would be one year
after the company acquired the Albertson's stores previously
operated by SUPERVALU.  At that time, S&P would determine if
management's strategies at the acquired Albertson's supermarkets
change the operating trajectory.


ALLIED SYSTEMS: Reopens Ch. 11 Auction Amid $135MM Rival Bid
------------------------------------------------------------
Law360 reported that a Delaware bankruptcy judge on Sept. 9
greenlighted Allied Systems Holdings Inc.'s reopening of its
Chapter 11 auction after a rival bidder upped its offer for the
automotive transporter to $135 million, potentially delivering a
blow to the two private equity firms that initially won the
auction.

The decision comes less than one month after Allied tapped two PE
firms, Black Diamond Capital Partners LLC and Spectrum Investment
Partners LP, as the victors in its asset sale, with a bid of $105
million, the report said.

                        About Allied Systems

BDCM Opportunity Fund II, LP, Spectrum Investment Partners LP, and
Black Diamond CLO 2005-1 Adviser L.L.C., filed involuntary
petitions for Allied Systems Holdings Inc. and Allied Systems Ltd.
(Bankr. D. Del. Case Nos. 12-11564 and 12-11565) on May 17, 2012.
The signatories of the involuntary petitions assert claims of at
least $52.8 million for loan defaults by the two companies.

Allied Systems, through its subsidiaries, provides logistics,
distribution, and transportation services for the automotive
industry in North America.

Allied Holdings Inc. previously filed for chapter 11 protection
(Bankr. N.D. Ga. Case Nos. 05-12515 through 05-12537) on July 31,
2005.  Jeffrey W. Kelley, Esq., at Troutman Sanders, LLP,
represented the Debtors in the 2005 case.  Allied won confirmation
of a reorganization plan and emerged from bankruptcy in May 2007
with $265 million in first-lien debt and $50 million in second-
lien debt.

The petitioning creditors said Allied has defaulted on payments of
$57.4 million on the first lien debt and $9.6 million on the
second.  They hold $47.9 million, or about 20% of the first-lien
debt, and about $5 million, or 17%, of the second-lien obligation.
They are represented by Adam G. Landis, Esq., and Kerri K.
Mumford, Esq., at Landis Rath & Cobb LLP; and Adam C. Harris,
Esq., and Robert J. Ward, Esq., at Schulte Roth & Zabel LLP.

Allied Systems Holdings Inc. formally put itself and 18
subsidiaries into bankruptcy reorganization June 10, 2012,
following the filing of the involuntary Chapter 11 petition.

The Company is being advised by the law firms of Troutman Sanders,
Gowling Lafleur Henderson, and Richards Layton & Finger.

The bankruptcy court process does not include captive insurance
company Haul Insurance Limited or any of the Company's Mexican or
Bermudan subsidiaries.  The Company also announced that it intends
to seek foreign recognition of its Chapter 11 cases in Canada.

An official committee of unsecured creditors has been appointed in
the case.  The Committee consists of Pension Benefit Guaranty
Corporation, Central States Pension Fund, Teamsters National
Automobile Transporters Industry Negotiating Committee, and
General Motors LLC.  The Committee is represented by Sidley Austin
LLP.

Yucaipa Cos. has 55 percent of the senior debt and took the
position it had the right to control actions the indenture trustee
would take on behalf of debt holders.  The state court ruled in
March 2013 that the loan documents didn't allow Yucaipa to vote.

In March 2013, the bankruptcy court also gave the official
creditors' committee authority to sue Yucaipa.  The suit includes
claims that the debt held by Yucaipa should be treated as equity
or subordinated so everyone else is paid before the Los Angeles-
based owner. The judge allowed Black Diamond to participate in the
lawsuit against Yucaipa and Allied directors.


ALLIED SYSTEMS: Auction for Auto Hauler Reopens
-----------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the auction for Allied Systems Holdings Inc. is being
reopened.  Last month, there was an auction for the auto hauler
where first-lien creditors were declared the winner by making an
offer of $105 million, consisting of $40.5 million cash and a
credit bid of $64.5 million, by which the lenders pay with secured
debt rather than cash.

The judge decided in a phone conference Sept. 10 to let the
auction be reopened, according to a court record.  The judge
rescheduled the sale approval hearing for Sept. 17.  The auction
resumed Sept. 11.

In seeking to reopen the auction, the creditors' committee said
auto hauler Jack Cooper Holding Corp. was improving its offer and
would buy the business for $135 million, including $125 million in
cash and $10 million in cash or notes.

According to Allied's majority owner, Yucaipa Cos., which also
holds a majority of the first- and second-lien debt, the business
in reality would be purchased by Black Diamond Capital Management
LP and Spectrum Group Management LLC, assuming secured lenders
were the prevailing bidders at auction.  The two creditors hold
first-lien debt. Yucaipa objected to the sale.

                       About Allied Systems

BDCM Opportunity Fund II, LP, Spectrum Investment Partners LP, and
Black Diamond CLO 2005-1 Adviser L.L.C., filed involuntary
petitions for Allied Systems Holdings Inc. and Allied Systems Ltd.
(Bankr. D. Del. Case Nos. 12-11564 and 12-11565) on May 17, 2012.
The signatories of the involuntary petitions assert claims of at
least $52.8 million for loan defaults by the two companies.

Allied Systems, through its subsidiaries, provides logistics,
distribution, and transportation services for the automotive
industry in North America.

Allied Holdings Inc. previously filed for chapter 11 protection
(Bankr. N.D. Ga. Case Nos. 05-12515 through 05-12537) on July 31,
2005.  Jeffrey W. Kelley, Esq., at Troutman Sanders, LLP,
represented the Debtors in the 2005 case.  Allied won confirmation
of a reorganization plan and emerged from bankruptcy in May 2007
with $265 million in first-lien debt and $50 million in second-
lien debt.

The petitioning creditors said Allied has defaulted on payments of
$57.4 million on the first lien debt and $9.6 million on the
second.  They hold $47.9 million, or about 20% of the first-lien
debt, and about $5 million, or 17%, of the second-lien obligation.
They are represented by Adam G. Landis, Esq., and Kerri K.
Mumford, Esq., at Landis Rath & Cobb LLP; and Adam C. Harris,
Esq., and Robert J. Ward, Esq., at Schulte Roth & Zabel LLP.

Allied Systems Holdings Inc. formally put itself and 18
subsidiaries into bankruptcy reorganization June 10, 2012,
following the filing of the involuntary Chapter 11 petition.

The Company is being advised by the law firms of Troutman Sanders,
Gowling Lafleur Henderson, and Richards Layton & Finger.

The bankruptcy court process does not include captive insurance
company Haul Insurance Limited or any of the Company's Mexican or
Bermudan subsidiaries.  The Company also announced that it intends
to seek foreign recognition of its Chapter 11 cases in Canada.

An official committee of unsecured creditors has been appointed in
the case.  The Committee consists of Pension Benefit Guaranty
Corporation, Central States Pension Fund, Teamsters National
Automobile Transporters Industry Negotiating Committee, and
General Motors LLC.  The Committee is represented by Sidley Austin
LLP.

Yucaipa Cos. has 55 percent of the senior debt and took the
position it had the right to control actions the indenture trustee
would take on behalf of debt holders.  The state court ruled in
March 2013 that the loan documents didn't allow Yucaipa to vote.

In March 2013, the bankruptcy court gave the official creditors'
committee authority to sue Yucaipa.  The suit includes claims that
the debt held by Yucaipa should be treated as equity or
subordinated so everyone else is paid before the Los Angeles-
based owner. The judge allowed Black Diamond to participate in the
lawsuit against Yucaipa and Allied directors.


ALLY FINANCIAL: 7.35 Percent Notes Delisted From NYSE
-----------------------------------------------------
The New York Stock Exchange LLC filed a Form 25 with the U.S.
Securities and Exchange Commission notifying the SEC of the
removal from listing or registration of Ally Financial Inc.'s
7.35 percent notes due Aug. 8, 2032.

                        About Ally Financial

Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/--
is one of the world's largest automotive financial services
companies.  The Company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products.  Ally operates as a bank
holding company.

GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3 percent stake.  Private equity firm Cerberus
Capital Management LP keeps 14.9 percent, while General Motors Co.
owns 6.7 percent.

Ally Financial Inc. reported net income of $1.19 billion for the
year ended Dec. 31, 2012, as compared with a net loss of $157
million during the prior year.  As of June 30, 2013, the Company
had $150.62 billion in total assets, $131.46 billion in total
liabilities and $19.16 billion in total equity.


ALVARION LTD: NASDAQ Delisting Hearing Postponed
------------------------------------------------
Alvarion(R) Ltd., in receivership, disclosed that due to personal
circumstances of a key participant in the delisting hearing,
Nasdaq has agreed to postpone the hearing, previously scheduled
for Sept. 11, 2013, to a future date.  The Company shall issue a
public announcement of the new hearing date once determined.

Alvarion Ltd. -- http://www.alvarion.com/-- provides optimized
wireless broadband solutions addressing the connectivity, coverage
and capacity challenges of telecom operators, smart cities,
security, and enterprise customers.


AMERICAN AIRLINES: AMR, US Airways to Seek Extension for Merger
---------------------------------------------------------------
Susan Carey, writing for The Wall Street Journal, reported that
American Airlines parent AMR Corp. and US Airways Group Inc.,
whose expected merger has been held up by a Justice Department
antitrust complaint that is slated to go to trial Nov. 25, on
Sept. 10 reiterated their support for the combination and told AMR
creditors that the two carriers plan to ask their respective
boards to extend the merger termination date beyond its current
Dec. 17 expiration, said two people familiar with the matter.

According to the report, if the stock-swap combination hasn't
received regulatory approval by then, if a government order
prohibits the deal or if either party wants to abandon it, the
plan would die, according to the merger fine print. But the two
airlines could extend the expiration date if both sides agree. Tom
Horton, AMR's CEO, and Doug Parker, his counterpart at US Airways,
said Tuesday in response to questions from members of the
creditors committee in AMR's bankruptcy case that they intend to
do just that, these people said. The new potential termination
date couldn't be learned.

In a statement, the two airlines said that they continue to work
closely with the creditors committee on all key matters, including
the Justice Department litigation, the report related.  "We remain
confident in our case and are eager to get to court in order to
make the case for the new American Airlines?as soon as possible,"
they said.

AMR, which has been in bankruptcy-court protection since late
2011, has built its Chapter 11 exit on the merger with US Airways,
the report noted. That plan has the support of AMR creditors, both
airlines' unions, US Airways shareholders, the boards of both
companies and European Union antitrust regulators. But the Justice
Department unexpectedly filed suit on Aug. 13, arguing the deal
would harm industry competition and result in higher fares, higher
fees and fewer choices for consumers. The airlines contend the
combination would allow them to offer more flights to more
destinations, reduce costs and offer better service. Four previous
big airline mergers since 2005 have gone unopposed by the Justice
Department.

US Airways and American expect the trial to last about 10 days,
they said at a scheduling hearing last month before the U.S.
District Court judge in Washington who has been assigned the case,
the report said. The carriers had initially hoped for a Nov. 12
start to the trial; the government had requested a March 3 start
date. Judge Colleen Kollar-Kotelly chose Nov. 25, saying she would
proceed on an expedited basis.

                      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 U.S. U.S. Department of Justice, however, has launched an
antitrust challenge to the proposed merger.

Bankruptcy Creditors' Service, Inc., publishes AMERICAN AIRLINES
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by AMR Corp. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


AMERICAN AIRLINES: Refuses to Pay for Work by First-Year Lawyers
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that AMR Corp. doesn't intend to pay for work performed by
untrained, first-year law firm associates.  The now-defunct law
firm Dewey & LeBoeuf LLP was working for AMR before the airline's
bankruptcy, providing representation in antitrust suits.  The work
continued after the Chapter 11 filing in November 2011.

Although the Dewey firm went into its own bankruptcy in early
2012, the firm's lawyers billed $4.57 million to AMR before the
firm collapsed.  Dewey's fee request comes up for approval on
Sept. 12 in U.S. Bankruptcy Court in New York.  AMR wants the fees
reduced by $584,000 for 1,650 hours spent by first-year
associates.  AMR points to a pre-bankruptcy agreement where the
parent of American Airlines Inc. told its lawyers not to charge
for time of first-year lawyers.

AMR also doesn't want to pay for $57,200 run up by a partner in
"getting up to speed." AMR says the partner at the time was
negotiating to join another law firm and left Dewey before he
could perform any beneficial services.

AMR wants Dewey's fees reduced by $642,000. The official fee
examiner negotiated a $250,000 reduction by Dewey.

                      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 U.S. U.S. Department of Justice, however, has launched an
antitrust challenge to the proposed merger.

Bankruptcy Creditors' Service, Inc., publishes AMERICAN AIRLINES
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by AMR Corp. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)


AMERICAN AIRLINES: Will Allow Govt to Appeal Antitrust Suit Ruling
------------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that AMR Corp. and its proposed merger partner US Airways
Group Inc. agreed that if they win the antitrust lawsuit brought
by the U.S. Justice Department, they will wait at least seven days
before completing the merger.  The agreement gives the government
time to seek a stay pending appeal if U.S. District Judge Colleen
Kollar-Kotelly finds no antitrust violation by combining US
Airways and AMR's American Airlines Inc.

According to the report, the agreement was part of detailed
pretrial procedures negotiated between the airlines and the
government in the antitrust suit begun last month by the Justice
Department and seven states.  The trial will begin Nov. 25.

The government has the right to examine 40 witnesses under oath,
almost as many as it wanted. The airlines can have the same number
of examinations under oath.  The government filed a revised
complaint yesterday, one day ahead of a deadline. The state of
Michigan joined the suit as a plaintiff. The airlines were to
answer the complaint by Sept. 10.  The next status conference with
Judge Kollar-Kotelly will take place Oct. 25.

To handle discovery disputes, Judge Kollar-Kotelly named former
Washington Superior Court Judge Richard A. Levie as special
master. His rulings on discovery will be final unless he decides
they are of sufficient importance for review by Judge Kollar-
Kotelly.  So the lawyers don't become carried away with their own
prose, a discovery dispute cannot employ more than 750 words.
Three times in the course of the lawsuit, a party can file a
2,500-word discovery dispute.

The government didn't want the trial to begin until March.

                      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 U.S. U.S. Department of Justice, however, has launched an
antitrust challenge to the proposed merger.

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)


AMES DEPARTMENT STORES: Modified Second Amended Plan Filed
----------------------------------------------------------
BankruptcyData reported that Ames Department Stores filed with the
U.S. Bankruptcy Court a Modified Second Amended Chapter 11 Plan
and related Disclosure Statement.

According to the Disclosure Statement, "The Plan is a
straightforward mechanism for liquidating the Debtors' Assets.
Under the Plan, an initial Distribution will occur on the
Effective Date or as soon as practicable thereafter to satisfy
Allowed Administrative Claims, Allowed Priority Tax Claims,
Allowed Priority Non-Tax Claims, and Indenture Trustee Fees, i.e.,
the reasonable and documented compensation, fees, expenses,
disbursements, and indemnity claims of the Indenture Trustees and
their attorneys, advisors, and agents (up to $125,000 per
Indenture Trustee). Additional Distributions will be made to
holders of Allowed Note and General Unsecured Claims to the extent
the Debtors have sufficient Available Cash to make Distributions
to such Claimholders. If the Debtors do not have sufficient
Available Cash to make Distributions to such Claimholders, the
balance of the Debtors' Assets, once Professional Fee Claims are
paid, will be distributed to one or more reputable charitable
organization(s) pursuant to the Plan."

The Court subsequently approved the Disclosure statement and
scheduled a November 13, 2013 hearing to consider confirming the
Plan.

                  About Ames Department Stores

Rocky Hill, Connecticut-based Ames Department Stores was founded
in 1958.  At its peak, Ames operated 700 stores in 20 states,
including the Northeast, Upper South, Midwest and the District of
Columbia.  In April 1990, Ames filed for bankruptcy protection
under Chapter 11 of the U.S. Bankruptcy Code.  In Ames I, the
retailer closed 370 stores and emerged from chapter 11 on Dec. 30,
1992.

Ames filed a second bankruptcy petition under Chapter 11 (Bankr.
S.D.N.Y. Case No. 01-42217) on Aug. 20, 2001.  Togut, Segal
& Segal LLP; Weil, Gotshal & Manges; and Storch Amini Munves PC;
Cadwalader, Wickersham & Taft LLP.  When the Company filed for
protection from their creditors, they reported $1,901,573,000 in
assets and $1,558,410,000 in liabilities.  The Company closed all
of its 327 department stores in 2002.


ANCESTRY.COM HOLDINGS: Moody's Rates Sr. Unsecured Bonds 'Caa1'
---------------------------------------------------------------
Moody's Investors Service affirmed Ancestry.com Inc.'s Corporate
Family at B2 and Probability of Default Ratings at B2-PD and
assigned a Caa1 rating to the new Senior Notes of Ancestry.com
Holdings LLC. Holdings is Ancestry.com's ultimate parent. Moody's
raised the Senior Secured rating to Ba3 from B1 and the Senior
Unsecured rating to B3 from Caa1. The approximately $250 million
of Notes will finance a similarly-sized distribution to Holding's
private equity owners. Moody's also assigned a Speculative Grade
Liquidity rating of SGL-2. The outlook is stable.

Ratings Rationale:

With the proposed incremental $250 million of debt, Ancestry's
resulting financial leverage and other credit metrics will be very
weak for the B2 rating level. Free cash flow (FCF) will be
strained by the higher interest burden, since Moody's expects that
Holdings will be required to make cash interest payments, rather
than pay-in-kind, on the Notes for at least the next year. This
will limit financial flexibility, potentially limiting the
company's capacity to fund future data content acquisitions.
Moody's believes that purchases of data content are needed to
maintain Ancestry.com's competitive position and subscriber growth
over time.

Nevertheless, Ancestry.com has performed somewhat better than
Moody's expected in terms of profitability. Moreover, with over
two million subscribers Ancestry.com holds a commanding
competitive position in the online genealogy research sector. The
company reports that the subscriber retention rate is nearly 50%
after the first year and exceeds 25% after three years. This
provides a degree of revenue stability, and due to the modest
working capital and capital expenditure requirements, Ancestry.com
generates predictable FCF, which supports the B2 CFR.

Over the near term, Moody's expects that debt repayment and
continued growth in EBITDA will improve leverage, such that the
multiple of debt to EBITDA (Moody's adjusted) will decline to the
low 6x range. Since Moody's expects that free cash flow (FCF) will
be limited due to the increased interest burden, it expects FCF to
debt (Moody's adjusted) will be maintained in the low to mid-
single digits. Since growth in EBITDA and FCF is largely dependent
upon increasing the subscriber base, any indication that the pace
of subscriber additions is slowing, or subscriber retention rates
are declining, could result in a rating downgrade. The rating
could also be downgraded if Ancestry.com fails to reduce debt or
to achieve growth in EBITDA or increases debt such that Moody's
believes that debt to EBITDA (Moody's adjusted) will remain above
6.5x or FCF will turn negative. The rating could experience
positive ratings pressure if leverage improves through a
combination of debt reduction and EBITDA growth such that it
believes that debt to EBITDA will be maintained below 4.5x.

The Caa1 rating of the Notes reflects its structural
subordination, as the Notes are issued by the indirect parent of
Ancestry.com, which issues the rest of Ancestry.com's debt. Given
the unchanged B2-PD PDR, the inclusion of the Notes in the capital
structure leads to higher ratings of both the Senior Secured debt,
whose rating will improve to Ba3 from B1, and the Senior Unsecured
debt, whose rating will improve to B3 from Caa1. The SGL-2
Speculative Grade Liquidity rating reflects the good liquidity, as
Moody's anticipates Ancestry will generate free cash flow of at
least $50 million, and maintain an undrawn revolving credit
facility (now at $50 million).

Upgrades:

Issuer: Ancestry.com Inc.

  Senior Secured Bank Credit Facility May 15, 2018, Upgraded to
  Ba3 from B1

  Senior Secured Bank Credit Facility Dec 18, 2018, Upgraded to
  Ba3 from B1

  Senior Secured Bank Credit Facility Dec 28, 2017, Upgraded to
  Ba3 from B1

  Senior Secured Bank Credit Facility May 15, 2018, Upgraded to a
  range of LGD2, 24 % from a range of LGD3, 33 %

  Senior Secured Bank Credit Facility Dec 18, 2018, Upgraded to a
  range of LGD2, 24 % from a range of LGD3, 33 %

  Senior Secured Bank Credit Facility Dec 28, 2017, Upgraded to a
  range of LGD2, 24 % from a range of LGD3, 33 %

  Senior Unsecured Regular Bond/Debenture Dec 15, 2020, Upgraded
  to B3 from Caa1

  Senior Unsecured Regular Bond/Debenture Dec 15, 2020, Upgraded
  to a range of LGD5, 70 % from a range of LGD5, 87 %

Assignments:

Issuer: Ancestry.com Holdings LLC

  Senior Unsecured Regular Bond/Debenture Sep 30, 2018, Assigned
  Caa1

  Senior Unsecured Regular Bond/Debenture Sep 30, 2018, Assigned
  a range of LGD6, 91 %

Issuer: Ancestry.com Inc.

  Speculative Grade Liquidity Rating, Assigned SGL-2

Outlook Actions:

Issuer: Ancestry.com Inc.

  Outlook, Remains Stable

Affirmations:

Issuer: Ancestry.com Inc.

  Probability of Default Rating, Affirmed B2-PD

  Corporate Family Rating, Affirmed B2

Ancestry.com, based in North Provo, Utah, is the world's largest
online family history resource, including an extensive collection
of over 11 billion digitized records that subscribers can use to
research and construct family trees.

The principal methodology used in this rating was the Global
Business and 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.


ANCESTRY.COM HOLDINGS: S&P Assigns B CCR & Rates $250MM Notes CCC+
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned Provo, Utah-based
online family history resources provider Ancestry.com Holdings LLC
its 'B' corporate credit rating.  Ancestry.com Holdings LLC is the
parent company of Ancestry.com Inc., which S&P currently rates
'B'.

At the same time, S&P assigned Ancestry.com Holdings' $250 million
senior unsecured notes its 'CCC+' issue-level rating (two notches
below the 'B' corporate credit rating), with a recovery rating of
'6', indicating S&P's expectation for negligible (0% to 10%)
recovery for lenders in the event of a payment default.

The 'B' rating reflects the company's aggressive financial policy
and narrow business focus.  S&P views the company's business risk
profile as "weak" as its reliance on one Web site for the majority
of revenue and EBITDA and need to replenish its customer base
offset its leading market position and solid EBITDA margin.  Pro
forma for the transaction, lease-adjusted leverage is high, at
6.8x, based on GAAP financials (6.2x pro forma for deferred
revenue that was eliminated as part of the take private
transaction; S&P's calculation of EBITDA does not add back content
amortization).  EBITDA coverage of interest is 2x (2.2x pro forma
for the deferred revenue adjustment).  In S&P's view, the
company's financial risk profile is "highly leveraged."  S&P views
Ancestry.com's management and governance as "fair."

Ancestry.com is the global leader in the commercial market for
online family history research, although it has prominent
competitors that offer genealogical content at no charge.  The
company's main Web site, Ancestry.com, has more than two million
subscribers and accounts for 90% of revenue.  Subscribers pay
about $19 per month on average to research their genealogy and
build a family tree using extensive historical records provided by
the company.  Ancestry.com has a modest degree of geographic
diversity, generating about three quarters of its revenue in the
U.S., 12% from the U.K., and the rest from Australia, Canada, and
Sweden.  The company has recently acquired content in Ireland and
Germany.  Additional content provides an incentive for current
subscribers to continue using the service and could also provide
the foundation for the company to launch new local services in
additional countries.  S&P believes that launches in new countries
are likely, but not imminent, given the financial investment and
the time it takes to acquire and process enough content to start a
service.  S&P views the company's collection of records as
providing a barrier to entry, although competitors also have
exclusive content.


ANCHOR BANCORP: Schedules Filing Requirement Waived
---------------------------------------------------
Judge Robert D. Martin of the U.S. Bankruptcy Court for the
Western District of Wisconsin waived the requirement for Anchor
Bancorp Wisconsin Inc., to file schedules of assets and
liabilities and monthly operating reports and the requirement for
the Debtor to comply with investment and deposit restrictions,
together with the requirement that the U.S. Trustee's office
convene a meeting or meetings pursuant to Section 341 of the
Bankruptcy Code.

If the Debtor fails to consummate the plan by Oct. 31, 2013, then
the parties will treat the Consummation Deadline as the Petition
Date for purposes of calculating the deadline for filing Schedules
and Statements of Financial Affairs and scheduling the Section 341
Meeting.  In addition, then the Debtor will be required to file
all usual monthly operating reports, beginning with the report for
August of 2013 being filed within fifteen days of the Consummation
Deadline.

                      About Anchor Bancorp

Madison, Wisconsin-based Anchor BanCorp Wisconsin Inc. sought
protection under Chapter 11 of the Bankruptcy Code on Aug. 12,
2013 (Case No. 13-14003, Bankr. W.D. Wis.) to implement a
"pre-packaged" plan of reorganization in order to facilitate the
restructuring of the Company and the recapitalization of
AnchorBank, fsb, a wholly-owned subsidiary of the Company.

As of March 31, 2013, the Debtor listed total assets of
$2,367,583,000 and total liabilities of $2,427,447,000.  Chief
Judge Robert D. Martin oversees the Chapter 11 case.  The Debtor
is represented by Kerkman Dunn Sweet DeMarb as lead bankruptcy
counsel and Skadden, Arps, Slate, Meagher & Flom LLP, as special
counsel.  CohnReznick LLP serves as the Debtor's financial
advisor.

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

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

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

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

Anchor BanCorp Wisconsin Inc. on Aug. 30 disclosed that the
Holding Company has received court approval of its recently
announced plan of reorganization.  U.S. Bankruptcy Court Judge
Robert Martin approved the plan at a hearing on Aug. 30.


ANCHOR BANCORP: Has Authority to Employ Kerkman Dunn as Counsel
---------------------------------------------------------------
Judge Robert D. Martin of the U.S. Bankruptcy Court for the
Western District of Wisconsin authorized Anchor Bancorp Wisconsin
Inc. to employ Kerkman Dunn Sweet DeMarb as general counsel.

Professionals will take an active role in representing the Debtor
and their customary hourly rates are:

   James D. Sweet, Esq.           $515
   Rebecca R. DeMarb, Esq.        $400
   Jerome Kerkman, Esq.           $400
   Justin M. Mertz, Esq.          $275
   Laura D. Steele, Esq.          $255
   Greg Schrieber, Esq.           $255

Non-attorney paraprofessionals will be paid $150 to $185 per hour.
The firm will also be reimbursed its necessary out-of-pocket
expenses.

                      About Anchor Bancorp

Madison, Wisconsin-based Anchor BanCorp Wisconsin Inc. sought
protection under Chapter 11 of the Bankruptcy Code on Aug. 12,
2013 (Case No. 13-14003, Bankr. W.D. Wis.) to implement a
"pre-packaged" plan of reorganization in order to facilitate the
restructuring of the Company and the recapitalization of
AnchorBank, fsb, a wholly-owned subsidiary of the Company.

As of March 31, 2013, the Debtor listed total assets of
$2,367,583,000 and total liabilities of $2,427,447,000.  Chief
Judge Robert D. Martin oversees the Chapter 11 case.  The Debtor
is represented by Kerkman Dunn Sweet DeMarb as lead bankruptcy
counsel and Skadden, Arps, Slate, Meagher & Flom LLP, as special
counsel.  CohnReznick LLP serves as the Debtor's financial
advisor.

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

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

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

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

Anchor BanCorp Wisconsin Inc. on Aug. 30 disclosed that the
Holding Company has received court approval of its recently
announced plan of reorganization.  U.S. Bankruptcy Court Judge
Robert Martin approved the plan at a hearing on Aug. 30.


ANCHOR BANCORP: Can Employ Skadden Arps as Special Counsel
----------------------------------------------------------
Anchor Bancorp Wisconsin Inc. obtained authority from Judge Robert
D. Martin of the U.S. Bankruptcy Court for the Western District of
Wisconsin to employ Skadden, Arps, Slate, Meagher & Flom LLP, as
its special counsel to, among other things, advise the Debtor with
respect to the $175 million in new equity investments and the up
to $30 million in debt financing contemplated by the prepackaged
plan of reorganization.

The firm will be paid the following hourly rates:

   Partners         $840 to $1,220
   Counsel          $845 to $930
   Associates       $365 to $795

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

Van C. Durrer, Esq., Ramon M. Naguiat, Esq., and Annie Li, Esq.,
at Skadden, Arps, Slate, Meagher & Flom LLP, have primary roles in
representing the Debtor.

                      About Anchor Bancorp

Madison, Wisconsin-based Anchor BanCorp Wisconsin Inc. sought
protection under Chapter 11 of the Bankruptcy Code on Aug. 12,
2013 (Case No. 13-14003, Bankr. W.D. Wis.) to implement a
"pre-packaged" plan of reorganization in order to facilitate the
restructuring of the Company and the recapitalization of
AnchorBank, fsb, a wholly-owned subsidiary of the Company.

As of March 31, 2013, the Debtor listed total assets of
$2,367,583,000 and total liabilities of $2,427,447,000.  Chief
Judge Robert D. Martin oversees the Chapter 11 case.  The Debtor
is represented by Kerkman Dunn Sweet DeMarb as lead bankruptcy
counsel and Skadden, Arps, Slate, Meagher & Flom LLP, as special
counsel.  CohnReznick LLP serves as the Debtor's financial
advisor.

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

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

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

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

Anchor BanCorp Wisconsin Inc. on Aug. 30 disclosed that the
Holding Company has received court approval of its recently
announced plan of reorganization.  U.S. Bankruptcy Court Judge
Robert Martin approved the plan at a hearing on Aug. 30.


ANCHOR BANCORP: Court OKs CohnReznick Employment as Fin'l Advisor
-----------------------------------------------------------------
Judge Robert D. Martin of the U.S. Bankruptcy Court for the
Western District of Wisconsin authorized Anchor Bancorp Wisconsin
Inc. to employ CohnReznick LLP as its financial advisor to be paid
the following hourly rates:

   Partner/Senior Partner                $585 to $800
   Manager/Senior Manager/Director       $435 to $620
   Other Professional Staff              $275 to $410
   Paraprofessional                         $185

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

                      About Anchor Bancorp

Madison, Wisconsin-based Anchor BanCorp Wisconsin Inc. sought
protection under Chapter 11 of the Bankruptcy Code (Case No. 13-
14003, Bankr. W.D. Wis.) on Aug. 12, 2013, to implement a "pre-
packaged" plan of reorganization in order to facilitate the
restructuring of the Company and the recapitalization of
AnchorBank, fsb, a wholly-owned subsidiary of the Company.

As of March 31, 2013, the Debtor listed total assets of
$2,367,583,000 and total liabilities of $2,427,447,000.  Chief
Judge Robert D. Martin oversees the Chapter 11 case.  The Debtor
is represented by Kerkman Dunn Sweet DeMarb as lead bankruptcy
counsel and Skadden, Arps, Slate, Meagher & Flom LLP, as special
counsel.  CohnReznick LLP serves as the Debtor's financial
advisor.

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

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

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

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

Anchor BanCorp Wisconsin Inc. on Aug. 30 disclosed that the
Holding Company has received court approval of its recently
announced plan of reorganization.  U.S. Bankruptcy Court Judge
Robert Martin approved the plan at a hearing on Aug. 30.


ANCHOR BANCORP: Can Employ Kurtzman Carson as Notice Agent
----------------------------------------------------------
Anchor Bancorp Wisconsin Inc. obtained authority from Judge Robert
D. Martin of the U.S. Bankruptcy Court for the Western District of
Wisconsin to employ Kurtzman Carson Consultants LLC as notice
agent.

Evan Gershbein, senior vice president of corporate restructuring
services, said, prior to the Petition Date, the Debtor provided
KCC with a retainer in the amount of $5,000 and made prepetition
payments totalling $5,170.

                      About Anchor Bancorp

Madison, Wisconsin-based Anchor BanCorp Wisconsin Inc. sought
protection under Chapter 11 of the Bankruptcy Code on Aug. 12,
2013 (Case No. 13-14003, Bankr. W.D. Wis.) to implement a
"pre-packaged" plan of reorganization in order to facilitate the
restructuring of the Company and the recapitalization of
AnchorBank, fsb, a wholly-owned subsidiary of the Company.

As of March 31, 2013, the Debtor listed total assets of
$2,367,583,000 and total liabilities of $2,427,447,000.  Chief
Judge Robert D. Martin oversees the Chapter 11 case.  The Debtor
is represented by Kerkman Dunn Sweet DeMarb as lead bankruptcy
counsel and Skadden, Arps, Slate, Meagher & Flom LLP, as special
counsel.  CohnReznick LLP serves as the Debtor's financial
advisor.

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

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

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

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

Anchor BanCorp Wisconsin Inc. on Aug. 30 disclosed that the
Holding Company has received court approval of its recently
announced plan of reorganization.  U.S. Bankruptcy Court Judge
Robert Martin approved the plan at a hearing on Aug. 30.


ARAMARK CORPORATION: IPO Favorable to Moody's 'B1' Rating
---------------------------------------------------------
Moody's Investors Service says ARAMARK Corporation's plan to sell
primary shares in an initial public offering later this year and
use the proceeds to repay bank debt would be a credit favorable
development, but does not affect the debt ratings at this time.

ARAMARK Corporation is a leading provider of food and related
services to a broad range of institutions and the second largest
uniform and career apparel business in the United States. ARAMARK
is owned by a consortium of affiliates of private equity sponsors
(GS Capital Partners, CCMP Capital Advisors, J.P. Morgan Partners,
Thomas H. Lee Partners and Warburg Pincus) and the company's
management team. Moody's expects fiscal 2013 revenue of over $13.5
billion.


ARCAPITA BANK: To Sell EuroLog Warehouses for Eur105-Mil. Cash
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Arcapita Bank BSC, a Bahrain investment bank
completing it reorganization in New York, lined up a buyer to pay
more than 110 million euros ($145.95 million) for its 96 percent
interest in the European warehouse business EuroLog.

The report relates that through non-bankrupt affiliates, Arcapita
owns the EuroLog business, which has 15 million square feet of
space in 46 warehouses in seven countries across Europe.  EuroLog
has six undeveloped parcels where another 6.6 million square feet
of warehouse space could be built.

The report recounts that Arcapita tried unsuccessfully to sell its
EuroLog interest through an initial public offering.  After the
IPO failed, Arcapita located an as-yet-unidentified private
investment firm to be the buyer.  The buyer declined to be named
publicly until the transaction is completed.

The price will be 105 million euros in cash plus repayment of as
much as 6.5 million in loans from Arcapita.  The creditors'
committee supports the sale, according to Arcapita's court filing.

The bankruptcy judge will hold a hearing on Sept. 23 to approve
the sale. Arcapita said it expects the transaction to be completed
as soon as Oct. 2.

                        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 TCRr on Jun 19, 2013, the Bankruptcy Court
entered an order confirming the Second Amended Joint Chapter 11
Plan of Reorganization with respect to teach Debtor other than
Falcon Gas Storage Company, Inc.  The Plan hasn't been implemented
yet.

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

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


ARCHDIOCESE OF MILWAUKEE: Says District Judge Not Conflicted
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that according to papers filed by the archbishop in the
Archdiocese of Milwaukee, U.S. District Judge Rudolph T. Randa had
no obligation to remove himself from consideration of an appeal
involving the Archdiocese cemetery where his parents are buried.

The report recounts that Judge Randa handed down a decision in
July protecting $55 million in trust for maintenance of
cemeteries. Abuse victims, represented by the official creditors'
committee in the archdiocese's Chapter 11 reorganization, filed
papers in August saying Judge Randa had an undisclosed interest in
the subject matter of the appeal because his parents and several
family members are buried in church cemeteries in Milwaukee.
The committee wants Judge Randa to remove himself from any matters
involving the cemetery and vacate his July ruling.

The report relates that Archbishop Jerome Listecki, in his
capacity as trustee of the cemetery fund, filed papers on Sept. 2
saying Judge Randa isn't required to step down.  Having buried his
parents in an archdiocese mausoleum doesn't give him a "financial
interest," according to the papers.  The sexual-abuse victims
represented by the creditors' committee "provided no credible
evidence that Judge Randa would be impacted if the cemetery plots
were to fall into disrepair," the trust said in its papers.

The committee is appealing Judge Randa's July opinion. The
cemetery trust cites precedents saying that failure of a judge to
recuse himself is "harmless" when the ruling will be revised "de
novo."

Reversing a ruling by the bankruptcy judge on appeal, Judge Randa
concluded that the federal Religious Freedom Restoration Act of
1993 protects the church from loss of the $55 million.  The
cemetery trust may be the single largest asset abuse victims
might recover in compensation for their claims.

In a July 29 ruling, Judge Randa reversed a bankruptcy court
decision that granted the unsecured creditors committee's motion
for partial summary judgment in an adversary complaint the
Archdiocesan Cemetery Trust filed against the Committee.

The Cemetery Trust stands apart from the Archdiocese and holds
more than $50 million in trust for the perpetual care of more than
$50,000 deceased, interred under the tenets of the Catholic faith.
In its lawsuit, the Trust argues the Committee, in representing
creditors of the Archdiocese who mostly are clerical abuse
victims, cannot access funds in the Trust.

The bankruptcy court held that neither the Religious Freedom
Restoration Act nor its first amendment barred the Committee's
claims or defenses in an adversary complaint.

The U.S. District Court for the District of Wisconsin held that,
"The Committee, in pursuing the claims of the unsecured creditors
under the authority granted to it by the bankruptcy court, acts
"under color of law" and is subject to RFRA. Sec. 2000bb-2(1).
Therefore, RFRA and the First Amendment prevent the Committee from
appropriating the funds in the Trust because doing so would
substantially burden the Trustee's free exercise of religion."

The appellate case before Judge Randa is ARCHBISHOP JEROME E.
LISTECKI, as Trustee of the Archdiocese of Milwaukee Catholic
Cemetery Perpetual Care Trust, Appellant, v. OFFICIAL COMMITTEE
OF UNSECURED CREDITORS, Appellee, Adv No. 11-24529-SVK, Case No.
13-C-179.  A copy of Judge Randa's July 29, 2013 Decision and
Order is available at http://is.gd/LxJbYk

Archbishop Jerome E Listecki is represented by Brady C Williamson,
Esq. -- bwilliam@gklaw.com , Jennifer L Vandermeuse, Esq. --
jvandermeuse@gklaw.com , Linda S Schmidt, Esq. --
lschmidt@gklaw.com , Matthew M Wuest, Esq. -- mwuest@gklaw.com ,
Timothy F Nixon, Esq. -- tnixon@gklaw.com and William E Duffin,
Esq. -- wduffin@gklaw.com -- of GODFREY & KAHN SC.

The Archdiocese of Milwaukee is represented by Bruce G Arnold,
Esq. -- barnold@whdlaw.com , Daryl L Diesing, Esq. --
ddiesing@whdlaw.com , Francis H LoCoco, Esq. -- flococo@whdlaw.com
and Lindsey M Johnson, Esq. -- ljohnson@whdlaw.com -- of WHYTE
HIRSCHBOECK DUDEK SC.

The Official Committee of Unsecured Creditors is represented by
Albert Solochek, Esq. -- alsolochek@hswmke.com , and Jason R
Pilmaier, Esq. -- jpilmaier@hswmke.com -- of HOWARD SOLOCHEK &
WEBER; as well as Kenneth H Brown, Esq. -- gbrown@pszjlaw.com ,
Marci A Hamilton Esq. -- mhamilton@pszjlaw.com , Gillian N Brown,
Esq. -- gbrown@pszjlaw.com and James I Stang, Esq. --
jstang@pszjlaw.com of PACHULSKI STANG ZIEHL & JONES.

The cemetery lawsuit in bankruptcy court is Listecki v. Official
Committee of Unsecured Creditors (In re Archdiocese of Milwaukee),
11-02459, U.S. Bankruptcy Court, Eastern District of Wisconsin
(Milwaukee).

                  About Archdiocese of Milwaukee

The Diocese of Milwaukee was established on Nov. 28, 1843, and
was elevated to an Archdiocese on Feb. 12, 1875, by Pope Pius
IX.  The region served by the Archdiocese consists of 4,758 square
miles in southeast Wisconsin which includes counties Dodge, Fond
du Lac, Kenosha, Milwaukee, Ozaukee, Racine, Sheboygan, Walworth,
Washington and Waukesha.  There are 657,519 registered Catholics
in the Region.

The Catholic Archdiocese of Milwaukee, in Wisconsin, filed for
Chapter 11 bankruptcy protection (Bankr. E.D. Wis. Case No.
11-20059) on Jan. 4, 2011, to address claims over sexual abuse
by priests on minors.

The Archdiocese became at least the eighth Roman Catholic diocese
in the U.S. to file for bankruptcy to settle claims from current
and former parishioners who say they were sexually molested by
priests.

Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in
Milwaukee, Wisconsin, serves as the Archdiocese's counsel.  The
Official Committee of Unsecured Creditors in the bankruptcy case
has retained Pachulski Stang Ziehl & Jones LLP as its counsel, and
Howard, Solochek & Weber, S.C., as its local counsel.

The Archdiocese estimated assets and debts of $10 million to
$50 million in its Chapter 11 petition.

(Catholic Church Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)


ARMSTRONG WORLD: Improving Margins Cue Moody's to Affirm B1 CFR
---------------------------------------------------------------
Moody's Investors Service affirmed Armstrong World Industries,
Inc.'s B1 Corporate Family Rating, and B1-PD Probability Default
Rating. In a related rating action, Moody's lowered the company's
speculative grade liquidity rating to SGL-3 from SGL-2, and
changed the rating outlook to stable from positive due to the
negative impact on the company's liquidity profile resulting from
ongoing shareholder-friendly activities. Armstrong recently
announcement that it is using most of its cash on hand and some
revolver borrowings to repurchase approximately $260 million of
common stock from Armor TPG Holdings LLC and the Asbestos Personal
Injury Settlement Trust, which together own a controlling interest
in Armstrong.

The following ratings/assessments were affected by this action:

  Corporate Family Rating affirmed at B1;

  Probability of Default Rating affirmed at B1-PD;

  Senior Secured Revolving Credit Facility due 2018 affirmed at
  B1 (LGD3, 42%);

  Senior Secured Term Loan A due 2018 affirmed at B1 (LGD3, 42%);
  and,

  Senior Secured Term Loan B due 2020 affirmed at B1 (LGD3, 42%).

  Speculative Grade Liquidity rating downgraded to SGL-3 from
  SGL-2.

Ratings Rationale:

Armstrong's B1 Corporate Family Rating reflects Moody's
expectations that its operating margins will continue to improve
as the company benefits from the recovery in the new housing
construction and remodeling end markets. Armstrong is a North
American market leader in providing flooring to these sectors. It
should gain from more favorable product mixes, better pricing, and
ongoing cost reduction initiatives. Additionally, Armstrong
continues to benefit from the WAVE JV, a critical earnings and
cash contributor. Moody's conservatively estimate that Armstrong's
adjusted EBITA margin will likely be around 9.5% over the next 12
months, inclusive of WAVE. Leverage and interest coverage metrics
are solid for the rating category. Moody's projects that the
company will maintain interest coverage, defined as EBITA-to-
interest expense, in the 3.5 to 3.75 times range and leverage,
inclusive of the debt utilized for the share repurchase, slightly
below 4.0 times by the end of 2014 (all ratios include Moody's
standard adjustments). However, the ratings are constrained by the
on-going economic malaise in Europe, from which Armstrong earns
about 20% of its revenues, as well as the company's aggressive
shareholder-friendly activities.

The downgrade of Armstrong's speculative grade liquidity rating to
SGL-3 from SGL-2 results from the company's recent communication
that it is using a significant portion of its liquidity to enhance
shareholders. Armstrong recently announced that TPG and the
Asbestos Trust are monetizing some of their holdings in Armstrong
through a secondary public offering and by the repurchase of
shares by the company, itself. Armstrong will repurchase $260
million aggregate principal amount of common shares from TPG and
the Asbestos Trust on a pro rata basis in accordance with their
respective ownership interest. Pro forma domestic cash on hand at
2Q13 is reduced to a minimal amount of about $2.3 million from
$222 million. Revolver and accounts receivable securitization
facility availability will be reduced by about $40 million,
resulting in pro forma combined availability of about $213
million. The company will no longer benefit from excess domestic
cash for its debt leverage financial covenants, but Moody's
believes Armstrong will retain adequate headroom under its
financial covenants over the next 12 months. The significant use
of cash on hand and some revolver availability for share
repurchases, and reduced pro forma financial covenant headroom
warrants the lower liquidity rating.

The change in rating outlook to stable from positive reflects
Moody's view that the controlling shareholders are negatively
impacting Armstrong's liquidity profile to enrich themselves,
events that Moody's previously indicated could result in a
stabilization of the rating outlook. Also, the $260 million being
used for share repurchases represent about 17 years of Armstrong's
LTM 2Q13 reported GAAP free cash flows.

A rating upgrade is not likely over the intermediate term given
Armstrong's recent share repurchases. However, if operating
performance over the long term results in EBITA-to-interest
expense trending near 4.0 times and debt-to-EBITDA improving
towards 3.5 times (all ratios include Moody's standard
adjustments) ratings may be considered for an upgrade. Ongoing
cash dividends commensurate with the strong equity earnings from
the WAVE JV are critical to supporting upwards rating pressures.

The ratings could be downgraded if operating performance falls
below expectations or if the company experiences erosion in
financial performance due to an unexpected decline in its end
markets. EBITA-to-interest expense trending below 3.0 times or
debt-to-EBITDA sustained above 4.5 times (all ratios incorporate
Moody's standard adjustments) could pressure the ratings.
Deterioration in the company's liquidity profile, significant
shareholder return activities, such as debt-financed dividends or
share repurchases, or debt-financed acquisitions may also stress
Armstrong's ratings. Any disruption in the reported equity
earnings from the WAVE JV could pressure Armstrong's operating
margins, potentially resulting in negative rating actions.

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

Armstrong World Industries, Inc., headquartered in Lancaster, PA,
is a global manufacturer of flooring products and ceiling systems
for use primarily in the construction and renovation of
residential, commercial and institutional buildings. Together,
Armor TPG Holdings LLC and the Asbestos Personal Injury Settlement
Trust own a controlling interest in Armstrong. Revenues for the 12
months through June 30, 2013 totaled approximately $2.6 billion.


ASHTON GROVE: Files Amended Schedules of Assets and Liabilities
---------------------------------------------------------------
Ashton Grove, L.C. filed with the Bankruptcy Court for the Western
District of Texas its schedules of assets and liabilities,
disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $9,705,000
  B. Personal Property               $27,519
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                $5,997,792
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $2,183,053
                                 -----------      -----------
        TOTAL                     $9,732,519       $8,180,845

Midland, Texas-based Ashton Grove, L.C., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No.
13-70104) on Aug. 12, 2013.  Judge Ronald B. King oversees the
case.


ATLANTIC COAST: Names John Stephens as President and CEO
--------------------------------------------------------
Atlantic Coast Financial Corporation, the holding company for
Atlantic Coast Bank, said that its Board of Directors has named
John K. Stephens president and chief executive officer of both
Atlantic Coast Financial and Atlantic Coast Bank, contingent upon
receipt of regulatory non-objection from the Office of the
Comptroller of the Currency and the Federal Reserve Bank of
Atlanta.  Mr. Stephens will replace Thomas B. Wagers, Sr., who has
served as interim president and chief executive officer since July
2013.

Mr. Stephens will have an annual base salary of $300,000, and in
connection with his relocation to the Jacksonville, Florida area,
the Company will pay for 90 days of temporary housing.  As of
Sept. 10, 2013, Mr. Stephens held no securities in the Company.

Mr. Stephens is a 23-year veteran of the banking and financial
services industry.  From 2006 to 2011, he served as chief lending
officer for the Central and North Florida affiliate banks of Fifth
Third Bank, N.A., overseeing a loan portfolio of almost $2 billion
and responsible for strategic leadership for all wholesale banking
activities.  Mr. Stephens began his career in 1986 with Wachovia
Bank, N.A., where he started as a regional banking officer, later
became a relationship manager responsible for originating and
managing senior debt and ancillary service relationships with
corporate clients, and was ultimately selected to start and lead a
leveraged finance group.  Most recently, Mr. Stephens served as
president of Orlando, Florida-based Tower Bridge Capital, Inc.

Mr. Stephens received an MBA, with a concentration in corporate
finance and capital markets, from the University of Notre Dame,
Mendoza Graduate School of Business, and earned a Bachelor of Arts
degree from the University of South Carolina.

In commenting on the announcement, Jay Sidhu, who led the CEO
search committee for the Company, said, "Our Board is very excited
that John has accepted our invitation to lead the Company as its
CEO, and we believe all of our constituents - shareholders,
customers and employees - will be equally excited once they get to
know him.  John is a proven leader who brings significant banking
experience to our company, including working in our northeast
Florida market.  During his more than 23 years in the financial
industry, he has been a key player in all aspects of the banking
industry, advancing to virtually every critical position in a
bank's structure.  We expect his diverse experience and excellent
track record to be invaluable to Atlantic Coast Financial as we
continue to develop and implement our strategic initiatives."

In commenting on his new position, Mr. Stephens added, "I am
indeed honored to become part of the Atlantic Coast Financial
management team.  I am impressed by the Company's potential, the
markets in which it operates and the opportunities they present,
as well as the energy and commitment demonstrated by the entire
team to strengthening the Company's capital structure and building
Atlantic Coast Bank's community banking model.  I look forward to
working with such a talented team of management and associates to
build a strong future for the Company."

                       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.  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.

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.


ATLANTIC COAST: Offering $46 Million Worth of Common Shares
-----------------------------------------------------------
Atlantic Coast Financial Corporation is offering an aggregate of
$46 million shares of common stock, par value $0.01 per share.

The Company's common stock is listed on the Nasdaq Global Market
under the symbol "ACFC."  On Sept. 9, 2013, the last reported sale
price for the Company's common stock was $4.21 per share.

The Company has granted the underwriters an option, exercisable
within 30 days of the date of this prospectus, to purchase up to
[   ] additional shares of the Company's common stock at the
initial public offering price, less the underwriting discounts and
commissions, to cover over-allotments of shares of the Company's
common stock, if any.

A copy of the Form S-1 prospectus as filed with the U.S.
Securities and Exchange Commission is available at:

                        http://is.gd/puuDFC

                        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.  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.

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.


BERNARD L. MADOFF: Madoff Customers Denied Interest on Claims
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the trustee for Bernard L. Madoff Investment
Securities Inc. surmounted one hurdle Sept. 10 to distributing
$1.37 billion to fraud victims when the bankruptcy judge ruled
that customers aren't entitled to inflate their claims to reflect
how long they invested in the Ponzi scheme.

The report relates that the federal appeals court in Manhattan
ruled in August 2011 in the Madoff liquidation that fictitious
account statements issued to customers must be disregarded in
calculating claims, because no securities were ever purchased on
their behalf.  Instead, the appeals court said that claims are
correctly calculated on the basis of cash invested less cash taken
out, thus disregarding fictitious profits shown on account
statements.

According to the report, two years ago, the appeals court didn't
rule on whether claim amounts could be raised to reflect the time-
value of money.  Consequently, creditors went to bankruptcy court
seeking interest.  Because there's only a limited pool for
compensating Madoff victims, increasing customer claims for
interest would mean that those who invested a shorter time would
recover less.  Madoff trustee Irving Picard and the Securities
Investor Protection Corp. argued that the statute has no provision
allowing interest.  U.S. Bankruptcy Judge Burton R. Lifland held a
hearing Sept. 10, announced his decision and filed a 25-page
opinion ruling in favor of the trustee.

The report relates that because the dispute is holding up the
distribution of almost $1.4 billion, Judge Lifland said he would
authorize customers to appeal directly to the circuit court,
bypassing an intermediate appeal in district court.

According to the report, Judge Lifland ruled that interest wasn't
available in view of the "plain language" of the statute, the
distribution scheme under the Securities Investor Protection Act,
and a decision in April from the U.S. Court of Appeals in
Manhattan in a case called Commodity Futures Trading Commission v.
Walsh.  In that case, the appeals court ruled that a federal court
receiver for a Ponzi scheme made no error in refusing to increase
claims to reflect the time-value of money.

The U.S. Securities and Exchange Commission took the position with
Judge Lifland that interest should be permitted if benefits
outweigh the costs.  Judge Lifland ruled that the SEC's position
was entitled to no deference.

Looking at the SIPA statute, Judge Lifland said Congress made
explicit provisions when it intended to allow interest.  The judge
said the statute doesn't entitle customers to recover every form
of damage resulting from a brokerage bankruptcy.  Allowing
interest on claims, Judge Lifland said, would be akin to
permitting damages "not covered by SIPA."

According to the report, Judge Lifland said that allowing interest
would not further customers' legitimate expectations.  On
investing with Madoff, customers were hoping for profits from
trading in securities.  They weren't promised a guaranteed return
like interest.

                      About Bernard L. Madoff

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

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

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

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

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

From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has paid about 58 percent of customer claims totaling
$17.3 billion.  The most recent distribution was in March 2013.

Mr. Picard has collected about $9.35 billion, not including an
additional $2.2 billion that was forfeit to the government and
likewise will go to customers. Picard is holding almost
$4.4 billion he can't distribute on account of outstanding
appeals and disputes.  The largest holdback, almost $2.8 billion,
results from disputed claims.


BIOZONE PHARMACEUTICALS: Sells Glyderm(R) Assets for $1 Million
---------------------------------------------------------------
BioZone Pharmaceuticals, Inc., entered into an Asset Purchase
Agreement, dated as of Sept. 3, 2013, by and among the Company,
BioZone Laboratories, Inc., the Company's wholly owned subsidiary
and Lautus Pharmaceuticals LLC.

Pursuant to the APA, Lautus purchased from the Sellers certain
assets relating to the Glyderm(R) brand of skin care products
currently manufactured and sold by BZL.  Specifically, the Sellers
sold all of their interests in (A) the Glyderm(R) trademark, the
Glyderm(R) patents, the Glyderm(R) product formulations, the
domain names, www.glydermonline.com and www.glydermskincare.com,
and the Glyderm(R) internet Web site; and (B) the Sellers' entire
inventory of Glyderm(R) products held for resale.

Lautus is a new entity formed by seasoned pharmaceutical company
executives with extensive experience in all facets of
pharmaceutical manufacturing, marketing and distribution, with a
particular focus on the dermatology and aesthetics markets.
Lautus intends to re-launch the Glyderm(R) product line, which
will be supported by a combination of personal and non-personal
promotion.  The marketing strategy will include a newly created
on-line presence to manage both consumer and professional
purchasing transactions, provide on-line training and information
to the professional audience and facilitate on-line sales
detailing with professional customers.  Neither Lautus nor any of
its employees or directors has any material relationship with the
Company or BZL other than with respect to the sale transaction.

The purchase price for the Purchased Assets is an aggregate amount
equal to $1,000,000.

Simultaneous with the closing of the APA, BZL and Lautus entered
into a Supply Agreement providing for the manufacture of
Glyderm(R) products by BZL on behalf of Lautus.  The term of the
Supply Agreement is five years and is subject to termination upon
various events set forth in the Supply Agreement, including
termination at Lautus' option upon 90 days prior written notice.
The Supply Agreement contains a schedule of the price per unit
that Lautus has agreed to pay BZL for the manufacture of
Glyderm(R) products.  Lautus is not obligated to purchase any
minimum amount of Glyderm(R) products from BZL during the term of
the Supply Agreement.

In addition, BZL and Lautus entered into a Services Agreement on
the Closing Date pursuant to which BZL will provide to Lautus
certain ongoing operational support on behalf of Buyer for a
period of 12 months from the Closing Date.

The Company used proceeds from the sale of the Glyderm(R) assets
(A) to repay a portion of the principal plus interest owed under
outstanding promissory notes issued by the Company to a
shareholder in 2012 that are currently in default and (B) for
general working capital purposes.

                   About Biozone Pharmaceuticals

Biozone Pharmaceuticals, Inc., formerly, International Surf
Resorts, Inc., was incorporated under the laws of the State of
Nevada on Dec. 4, 2006, to operate as an internet-based provider
of international surf resorts, camps and guided surf tours.  The
Company proposed to engage in the business of vacation real estate
and rentals related to its surf business and it owns the Web site
isurfresorts.com.  During late February 2011, the Company began to
explore alternatives to its original business plan.  On Feb. 22,
2011, the prior officers and directors resigned from their
positions and the Company appointed a new President, Director,
principal accounting officer and treasurer and began to pursue
opportunities in medical and pharmaceutical technologies and
products.  On March 1, 2011, the Company changed its name to
Biozone Pharmaceuticals, Inc.

Since March 2011, the Company has been engaged primarily in
seeking opportunities related to its intention to engage in
medical and pharmaceutical businesses.  On May 16, 2011, the
Company acquired substantially all of the assets and assumed all
of the liabilities of Aero Pharmaceuticals, Inc., pursuant to an
Asset Purchase Agreement dated as of that date.  Aero manufactures
markets and distributes a line of dermatological products under
the trade name of Baker Cummins Dermatologicals.

On June 30, 2011, the Company acquired the Biozone Labs Group
which operates as a developer, manufacturer, and marketer of over-
the-counter drugs and preparations, cosmetics, and nutritional
supplements on behalf of health care product marketing companies
and national retailers.

Biozone incurred a net loss of $7.96 million in 2012, as compared
with a net loss of $5.45 million in 2011.  The Company's balance
sheet at June 30, 2013, showed $7.70 million in total assets,
$13.00 million in total liabilities and a $5.30 million total
shareholders' deficiency.

Paritz and Company. P.A., in Hackensack, New Jersey, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2012.  The independent
auditors noted that the Company has incurred operating losses for
its last two fiscal years, has a working capital deficiency of
$5,255,220, and an accumulated deficit of $14,128,079.  These
factors, among others, raise substantial doubt about the Company's
ability to continue as a going concern.


CENTENNIAL BEVERAGE: Wants to Use Cash Collateral Thru Sept. 30
---------------------------------------------------------------
Centennial Beverage Group, LLC and Compass Bank entered into a
ninth stipulation for the Debtor's extended use of the cash
collateral through Sept. 30, 2013 in accordance with a prepared
budget.

A copy of the September 2010 budget is available for free at:

http://bankrupt.com/misc/CENTENNIALBEVERAGE_BudgetSpt2013.PDF

The Debtor may seek reimbursement from JWV Associates, Ltd. of
certain budgeted expenses paid by the Debtor that relate primarily
to the real property owned by JWV.  The Lender does not object to
JWV's reimbursement of the Debtor for such expenses, up to the
amounts set forth in the budget, provided that JWV will pay Lender
$80,744.33 in accrued but unpaid interest owing under the Term
Loan Agreement.

Otherwise, all terms and conditions of the Final Cash Collateral
Order are unchanged and remain in full force and effect.

J. Frasher Murphy, Esq., and Matthew T. Ferris, Esq., of Winstead
PC, are counsel to Compass Bank.

                     About Centennial Beverage

Centennial Beverage Group LLC, a chain of 23 liquor stores in
Texas, filed a petition for Chapter 11 reorganization (Bankr.
N.D. Tex. Case No. 12-37901) amid lower sales brought by
competition from big-box retailers.  The 75-year-old-company once
had 70 stores throughout Texas.  They are now concentrated in the
Dallas-Fort Worth area.  Sales for the year ended in November 2012
were $158 million.  Year-over-year, revenue was down 50%,
according to a court filing.  In its schedules, the Debtor
disclosed $24,053,049 in assets and $48,451,881 in liabilities as
of the Petition Date.

Robert Dew Albergotti, Esq., and Ian T. Peck, Esq., at Haynes and
Boone, LLP, in Dallas, serve as counsel to the Debtor.  M. Jack
Martin, III, Esq., at Jack Martin & Associates, in Austin, Tex.,
serves as special counsel.  RGS LLC serves as the Debtor's
financial advisor.  BYGH Tax Consulting is property tax consultant
to the Debtor.

The Official Committee of Unsecured Creditors has retained Munsch
Hardt Kopf & Harr, P.C. as its attorneys, and Lain, Faulkner &
Co., P.C. as financial advisors.


CARDELL CABINETRY: Closes Doors, Cuts 900 Jobs
----------------------------------------------
Woodworking Network reports that Cardell Cabinetry has closed its
doors without warning, leaving approximately 900 workers
unemployed.

The closure of all Cardell Cabinetry's business operations was
confirmed in a statement from attorney Howard Marc Spector, AT
Spector & Johnson PLLC, according to Woodworking Network.

The report relates that sources cite the economy and mounting
debts for the closure.  Cardell Cabinetry had debts of $45 million
and had been put in receivership late last month, Woodworking
Network notes.  According to Spector, the appointed receiver, "the
company owed its unsecured creditors more than $15 million and its
lenders in excess of $30 million, and it did not have sufficient
liquidity to manufacture products to meet outstanding orders," the
report relates.

"These are unfortunate circumstances, but the harsh reality is
that the company cannot sustain itself and meet its business and
financial obligations," Spector said in a statement provided to
Woodworking Network.

Compounding its problems, Cardell Cabinetry last month was cited
for combustible dust and other safety and health violations by the
U.S. Department of Labor's Occupational Safety and Health
Administration, the report discloses.  The semi-custom cabinetry
firm was facing a penalty of $267,434 for 29 violations at the San
Antonio, TX, facility, the report notes.

Cardell had more than 900,000 square feet of combined
manufacturing space between its San Antonio facilities and a
secondary manufacturing facility located in El Campo, Texas.

The closure, which affects all business operations, was effective
Sept. 8, the report relays.

The statement from Spector said it will continue efforts to sell
the company's assets, the report adds.


CASA CASUARINA: Two Bankruptcies Settle Dispute on Ownership
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that in the case with the former Versace Mansion on Ocean
Drive in Miami Beach, Florida, two different bankruptcy judges
must approve the same sale.

The current owner, Casa Casuarina LLC, filed for Chapter 11
protection in July in Miami.  Until his Ponzi scheme fell apart in
2009, Scott Rothstein had controlled the company that owned the
property. Herbert Stettin is the Chapter 11 trustee for
Rothstein's law firm Rothstein Rosenfeldt Adler PA, which has been
in Chapter 11 liquidation since November 2009.

Before Casa Casuarina filed bankruptcy, Mr. Stettin had reached
agreement to settle his claim to partial ownership.  The
settlement is set for approval on Sept. 11 by the judge overseeing
the firm's bankruptcy and on Sept. 18 by the judge in the
property's bankruptcy.

The settlement calls for Stettin to receive 9.99 percent of net
sale proceeds, or 49.99 percent if he exercises an option.  The
auction of the property will take place on Sept. 17.  The hearing
for approval of sale will occur Sept. 18.

                       About Casa Casuarina

Casa Casuarina, LLC, filed a Chapter 11 petition (Bankr. S.D. Fla.
Case No. 13-25645) in Miami on July 1, 2013.  Peter Loftin signed
the petition as manager.  Judge Laurel M. Isicoff presides over
the case.  The Debtor estimated assets of at least $50 million and
debts of at lease $10 million.  Joe M. Grant, Esq., at Marshall
Socarras Grant, P.L., serves as the Debtor's counsel.

                    About Rothstein Rosenfeldt

Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler
PA -- http://www.rra-law.com/-- was suspected of running a
$1.2 billion Ponzi scheme.  U.S. authorities claimed in a civil
forfeiture lawsuit filed Nov. 9, 2009, that Mr. Rothstein, the
firm's former chief executive officer, sold investments in non-
existent legal settlements.  Mr. Rothstein pleaded guilty to five
counts of conspiracy and wire fraud on Jan. 27, 2010.

Creditors of Rothstein Rosenfeldt Adler signed a petition sending
the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No.
09-34791).  The petitioners include Bonnie Barnett, who says she
lost $500,000 in legal settlement investments; Aran Development,
Inc., which said it lost $345,000 in investments; and trade
creditor Universal Legal, identified as a recruitment firm, which
said it is owed $7,800.  The creditors alleged being owed money
invested in lawsuit settlements.

Herbert M. Stettin, the state-court appointed receiver for
Rothstein Rosenfeldt, was officially carried over as the
Chapter 11 trustee in the involuntary bankruptcy case.

On June 10, 2010, Mr. Rothstein was sentenced to 50 years in
prison.

The official committee of unsecured creditors appointed in the
case is represented by Michael Goldberg, Esq., at Akerman
Senterfitt.

RRA won approval of an amended liquidating Chapter 11 plan
pursuant to the Court's July 17, 2013 confirmation order.  The
revised plan, filed in May, is centered around a $72.4 million
settlement payment from TD Bank NA.


CENGAGE LEARNING: Opposes Delay in Plan-Confirmation Process
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Cengage Learning Inc. opposed an initiative by its
official creditors' committee seeking court permission to file a
suit testing whether liens are valid on 15,500 copyrights.

The Debtor said the validity of the liens is among the "key
disputed issues" in the Chapter 11 case begun in July.  The
company said it intends to sue in the "near future," thus knocking
the props from underneath the committee's request for authority to
sue.  Cengage cited case law for the proposition that a committee
can't be given authority to sue when the bankrupt company is
willing to pursue a suit.  Cengage said the copyright-lien dispute
should be resolved in the context of emerging from bankruptcy
before year-end.

According to the report, the company said the agreement with
senior lenders on the contours of a Chapter 11 plan requires
emergence by Nov. 14.  Cengage is therefore against the
committee's request for a one-month delay in a hearing scheduled
for Sept. 27 to approve disclosure materials explaining the
Chapter 11 plan.

There was a hearing slated for Sept. 11 in bankruptcy court in
Brooklyn, New York, where the judge was set to decide whether the
creditors can sue and the plan process be delayed.

                     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.  Arent Fox LLP is the
proposed counsel for the Committee.  FTI Consulting, Inc., serves
as financial advisor to the Committee.  Moelis & Company LLC
serves as investment banker to the Committee.


CENTRAL FALLS, RI: Mayor Draws No Campaign Opponent
---------------------------------------------------
seattlepi.com reports that Central Falls Mayor James Diossa has
drawn no opponent in his bid for a full three-year term, nearly 11
months after the city emerged from bankruptcy.

Mr. Diossa formally launched his re-election campaign last month.
The former councilman is serving out the term of Charles Moreau,
who was sentenced to two years in prison on a federal corruption
charge, according to seattlepi.com.

The deadline to file papers was Sept. 6.

Mr. Diossa handily defeated former Central Falls Police Chief
Joseph Moran in a December special election to become the city's
first Latino mayor, the report notes.  Turnout among registered
voters was about 21 percent.

The report discloses that there is only one contested campaign for
seven city council seats.

Central Falls was taken over by a state-appointed receiver in 2010
and in 2011 became the first in Rhode Island to declare municipal
bankruptcy, the report adds.


COSTA DORADA: Ordered to File Amended Disclosures by Oct. 1
-----------------------------------------------------------
At the Sept. 10, 2013 hearing to consider the adequacy of the
Second Disclosure Statement filed by Costa Dorada Apartments
Corp., in support of its proposed Plan of Reorganization, the Hon.
Enrique S. Lamoutte, U.S. Bankruptcy Judge for the District of
Puerto Rico granted the Debtor 21 days to file an
amended/supplemental Disclosure Statement, with 21 days objection
language.

As reported in the TCR on Aug. 16, 2013, The Debtor's proposed
Plan divides creditors into six classes -- Class 1
Administrative Expenses, Class 2 Secured Creditors, Class 3
Secured Creditor Banco Popular de PR, Class 4 General Unsecured
Creditors, Class 5 Time Sharing (Vacation Club) Agreements, and
Class 6 Equity Interests.

The Second Disclosure Statement reveals that Banco Popular
transferred its $3.68 million unsecured claim to PRLP 2011 Holding
LLC in October 2011.

The Second Disclosure Statement further clarifies that general
unsecured creditors will be paid upon the sale of 20 apartments
pertaining to the estate.  The Debtor will sell these apartments,
and after payment in full of the secured claim due to Scotiabank,
the administrative expenses and allowed secured government claims
pursuant to 11 U.S.C. Sec. 506, will use any remaining proceeds,
to pay the creditors under Class 4 at pro-rata.  The dividend to
be paid to Class 4 will be in the amount of $700,000.

These sales are expected to be completed by the Debtor within 12
months from confirmation date or no later than the effective date
of the plan.  Disbursement of the sales proceeds of property will
be governed by the following provisions:

  * First, all selling and administrative expenses will be paid in
    full from the gross proceeds.

  * Second, payment in full of the secured Class 2 of Scotiabank.

  * Third, allowed secured government claims pursuant and
    unsecured priority claims, as allowed by the Court, will be
    paid in full from the gross proceeds.

Only upon full payment of all allowed claims with superior rank
will general unsecured claimants be paid on a pro-rata basis.

A full-text copy of the Second Disclosure Statement dated July 15,
2013 is available for free at:

         http://bankrupt.com/misc/COSTADORADA_2ndDSJul15.PDF

                  About Costa Dorada Apartments

Costa Dorada Apartments Corp., dba Villas De Costa Dorada, in
Isabela, Puerto Rico, filed for Chapter 11 bankruptcy (Bankr.
D.P.R. Case No. 11-03960) on May 10, 2011.  The Debtor disclosed
$10.7 million in assets and $8.6 million in liabilities as of the
Chapter 11 filing.  The Hon. Enrique S. Lamoutte Inclan, presides
over the case.  The petition was signed by Carlos R. Fernandez
Rodriguez, its president.  Wigberto Lugo Mender, Esq., at Lugo
Mender & Co., in Guaynabo, Puerto Rico, represents the Debtor as
counsel.


CENGAGE LEARNING: Book Dog Books Lawsuit Transferred to S.D.N.Y.
----------------------------------------------------------------
District Judge James L. Graham of the Southern District of Ohio
transferred to the U.S. District Court for the Southern District
of New York the venue of the lawsuit commenced by book sellers
Book Dog Books LLC and SPL Management LLC against Cengage
Learning, Inc. and Pearson Education, Inc.

Book Dog Books and SPL Management filed the action in December
2012 for preliminary injunctive relief to require Cengage Learning
and Pearson to supply the plaintiffs with college textbooks before
the start of the 2013 winter semester at The Ohio State
University.  The Defendants had refused to supply books because
they believed the plaintiffs had engaged in copyright
infringement.  Proceeding under a theory of promissory estoppel,
the plaintiffs alleged that the publishers had made binding
promises to supply the plaintiffs with books.

Following an evidentiary hearing, the S.D. Ohio court found that
the plaintiffs had failed to put forth evidence of a binding
promise and denied the motion for injunctive relief.

The Plaintiffs have also asserted claims for declaratory judgment
that they have not infringed the copyrights of defendants, for
antitrust violations relating to the defendants' refusal to sell
books to the plaintiffs, and for defamation relating to the
defendants' accusation that the plaintiffs engaged in copyright
infringement.

In February 2013, the defendants and John Wiley & Sons, Inc. filed
suit against Book Dog Books and its sole member and CEO Phillip
Smyres in the United States District Court for the Southern
District of New York.  The book publishers allege in that action
that Smyres and Book Dog Books have infringed their copyrights and
have breached a 2008 Settlement Agreement between the parties that
terminated a prior copyright lawsuit in the Southern District of
New York.

Cengage Learning and Pearson filed a motion to transfer venue of
the lawsuit on the grounds that a forum selection clause in a 2008
Settlement Agreement requires that subsequent disputes arising out
of, or related to, the Agreement be heard in a court in New York.

In July 2013, the S.D. Ohio court received notice that Cengage had
filed a petition for Chapter 11 bankruptcy in New York. The court
stayed the claims against Cengage and directed plaintiffs and
Pearson to advise the court as to whether the claims against
Person should proceed. Pearson responded by holding to its
position in the motion to transfer venue that the case should not
go forward because any claims against it must proceed only in a
New York court.

In a notice filed August 28, 2013, the plaintiffs have advised the
court that they consent to transfer of this action to the Southern
District of New York.  The Plaintiffs believe that the interests
of economy will be best served by having one court hear the
disputes among the non-bankrupt parties and that from New York it
will be easier for them to attempt to pursue their claims against
Cengage, whether by filing an adversary proceeding or by moving to
lift the automatic stay.

The Plaintiffs note that they oppose the fee request made by the
defendants in the motion to transfer venue.  The Defendants argued
in the motion that they were entitled to an award of costs and
attorneys' fees incurred in defending this action because
plaintiffs breached the 2008 Settlement Agreement's forum
selection clause.  The Defendants further allege that the
Agreement contained a provision under which a breaching party is
liable in damages for the reasonable costs and attorneys' fees
incurred by the non-breaching party.

The S.D. Ohio Court, however, declines to award costs and fees to
defendants.

The S.D. Ohio Court said the issue of whether the plaintiffs
breached the Settlement Agreement is best resolved in the New York
action, and the S.D. Ohio court, by declining to award costs and
attorneys' fees to defendants, is in no way making any factual or
legal determinations as to that issue.

The case is Book Dog Books, LLC, et al., Plaintiffs, v. Cengage
Learning, Inc., et al., Defendants, Case No. 2:12-cv-1165 (S.D.
Ohio).  A copy of the Court's Sept. 5, 2013 Opinion and Order is
available at http://is.gd/dZaIU5from Leagle.com.

                     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.  Arent Fox LLP is the
proposed counsel for the Committee.  FTI Consulting, Inc., serves
as financial advisor to the Committee.  Moelis & Company LLC
serves as investment banker to the Committee.


CENGAGE LEARNING: Seeks Appointment of Mediator to Resolve Dispute
------------------------------------------------------------------
Cengage Learning, Inc. asked U.S. Bankruptcy Judge Elizabeth Stong
to approve the appointment of a mediator who would help resolve
issues related to the confirmation of its Chapter 11
reorganization plan.

"The appointment of a mediator and the setting of a schedule for
mediation will help facilitate negotiations, resolve issues and
enable the debtors to emerge from Chapter 11 in a timely manner,"
the company said in court papers.

Cengage said it has already identified key issues that need to be
resolved through mediation to allow the company to emerge from
bankruptcy protection.  These issues include the company's total
enterprise value, claims tied to the 2007 leveraged buy-out, the
additional 14,000 disputed copyrights, and the use of the trust
structure to address issues that are not resolved or adjudicated
by the time of the company's bankruptcy exit.

Early this month, Cengage's official committee of unsecured
creditors criticized the company for failing to provide enough
information in the disclosure statement, including information
about the alleged invalidity of secured lenders' claims on more
than 15,000 copyrights.  The group proposed to postpone the
hearing on the company's disclosure statement to Oct. 25, and on
the confirmation of the plan to Dec. 10.

According to Cengage, the timeframe suggested by the unsecured
creditors "achieves the debtors' need of emerging from chapter 11
by year end," adding that it can only be accomplished if a
mediator is appointed and a schedule in connection with the
confirmation is set.

Cengage proposed that the appointment of a mediator be approved no
later than Sept. 13, and that three mediation sessions be held
following the appointment.  The company also suggested a timetable
for the conduct of investigation and the filing of court papers in
connection with the confirmation of its plan.  The proposed
schedule can be accessed for free at http://is.gd/41jOX1

              CSC Trust, First Lien Lenders Respond

CSC Trust Company of Delaware said the timeframe proposed by
Cengage is an attempt by the company to "fast track the cases to
the detriment of other parties."

CSC Trust said discovery and briefing will take months given the
complexity of the confirmation-related issues that need to be
resolved.

"Any mediation schedule must give the parties a reasonable amount
of time to gather information, analyze the facts and the various
legal issues at play, and form independent views on matters to be
able to engage constructively with the other parties," the
indenture trustee said in a Sept. 10 filing.

"Unfortunately, the debtors' proposed schedule is not intended to
give parties a fair shake at participating in these processes,"
CSC Trust said.

Meanwhile, the ad hoc group of first lien lenders said that the
timeline for confirmation proposed by Cengage should be shortened,
and that the issues not necessary to plan confirmation should be
subject to a separate schedule that does not interfere with or
cause delay with respect to the resolution of the core
confirmation issues.

BankruptcyData reported that multiple parties -- including
Centerbridge Partners, Apax Partners and Cengage Learning's second
lien trustee -- filed with the U.S. Bankruptcy Court separate
objections to the Debtors' motion for entry of an order (a)
approving appointment of a mediator and scheduling mediation in
connection with confirmation of the Debtors' Plan and (b)
scheduling certain hearing dates and deadlines.

The second lien trustee states, "By the Scheduling Motion, the
Debtors have requested that this Court (a) appoint a mediator and
schedule a mediation to attempt to achieve consensus among the
primary parties in interest in these chapter 11 cases regarding a
myriad of legal and factual disputes and (b) establish a
confirmation litigation schedule for the Plan, neither of which
was ever discussed with the Second Lien Trustee. While the Second
Lien Trustee would be in favor of both Court order meditation and
establishing a reasonable schedule to consider confirmation of a
viable Plan of reorganization in these cases, the relief requested
by the Debtors is premature and has been advanced in a manner that
is highly prejudicial to the Debtors' non-first lien lender
stakeholders. As the Court is aware, there are a number of complex
legal and factual issues that must be addressed in these cases
before a feasible chapter 11 plan can be proposed and confirmed."

CSC Trust Company is represented by:

         Ira S. Dizengoff, Esq.
         Philip C. Dublin, Esq.
         Brad M. Kahn, Esq.
         AKIN GUMP STRAUSS HAUER & FELD LLP
         One Bryant Park
         New York, New York 10036
         Tel: 872-1000 (Telephone)
         Fax: 872-1002 (Facsimile)
         E-mail: idizengoff@akingump.com
                 pdublin@akingump.com

The ad hoc group is represented by:

         Dennis F. Dunne, Esq.
         Gerard Uzzi, Esq.
         Milbank Tweed Hadley & McCloy LLP
         1 Chase Manhattan Plaza
         New York, New York 10005
         Tel: (212) 530-5000
         Fax: (212) 530-5219
         E-mail: ddunne@milbank.com
                 guzzi@milbank.com

                     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.  Arent Fox LLP is the
proposed counsel for the Committee.  FTI Consulting, Inc., serves
as financial advisor to the Committee.  Moelis & Company LLC
serves as investment banker to the Committee.


COLONIAL BANK: PwC Fails in Bid to Toss FDIC's $1B Negligence Suit
------------------------------------------------------------------
Law360 reported that an Alabama federal judge on Sept. 10 refused
to dismiss an Federal Deposit Insurance Corp. lawsuit against
PricewaterhouseCoopers LLP over its auditing of Colonial Bank,
which collapsed after the bank became ensnared in the massive
Taylor Bean & Whitaker Mortgage Corp. mortgage fraud scheme.

According to the report, Chief U.S. District Judge W. Keith
Watkins rejected PwC and fellow defendant Crowe Horwath LLP's
argument that federal law, not state law, determined whether the
wrongdoing of Colonial Bank insiders could be legally attributed
to the FDIC.

The case is Federal Deposit Insurance Corporation v.
PricewaterhouseCoopers LLP et al., Case No. 2:12-cv-00957 (M.D.
Ala.) before Judge William Keith Watkins.


CPG INTERNATIONAL: S&P Rates $315MM Notes CCC+ & Affirms B+ CCR
---------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed the 'B'
corporate credit rating on Scranton Pa.-based CPG International
Inc.  The outlook is stable.  At the same time, S&P assigned a 'B'
issue-level rating to the company's proposed $625 million seven-
year secured bank term loan with a recovery rating of '4',
indicating that lenders can expect average recovery (30%-50%) in
the event of a default.

S&P also assigned its 'CCC+' issue level rating to the proposed
$315 million eight-year senior unsecured notes with a recovery
rating of '6', indicating negligible recovery (0%-10%) for
noteholders in the event of a default.

S&P's affirmation of the 'B' corporate credit rating follows CPG's
announcement that private equity firms Ares Management and
Teachers' Private Capital, the private investment department of
Ontario Teachers' Pension Plan, have reached an agreement to
purchase the company from current majority owner, AEA Investors
L.P., in a leveraged transaction valued at $1.5 billion including
about $500 million in assumed debt.

"The stable outlook reflects our assessment that CPG will produce
positive discretionary cash flow at $50 million or more over the
next several years, allowing the company to modestly improve its
highly leveraged financial profile while maintaining adequate
liquidity," said Standard & Poor's credit analyst Thomas Nadramia.

Under the proposed financing structure, CPG will benefit from the
lack of any near-term debt maturities, modest capital spending
requirements, and good coverage of interest requirements (2.5x or
higher).

S&P would lower its rating if CPG's EBITDA were to fall short of
expectations, resulting in interest coverage of less than 1.5x,
reduced discretionary cash flow, or constrained liquidity.

S&P views an upgrade during the next 12 months as highly unlikely
given the high debt leverage and prospects for only modest
deleveraging, as well as private equity ownership.  For such an
upgrade to occur in the longer term, CPG would have to benefit
from a greater-than-expected recovery in remodeling markets and
delever to less than 5x and, as per S&P's financial sponsor
criteria, CPG's owners would need to adopt a financial policy
consistent with an "aggressive" financial risk profile.


DELL INC: Fitch Downgrades LT Issuer Default Rating to 'BB-'
------------------------------------------------------------
Fitch Ratings has downgraded Dell Inc.'s (Dell) ratings as
follows:
-- Long-term Issuer Default Rating (IDR) to 'BB-' from 'BB+';
-- Senior unsecured debt to 'B+' from 'BB+';

Fitch has also withdrawn Dell's bank credit facility rating of
'BB-' and short-term IDR and commercial paper rating of 'B'.

Fitch expects to rate the following upon closing of Dell's
leverage buyout (LBO):

-- Senior secured first lien ABL facility 'BB+';
-- Senior secured first lien term loans 'BB+';
-- Senior secured first-lien notes 'BB+'; and
-- Senior secured second-lien notes 'BB';

Fitch has removed Dell's ratings from Rating Watch Negative and
assigned a Stable Rating Outlook. The ratings were previously
placed on Negative Watch in February 2013 following Dell's
announcement that it will be acquired by Michael Dell and Silver
Lake in a leverage buyout (LBO).

Key Rating Drivers

The ratings and Outlook reflect:

-- Fitch's expectations that Dell's shareholders will approve
   the LBO at a special meeting on Sept. 12, 2013.

-- Moderate credit metrics for a LBO, especially core (non-
   financing). Fitch estimates pro forma total and core leverage
   of 4.8x and 4.0x as of Aug. 3, 2012.

Fitch previously indicated an IDR of 'BB-' was possible based on
pro forma leverage of 3.5x - 4.5x. Despite total leverage at the
higher end of Fitch's prior range, Dell's IDR of 'BB-' is
supported by the agency's belief that Dell will aggressively de-
lever with free cash flow (FCF), and recent profitability
pressures will be at least mitigated by substantial cost savings
opportunities, initial returns on significant prior long-term
investments that have weighed on margins (primarily R&D and sales
force), and a moderation in the highly aggressive pricing
environment for industry standard servers.

-- Solid market position in industry standard servers (#2),
   density optimized servers for large scale datacenters (#1),
   PC (#3), storage (#5) and services (#13).

-- Increasing contribution of higher value and margin enterprise
   solutions and services (servers, networking, storage and
   services), accounting for nearly 36% of revenue, up five
   percentage points since fiscal 2011, and half of gross margin.

-- Significant scale, which provides procurement efficiencies for
   memory, hard disk drives and other components utilized across
   the hardware business, specifically PCs, servers and storage.

-- Highly diversified revenue base by customer and geography (50%
   outside U.S.)

Credit concerns center on:

-- The highly competitive, low margin PC business accounts for
   approximately one-third of Dell's operating profit in the
   first half of fiscal 2014. Positively, Fitch estimates consumer
   end-user computing (EUC), which has performed considerably
   poorer than the commercial side due to tablet and smartphone
   substitution, will account for only 20% - 25% of EUC revenue,
   14% of total revenue and 0% of operating profit in fiscal 2014.
   The direct to consumer EUC business does generate considerable
   cash flow due to the strongest cash conversion cycle relative
   to Dell's other business.

-- Aggressive industry pricing pressure in PCs and servers that
   has pressured near-term profitability. Fitch expects aggressive
   PC pricing to continue.

-- Potential hardware revenue pressures from aggressive cloud
   adoption by the U.S. federal government, a key Dell customer,
   and/or significant market concentration of cloud providers that
   have significant pricing leverage due to scale or utilize
   unbranded custom-built servers.

-- Limited financial flexibility to make significant acquisitions
   to fill product and service gaps that may arise as technologies
   evolve.

Rating Sensitivities

The ratings may be upgraded in the event of:

-- FCF is primarily used for debt reduction rather than
   acquisitions.

-- Revenue mix materially shifts toward enterprise solutions,
   resulting in significant operating profit margin expansion,
   reduced reliance on the extremely competitive PC industry and
   lower financial performance volatility due to a greater
   percentage of recurring revenue from long-term contracts, such
   as IT services or software.

The ratings may be downgraded in the event of:

-- Accelerating PC revenue declines, materially pressuring
   liquidity, profitability and FCF generation.

-- Revenue growth is negative for an extended duration, resulting
   in significant liquidity pressures. Dell's negative cash
   conversion cycle generates significant cash flow usage from
   working capital in a declining revenue environment.


DETROIT, MI: Bond Insurer Appeals Casino Tax Revenue Ruling
-----------------------------------------------------------
Katy Stech, writing for Daily Bankruptcy Review, reported that
Syncora Guarantee Inc., the bond insurer caught up in the battle
over Detroit's casino tax revenue, is appealing a bankruptcy judge
decision that has allowed millions of dollars of those taxes to
continue flowing to the city throughout its historic $18 billion
bankruptcy.

                    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.

A nine-member official committee of retired workers was appointed
in the case.  The Retirees' Committee is represented by Dentons US
LLP.


DETROIT, MI: Michigan Governor to Be Deposed in Bankruptcy Case
---------------------------------------------------------------
Nick Carey and Joseph Lichterman, writing for Reuters, reported
that after a testy exchange between the judge presiding over
Detroit's bankruptcy and a Michigan official, attorneys for the
state agreed on Sept. 10 to drop a challenge to a request by
creditors' lawyers to depose Governor Rick Snyder on the city's
eligibility for bankruptcy.

According to the report, citing executive privilege, the office of
the state attorney general had filed a motion late Sept. 9 arguing
Snyder should not be deposed. Creditors' attorneys had said they
wanted the governor's deposition to determine his motivation in
approving a request in mid-July from Detroit's state-appointed
emergency manager, Kevyn Orr, to take the city into Chapter 9
bankruptcy.

If Detroit's bankruptcy goes ahead, it will be the largest
municipal bankruptcy in U.S. history, the report said.  The city
owes some $18.5 billion in long-term debt, and public sector
unions have challenged the bankruptcy filing on grounds that it
violates protections for worker pensions and benefits enshrined in
Michigan's constitution.

Some unions have also argued in filings that Snyder and Orr
arranged the bankruptcy filing specifically to target worker pay
and benefits, the report noted.

Clearly annoyed, U.S. bankruptcy Judge Steven Rhodes took issue
with the lateness of the filing on Sept. 9 and said he had half a
mind to waive the Sept. 10 hearing, the report related.

                    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.

A nine-member official committee of retired workers was appointed
in the case.  The Retirees' Committee is represented by Dentons US
LLP.


DEWEY & LEBOEUF: Former Managers to Face Suit in Iowa
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the three former top executives from Dewey & LeBoeuf
LLP, the defunct law firm, must face trial before a U.S. district
judge in Des Moines, Iowa, after failing to have a lawsuit by
Aviva Life & Annuity Co. transferred to the bankruptcy court in
Manhattan where Dewey was liquidated.

According to the report, Des Moines-based Aviva alleged in a
complaint filed in December that the trio induced the insurance
company into buying $35 million of secured notes in April 2010.
Aviva said the firm represented it was "financially sound" when
there was $100 million in "undisclosed debt to certain highly
compensated partners."

The report relates that Aviva sued Steven Davis, the former Dewey
chairman; Stephen DiCarmine, the former executive director; and
Joel Sanders, the chief financial officer.  The firm itself
couldn't be named in the suit because it was in bankruptcy.

The Dewey managers asked U.S. District Judge James E. Gritzner in
Des Moines to transfer the case to the bankruptcy court in New
York, where Dewey's Chapter 11 plan was approved by confirmation
order in February.  Judge Gritzner in an opinion Sept. 9 concluded
that it was proper for the suit to remain in Iowa.

Aviva alleges that Dewey kept obligations secret even from the
firm's own partners to avoid the "possibility of a mass defection"
and misstated revenue "by over $100 million per year."  The
managers said the insurance company was given a private placement
memorandum that "clearly explained the dire financial situation."

According to the report, Judge Gritzner analyzed how the
bankruptcy court in New York could have what is known as "related-
to" jurisdiction over the suit.  Jurisdiction would be based on
the possible effect of the suit on Dewey's Chapter 11 plan.  He
said the case must stay in Iowa because the bankruptcy judge could
only issue a recommended decision.  In the interest of judicial
economy, the district court should keep the case, Judge Gritzner
said.

Ned Bassen of Hughes Hubbard & Reed LLP, attorneys for DiCarmine
and Sanders, called the suit "preposterous."

The Iowa case is Aviva Life & Annuity Co. v. Davis, 12-00603, U.S.
District Court, Southern District of Iowa (Des Moines).

                       About Dewey & LeBoeuf

Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 12-12321) to complete the wind-down of its operations.
The firm had struggled with high debt and partner defections.
Dewey disclosed debt of $245 million and assets of $193 million in
its chapter 11 filing late evening on May 29, 2012.

Dewey & LeBoeuf LLP operated as a prestigious, New York City-
based, law firm that traced its roots to the 2007 merger of Dewey
Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird
-- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in
1929.  In recent years, more than 1,400 lawyers worked at the firm
in numerous domestic and foreign offices.

At its peak, Dewey employed about 2,000 people with 1,300 lawyers
in 25 offices across the globe.  When it filed for bankruptcy,
only 150 employees were left to complete the wind-down of the
business.

Dewey's offices in Hong Kong and Beijing are being wound down.
The partners of the separate partnership in England are in process
of winding down the business in London and Paris, and
administration proceedings in England were commenced May 28.  All
lawyers in the Madrid and Brussels offices have departed.  Nearly
all of the lawyers and staff of the Frankfurt office have
departed, and the remaining personnel are preparing for the
closure.  The firm's office in Sao Paulo, Brazil, is being
prepared for closure and the liquidation of the firm's local
affiliate.  The partners of the firm in the Johannesburg office,
South Africa, are planning to wind down the practice.

The firm's ownership interest in its practice in Warsaw, Poland,
was sold to the firm of Greenberg Traurig PA on May 11 for
$6 million.  The Pension Benefit Guaranty Corp. took $2 million of
the proceeds as part of a settlement.

Judge Martin Glenn oversees the case.  Albert Togut, Esq., at
Togut, Segal & Segal LLP, represents the Debtor.  Epiq Bankruptcy
Solutions LLC serves as claims and notice agent.  The petition was
signed by Jonathan A. Mitchell, chief restructuring officer.

JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the
lenders under the Revolver Agreement, hired Kramer Levin Naftalis
& Frankel LLP.  JPMorgan, as Collateral Agent for the Revolver
Lenders and the Noteholders, hired FTI Consulting and Gulf
Atlantic Capital, as financial advisors.  The Noteholders hired
Bingham McCutchen LLP as counsel.

The U.S. Trustee formed two committees -- one to represent
unsecured creditors and the second to represent former Dewey
partners.  The creditors committee hired Brown Rudnick LLP led by
Edward S. Weisfelner, Esq., as counsel.  The Former Partners hired
Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt &
Winters, LLP, as counsel.

FTI Consulting, Inc. was appointed secured lender trustee for the
Secured Lender Trust.  Alan Jacobs of AMJ Advisors LLC, was named
Dewey's liquidation trustee.  Scott E. Ratner, Esq., Frank A.
Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at
Togut, Segal & Segal LLP, serve as counsel to the Liquidation
Trustee.

Dewey's liquidating Chapter 11 plan was approved by the bankruptcy
court in February 2013 and implemented in March.  The plan created
a trust to collect and distribute remaining assets.  The firm
estimated that midpoint recoveries for secured and unsecured
creditors under the plan would be 58.4 percent and 9.1 percent,
respectively.


DETROIT, MI: Rebuts Objections to Municipal Bankruptcy Filing
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Detroit's lawyers filed papers explaining why the
city is eligible for Chapter 9 municipal bankruptcy given an
"unsustainable $18 billion debt burden."  The 135 pages of papers
lay out the city's arguments coming to bankruptcy court for
hearing on Sept. 18.

The city's papers about purely legal issues filed Sept. 6 answer a
labor union's contention that Chapter 9 is unconstitutional by
impinging on the state's sovereign immunity.  Although the U.S.
Supreme Court decision upholding municipal bankruptcy is more than
100 years old, the ruling hasn't even been "impliedly overruled,"
Detroit says.

The bulk of the objectors contend that the state constitution
precludes reducing workers' pensions.  Detroit quotes the
constitution and shows how it only gives pensions the status of
contracts, not "gratuitous allowances" that could be modified at
the whim of government.  Although states can't impair contract,
federal law can under the U.S. Constitution.  Thus, Detroit says,
the possibility of reducing pension benefits doesn't bar a
Chapter 9 filing.

Many objections were based on the idea that Michigan's emergency
manager law violated the state's home rule protections because the
decision to file in Chapter 9 was made by an emergency manager and
approved by the governor. Detroit laid out multiple provisions in
state law showing how the state has the ability to intercede in a
city's affairs for a limited time.

According to the report, U.S. Bankruptcy Judge Steven W. Rhodes
will decide Detroit's eligibility for bankruptcy in two phases.
At the first hearing Sept. 18, he will hear five hours of argument
on purely legal issues entailing no factual disputes.  The second
major hearing will take place Oct. 23 when Judge Rhodes commences
a trial on eligibility objections based on factual disputes.

Individuals who filed objections without being represented by
lawyers have their own hearing Sept. 19 where the judge will
listen to comments from individuals allowed to speak for three
minutes each.

Judge Rhodes prescribed that the Sept. 18 hearing will consider
the constitutionality of federal municipal bankruptcy law, the
power of a bankruptcy judge to rule on constitutional issues,
constitutional issues under the state constitution, the right of
the emergency manager to authorize bankruptcy, and the effect of a
state court ruling barring a bankruptcy filing.

Unlike corporate bankruptcies, in municipal bankruptcy the court
must make a threshold determination of whether the city is
eligible for bankruptcy under both state and federal law.

                    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.

A nine-member official committee of retired workers was appointed
in the case.  The Retirees' Committee is represented by Dentons US
LLP.


DFC GLOBAL: Young Law Firm Mulls Legal Claims Over UK Unit Default
-----------------------------------------------------------------
The Young Law Firm, a shareholder rights firm, is investigating
potential legal claims on behalf of investors in DFC Global Corp.
The investigation relates to the Company's announcement that the
Consumer Financial Protection Bureau intended to initiate an
administrative proceeding relating to the Company's MILES program.
The investigation further relates to the Company's announcements
on August 22, 2013 regarding regulatory requirements in the United
Kingdom and loan defaults in the Company's United Kingdom
business.

The investigation by The Young Law Firm is ongoing.  If you
purchased DFC Global securities and have questions concerning the
investigation, or if you have information about statements made by
the Company, then please contact The Young Law Firm to discuss
these matters at:

Henry Young Esq. The Young Law Firm Toll Free: 888-452-7252 Email:
contact@theyounglf.com or visit:

http://www.theyounglf.com/dfc-global-corp-class-action-lawsuit/

Henry Young Esq., the Firm's founder, has over 10 years of
experience litigating complex shareholder class action lawsuits,
including cases resulting in the recovery of millions of dollars
for shareholders.  The Firm -- http://www.theyounglf.com--
routinely works with and refers cases to other leading law firms
around the country to enforce shareholder rights.

Headquartered in Berwyn, Pennsylvania --
http://www.dfcglobalcorp.com-- DFC Global Corp., formerly Dollar
Financial Corp. is an international non-bank provider of
alternative financial services, unsecured short term consumer
loans, secured pawn loans, check cashing, money transfers and
reloadable prepaid debit cards.  As of June 2012, the Company
served unbanked and under-banked consumers through its over 1,400
retail storefront locations and its multiple Internet platforms in
eight countries across Europe and North America: the United
Kingdom, Canada, the United States, Sweden, Finland, Poland, Spain
and the Republic of Ireland.  Its products and services, including
its unsecured short-term consumer loans, secured pawn loans and
check cashing and gold buying services, provide customers with
access to cash for living expenses and other needs.  In June 2013,
the Company announced the acquisition of Express Credit.


DIOCESE OF STOCKTON: May File for Bankruptcy Amid Abuse Claims
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the Catholic Dioceses of Stockton, California, and
Gallup, New Mexico, may become the ninth and 10th to seek
protection from sexual-abuse claims by filing petitions for
reorganization under Chapter 11 of the Bankruptcy Code.

Bishop Stephen Blaire of Stockton told parishioners in a letter
last week that funds to settle abuse claims are "almost depleted"
and said a Chapter 11 filing is "likely" because options to avoid
bankruptcy "have not emerged."

A week earlier, Bishop James S. Wall of Gallup told his flock that
bankruptcy is "the most effective and thoughtful course" to deal
with sexual-abuse claims in his diocese.

The Gallup diocese is planning a Chapter 11 filing in late
September or October, according to an interview with the diocese
spokesman, Timothy Farrell.

The Gallup diocese principally encompasses American Indian
reservations in northwest New Mexico and northeast Arizona,
according to Farrell, a priest in the diocese.  He said his
diocese is one of the poorest in the U.S.

The Stockton diocese is in a city that itself is going through
bankruptcy reorganization.

Bishop Blaire said in his letter that Catholic schools, cemeteries
and other organizations are "separate corporations" whose assets
shouldn't be tied up in a diocesan bankruptcy.  He warned his
followers that sexual abuse victims may challenge the separate
nature of the assets of other Catholic institutions.  In a letter
in June, Bishop Blaire said the Stockton diocese's annual budget
is about $5 million.


DPL INC: Fitch Lowers Issuer Default Rating to 'B+'
---------------------------------------------------
Fitch Ratings has downgraded the Issuer Default Rating (IDR) of
DPL, Inc. (DPL) to 'B+' from 'BB' and Dayton Power & Light
Company's (DP&L) IDR to 'BB+' from 'BBB-'. In addition, both
companies are removed from the Rating Watch Negative that they
were placed on on Nov. 7, 2012. The Rating Outlook is Stable.

Key Rating Drivers:

Consolidated Leverage Weighs on DP&L: The IDR of both entities
consider the combined leverage, consisting of approximately $1.5
billion of debt at DPL and $0.9 billion of debt at DP&L. Fitch
currently notches DP&L's IDR by three notches from the IDR of DPL,
reflecting a low-risk regulated business, stability of cash flow,
supportive regulatory framework in Ohio, and a supportive stand-
alone financial profile. Fitch will continuously monitor DP&L's
funding needs, sustainability of its current capital structure,
and operating cash flow for future notching or aligning of the
future ratings to its standalone credit profile.

Limited Financial Flexibility: Recently, the Public Utility
Commission of Ohio (PUCO) approved an electric security plan (ESP)
for DP&L providing it sufficient cash flow to partially reduce its
leverage. The ESP will provide at least $330 million in a service
stability rider (SSR) from January 2014 through 2016. Fitch
expects DP&L to refinance its October 2013 FMB maturities.
However, with the expected transfer of DP&L's generating assets to
a non-regulated affiliate in 2017, DP&L will need to retire a
portion of its debt, which includes tax-exempt bonds, prior to the
asset transfer.

Cash flow from the utility operations and margins from wholesale
power sales could fall short to fully meet DPL's consolidated debt
maturities. In Fitch's view, post ESP consolidated cash flow
volatility will increase for DPL as it will operate the generating
assets as a merchant generator in a relatively depressed
electricity margin environment. Post ESP liquidity and capital
needs at DPL will place further pressure on the leveraged
consolidated capital structure.

Deleveraging at DPL Crucial: DPL remains highly leveraged, and
Fitch sees limited financial flexibility for any meaningful
reduction in its debt at least through 2016. Liquidity needs for
DPL's non-regulated business operations will increase with the
transfer of mainly coal-fired generating plants to its non-
regulated subsidiary from its utility subsidiary in 2017, further
accentuating its business risk profile. DPL needs to recalibrate
its current capital structure prior to the generating assets being
transferred by DP&L to DPL or its non-regulated subsidiary.

Declining Credit Metrics: The assigned IDR takes DPL's weak
financial profile into consideration as well. Consolidated FFO
based leverage (FFO/debt) will be around 10% over the rating
horizon (2014-2016), and interest coverage ratio (FFO/Interest)
for the same period will be around 3x. These ratios are within
Fitch's metrics for a 'B+' rated entity and include supportive SSR
embedded in the PUCO approved ESP. The Stable Outlook is supported
by a sustainable regulatory cash flow base and ample liquidity to
cover short-term obligations through 2015.

AES' Ownership Credit Neutral: DPL's IDR is not linked to the
ratings of AES Corporation, its ultimate parent. Fitch does not
factor equity infusions from AES for DPL's capital needs nor any
liquidity support. Future DPL funding will depend on its
consolidated funds from operations and debt markets.

Current Corporate Initiatives: DPL is currently pursuing various
corporate initiatives to lower operating costs and capital
expenditure, and Fitch believes that it will also
opportunistically pursue the sale of non-core assets. Fitch
believes that improved cash flow and proceeds from sale of assets
will be used by DPL to reduce leverage. These will be positive for
DPL's credit profile once achieved. Fitch will monitor the net
cash flow enhancement from these measures along with capital needs
of the company to reassess its credit profile once these measures
are realized.

Sufficient Short-term Liquidity: At the end of June 2013, DPL had
about $100 million in cash and $350 million available in revolving
credit facilities. The current liquidity is sufficient to cover
short-term capital needs of the group at least through the 2015.

Manageable Debt maturities: DPL and DP&L have manageable debt
maturities through 2015, including refinancing of DP&L's first
mortgage debt due in October 2013.

Recovery Analysis:

The unsecured debt rating at DPL is notched above or below the
IDR, as a result of the relative recovery prospects in a
hypothetical default scenario.

Fitch values the power generation assets using a net present value
(NPV) analysis and the equity value in DP&L is added to the parent
recovery prospects. The generation asset NPVs vary significantly
based on future gas price assumptions and other variables, such as
the discount rate and heat rate forecasts in DP&L's service
territory. For the NPV of generation assets used in Fitch's
recovery analysis, Fitch uses the plant valuation provided by its
third-party power market consultant, Wood Mackenzie as well as
Fitch's own gas price deck and other assumptions. Fitch has used a
multiple of equity only cash flow to derive value of DP&L's 'wire
only' business and added to the NPV of its generating assets.

Fitch has assigned a 'BB/RR2' rating to DPL's senior unsecured
notes. The 'RR2' rating reflects a two-notch positive differential
from the 'B+' IDR and indicates that Fitch estimates superior
recovery of principal and related interest of between 71%-90%.

Rating Sensitivities

Ratings Upgrade Unlikely: Positive rating actions are unlikely
given a highly leveraged balance sheet at DPL.

Negative Rating Action: Fitch will monitor the pace of debt
reduction at DPL along with capital spending and consider a
negative rating action if the credit protection measures
deteriorate from current levels. Fitch expects DPL to
significantly reduce debt from the current levels and provide a
viable liquidity plan to support a merchant generation business
post ESP to prevent further downgrade to the ratings.

Fitch downgrades the following rating with a Stable Outlook:

DPL

-- Long-term IDR to 'B+' from 'BB'.

Fitch affirms and assigns a Recovery Rating to the following debt
class:

DPL

-- Senior unsecured debt 'BB/RR2'.

Fitch affirms the following rating:

DPL

-- Short-term IDR at 'B'.

Fitch downgrades the following ratings:

DP&L

-- Long-term IDR to 'BB+' from 'BBB-';
-- Senior secured debt to 'BBB' from 'BBB+';
-- Preferred stock to 'BB' from 'BB+';
-- Short-term IDR to 'B' from 'F3'.

Fitch downgrades and assigns a Recovery Rating to:

DPL Capital Trust II

-- Junior subordinate debt to 'B/RR5' from 'B+'.


DUPONT FABROS: S&P Revises Outlook to Positive & Affirms 'BB-' CCR
------------------------------------------------------------------
Standard Poor's Ratings Services revised its ratings outlook on
DuPont Fabros Technology Inc. and its subsidiary DuPont Fabros
Technology L.P. (collectively, DuPont Fabros) to positive from
stable and affirmed its 'BB-' corporate credit ratings on both
entities.  S&P also assigned its 'BB' issue rating ('2' recovery
rating) to the company's proposed $600 million senior unsecured
notes due 2021.

"The outlook revision reflects the company's recent leasing
progress and strengthened debt coverage measures," said Standard &
Poor's credit analyst Eugene Nusinzon.  DuPont Fabros has
continued to profitably develop and lease-up wholesale data enters
since S&P's initial rating of the company four years ago.  Steady
but lumpy leasing strengthened the company's total portfolio
occupancy to 94% as of Aug. 28, 2013, from about 84% a year
earlier.  Commencement of cash flow from previously signed leases
contributed to a 24% year-over-year increase in DuPont Fabros'
adjusted EBITDA in the second quarter of 2013, which strengthened
its fixed-charge coverage (FCC) to 2.8x (from 2.2x a year earlier)
and lowered its debt-plus-preferred-to-EBITDA to 4.7x (from 5.7x).
However, S&P estimates that the company's debt-plus-preferred-to-
EBITDA will run in the mid-5x area as it funds new development
with more debt than equity.

The outlook is positive.  S&P will continue to monitor the
execution of DuPont Fabros' financial policies and growth
strategy.  S&P believes maintenance of recently strengthened debt
coverage measures would offset the company's high asset and tenant
concentration, exposure to floating-rate debt, and development-
oriented expansion at the higher rating.  S&P would raise its
ratings on DuPont Fabros by one notch if the company continues to
expand its portfolio profitably and prudently by developing in
smaller phases and employing moderate pre-leasing, while
maintaining its recently strengthened debt coverage measures.
However, S&P would revise the outlook back to stable if the
underlying spread of the company's negative market-to-market rent
profile significantly widens over time.

Although S&P believes a downgrade is unlikely in the near term, it
would consider lowering its ratings on DuPont Fabros if a
meaningful development stumble, aggressive share repurchases, or
more aggressive-than-anticipated debt-funded expansion pushes its
debt-plus-preferred-to-EBITDA above 7.0x.


ELBIT VISION: Incurs $31,000 Net Loss in Second Quarter
-------------------------------------------------------
Elbit Vision Systems Ltd. reported a net loss of $31,000 on $1.18
million of revenues for the three months ended June 30, 2013, as
compared with net income of $519,000 on $1.96 million of revenues
for the same period last year.

For the six months ended June 30, 2013, the Company reported a net
loss of $90,000 on $2.43 million of revenues as compared with net
income of $753,000 on $3.58 million of revenues for the same
period during the prior year.

The Company's balance sheet at June 30, 2013, showed $3.49 million
in total assets, $3.47 million in total liabilities and $19,000
shareholders' equity.

"While our results are being effected by the continued realignment
of our global operational structure, which includes sales,
marketing, service and manufacturing, we expect improvement in the
second half of the year and for all of 2013," Sam Cohen, CEO,
stated.  "We have completed our investment in our infrastructure
and our training programs will continue in order to support our
customer base and worldwide sales efforts."

"The overall satisfaction with our systems on the part of our
customers and the reduction of their costs has been gratifying.
The company maintains a worldwide sales and support network to
serve our customers' needs on a 24/7 basis.  At the present time
our systems are going through test runs in several new industries
which will result in increased orders worldwide," he added.

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

                        http://is.gd/RJkkcq

                         About Elbit Vision

Based in Caesarea, Israel, Elbit Vision Systems Ltd. (OTC BB:
EVSNF.OB) offers a broad portfolio of automatic State-of-the-Art
Visual Inspection Systems for both in-line and off-line
applications, and process monitoring systems used to improve
product quality, safety, and increase production efficiency.
The Company reported income of US$824,000 in 2012, as compared
with income of US$1.08 million in 2011.


ENERGY SERVICES: Amends Forbearance Agreement with United Bank
--------------------------------------------------------------
Energy Services of America Corp. and its subsidiaries, as
obligors, entered into an amendment to the forbearance agreement
with United Bank, Inc., which extends the period under which the
Company must raise funds and establishes tranches in which the
capital and cash components of the capital raise must be
undertaken.

Pursuant to the Amended Forbearance Agreement, the Obligors will
raise a total of $7.4 million in equity.  The parties acknowledge
that as of Sept. 6, 2013, $3 million has been raised, of which $1
million has been paid to the Lender as a principal reduction to
the Indebtedness.  Of the remaining monies to be raised, $1.5
million is to be raised by Aug. 31, 2013, $1.5 million cash to be
raised by Sept. 30, 2013, and the remaining $1.4 million cash to
be raised by Dec. 31, 2013.

The Company and its subsidiaries entered into a forbearance
agreement with United Bank, whereby they acknowledge that they are
in default under the terms of two credit facilities with United
Bank.  United Bank has agreed to forbear from exercising certain
of its rights and remedies under the loan agreements and related
documents.  The Forbearance Agreement was subsequently amended.

The amendment also requires the Company to pay the greater of $1
million or 50 percent of the amount collected on a claim the
Company is pursuing against a third party.  The claim is currently
being arbitrated and there can be no assurance of if, or when, the
arbitration will be settled in favor of the Company.  The
remaining provisions of the new forbearance agreement are
substantially the same as those in the Agreement.

A copy of the Amended Forbearance is available for free at:

                         http://is.gd/bxVxXt

                         About Energy Services

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

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

The Company reported a net loss of $48.5 million on $157.7 million
of revenue in fiscal 2012, compared with a net loss of $5.3
million on $143.4 million of revenue in fiscal 2011.  The
Company's balance sheet at June 30, 2013, the Company had
$44.10 million in total assets, $36.66 million in total
liabilities and $7.44 million in total stockholders' equity.


ERF WIRELESS: Brad Baloun Held 6.8% Equity Stake at Sept. 6
-----------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Brad David Baloun disclosed that as of
Sept. 6, 2013, he beneficially owned 794,115 shares of common
stock of ERF Wireless, Inc., representing 6.8 percent of the
shares outstanding.  A copy of the regulatory filing is available
for free at http://is.gd/aQckiw

                        About ERF Wireless

Based in League City, Texas, ERF Wireless, Inc., provides secure,
high-capacity wireless products and services to a broad spectrum
of customers in primarily underserved, rural and suburban parts of
the United States.

The Company incurred a consolidated net loss of $3.75 million for
the nine months ended Sept. 30, 2012, as compared with a
consolidated net loss of $2.32 million for the same period a year
ago.  The Company's balance sheet at June 30, 2013, showed $6.80
million in total assets, $10.69 million in total liabilities and a
$3.88 million total shareholders' deficit.


EXCEL MARITIME: Says Creditors Can't Touch $20MM in Escrow
----------------------------------------------------------
Law360 reported that Excel Maritime Carriers Ltd. on Sept. 9 urged
a New York bankruptcy judge to reject its creditors' bid to access
$20 million sitting in an escrow account, saying that money
belongs to the entity that is slated to take over the shipping
company when it exits bankruptcy.

According to the report, in a cross-motion for summary judgment in
the official committee of unsecured creditors' adversary
proceeding, Excel contends the funds were placed into the account
as part of a March 2012 agreement with senior lenders.

                       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.  The Creditors' Committee is
represented by Michael S. Stamer, Esq., Sean E. O'Donnell, Esq.,
and Sunish Gulati, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
New York; and Sarah Link Schultz, Esq., at Akin Gump Strauss Hauer
& Feld LLP, in Dallas, Texas.


EXIDE TECHNOLOGIES: Wants a Lid on Vernon Plant Suit and Claims
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that lead-acid battery maker Exide Technologies and the
official creditors' committee are against the idea of allowing a
class lawsuit to proceed on behalf of Los Angeles residents
exposed to lead from the plant in Vernon, California.

The report recounts that about six weeks before bankruptcy, a
class suit was filed in the name of an individual named Zach
Hernandez. It is based partly on a determination by state
environmental regulators that the Vernon plan should close.

According to the report, lawyers for Hernandez want permission to
file one claim in the Exide bankruptcy on behalf of everyone who
suffered damage from exposure to lead from the Vernon plant.  They
also want the bankruptcy judge to allow the California suit to
proceed. Hernandez's lawyers are willing to collect only from
insurance.

Exide and the committee filed papers urging the bankruptcy court
in Delaware to continue a halt on the suit and not allow a class
claim. The issue comes up in bankruptcy court at a Sept. 17
hearing.

Where the class plaintiffs are seeking $115 million in damages,
Exide says it has an insurance policy with limits of $4 million
for each occurrence and $8 million in total. The policy has a
$500,000 deductible.

There are already 100 lawsuit claims made against the policy,
Exide says.  There is no reason to allow the Vernon-plant
claimants to jump ahead of everyone else, the company says.  Even
if recovery were only against the insurance company, the suit
would distract management, according to Exide.

                     About Exide Technologies

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

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

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

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

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

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

The Official Committee of Unsecured Creditors is represented by
Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as
co counsel.  Zolfo Cooper, LLC serves as its bankruptcy
consultants and financial advisors.


FIELDWOOD ENERGY: S&P Assigns 'B' CCR & Rates 2nd Lien Debt 'B-'
----------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B'
corporate credit rating to Houston-based Fieldwood Energy LLC.
The outlook is stable.  At the same time, S&P assigned its 'BB-'
issue-level rating to Fieldwood's proposed $900 million first-lien
term loan and $1 billion RBL credit facility with a recovery
rating of '1', indicating S&P's expectation of very high (90% to
100%) recovery in the event of a payment default.  S&P also
assigned its 'B-' issue-level rating to Fieldwood's proposed
$1.725 billion second-lien term loan with a recovery rating of
'5', indicating its expectation of modest (10% to 30%) recovery in
the event of a payment default.

S&P expects Fieldwood to use proceeds from the offerings and
$100 million drawn on the credit facility to partially fund its
$3.75 billion acquisition of shallow-water Gulf of Mexico
properties from Apache Corp.  The remainder of the purchase price
will be funded with $1.275 billion of equity contributed by
Fieldwood's sponsor, Riverstone Holdings LLC.

"The stable outlook incorporates our expectation that we are
unlikely to raise or lower the corporate credit rating during the
next 12 months.  We expect that Fieldwood will be successful in
stemming (within a reasonable time frame) the recent declines in
reserves and production on the acquired assets and lower the
assets' historical finding and development costs, and that the
debt to EBITDA ratio will remain less than 3.5x for the next 12-18
months," said Standard & Poor's credit analyst Carin Dehne-Kiley.

A downgrade to 'B-' could occur if the company's debt leverage
exceeded 4x or if liquidity deteriorated meaningfully, which S&P
sees as unlikely within the next year.  However, this could occur
if production fell short of S&P's expectations or if costs were
significantly higher than its estimates.

S&P could raise the rating if the company were able to
meaningfully improve the historical reserve replacement associated
with the acquired assets, while bringing and maintaining leverage
at less than 3x.


FLORIDA GAMING: Wannabe Buyer Blasts Ch. 11 Filing
--------------------------------------------------
Law360 reported that after Florida Gaming Centers Inc. blasted its
creditors' recent request for a Chapter 11 trustee Sept. 9, the
owner of Miami Jai-Alai faced another challenge the following day
from Silvermark LLC, which urged the bankruptcy court not to allow
FGC to reject their $129 million stock purchase agreement.

According to the report, FGC, which filed for bankruptcy
protection the day before it was expected to complete its sale to
Silvermark on Aug. 19, accused lead creditor ABC Funding LLC of
twisting and misstating facts and working to delay the Silvermark
closing.

                        About Florida Gaming

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 its petition.

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

Florida Gaming previously negotiated a sale of virtually all its
assets to 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 -- ABC Funding -- 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., Esq., at Salazar Jackson in Miami, represents
Florida Gaming.

ABC Funding, LLC, as Administrative Agent for a consortium of
prepetition lenders, and the prepetition lenders are represented
by Dennis Twomey, Esq., and Andrew F. O'Neill, Esq., at SIDLEY
AUSTIN LLP, in Chicago, Illinois; and Drew M. Dillworth, Esq., and
Marissa D. Kelley, Esq., at STEARNS WEAVER MILLER WEISSLER
ALHADEFF & SITTERSON, P.A., in Miami, Florida.  The Prepetition
Lenders are Summit Partners Subordinated Debt Fund IV-A, L.P.,
Summit Partners Subordinated Debt Fund IV-B, L.P., JPMorgan Chase
Bank, N.A., Locust Street Funding LLC, Canyon Value Realization
Fund, L.P., Canyon Value Realization Master Fund, L.P., Canyon
Distressed Opportunity Master Fund, L.P., and Canyon-GRF Master
Fund II, L.P.


FLUX POWER: Files Updated Investor Presentation
-----------------------------------------------
Flux Power Holdings, Inc., added an updated investor presentation
titled "Flux Power Kleenspeed Investor Presentation" to its
corporate Web site.  The presentation can be found in the
"Investor" section under "Events and Presentations" at
www.fluxpwr.com.  A copy of the presentation is available for free
at http://is.gd/c8brsa

                          About Flux Power

Escondido, California-based Flux Power Holdings, Inc., designs,
develops and sells rechargeable advanced energy storage systems.

The Company reported a net loss of $231,000 on $700,000 of net
revenue for the nine months ended March 31, 2013, compared with a
net loss of $1.1 million on $3.0 million of revenue for the nine
months ended March 31, 2012.  The Company's balance sheet at
March 31, 2013, showed $2.5 million in total assets, $4.7 million
in total liabilities, and a stockholders' deficit of $2.1 million.

According to the quarterly report for the period ended March 31,
2013, there are certain conditions which raise substantial doubt
about the Company's ability to continue as a going concern.  "We
have a history of losses and have experienced a lack of revenue
due to the time to launch the Company's revised business strategy.
Our operations have primarily been funded by the issuance of
common stock.  Our continued operations are dependent on our
ability to complete equity financings, increase credit lines, or
generate profitable operations in the future."


FREESEAS INC: Fully Satisfies Settlement with Hanover
-----------------------------------------------------
FreeSeas Inc., on Sept. 9, 2013, issued and delivered to Hanover
1,750,000 additional settlement shares pursuant to the terms of
the Settlement Agreement approved by the Supreme Court of the
State of New York, County of New York, on June 25, 2013, in the
matter entitled Hanover Holdings I, LLC v. FreeSeas Inc., Case No.
651950/2013.  Hanover commenced the Action against the Company on
May 31, 2013, to recover an aggregate of $5,331,011 of past-due
accounts payable of the Company, plus fees and costs.  The Order
provides for the full and final settlement of the Claim and the
Action.

Pursuant to the terms of the Settlement Agreement approved by the
Order, on June 26, 2013, the Company issued and delivered to
Hanover 890,000 shares of the Company's common stock, $0.001 par
value, and between July 2, 2013, and Sept. 6, 2013, the Company
issued and delivered to Hanover an aggregate of 25,758,000
additional settlement shares.

The "Calculation Period" expired on Sept. 6, 2013.  Based on the
adjustment formula, Hanover was entitled to receive an aggregate
of 30,532,714 VWAP Shares.  Accordingly, since Hanover had
received an aggregate of only 28,398,000 Initial Settlement Shares
and Additional Settlement Shares, on Sept. 10, 2013, the Company
issued and delivered to Hanover 2,134,714 additional shares of
Common Stock pursuant to the terms of the Settlement Agreement
approved by the Order.  No additional shares of Common Stock are
issuable to Hanover pursuant to the Settlement Agreement.

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

                        http://is.gd/RaTAZ7

                        About FreeSeas Inc.

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

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

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

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


FRIENDSHIP DAIRIES: Fails to File Agreed Order by Sept. 3 Deadline
------------------------------------------------------------------
On Aug. 20, 2013, the U.S. Bankruptcy Court for the Northern
District of Texas (Amarillo Division) conducted a hearing
regarding various matters related to the hearings scheduled for
Sept. 10, 2013, and Sept. 11, 2013, in the Chapter 11 case of
Friendship Dairies.  The following matters were set for hearing:
Debtor's Second Amended Plan of Reorganization; Motion for Relief
from Stay, or in the Alternative to Convert Case to a Chapter 7,
or in the Alternative to Dismiss Case.

At the Aug. 20 hearing, the Court directed the parties in
attendance -- Debtor Friendship Dairies, the Official Committee of
Unsecured Creditors, creditor AgStar Financial Services, FLCA, and
creditor Frontier Capital Group, Ltd. -- to submit an agreed order
by Sept. 3, 2013, allocating the parties' time (at 6.5 hours per
day) for the hearings.

As the parties failed to submit an agreed order by the
specified date, the Court has ordered that the parties' time be
allocated as follows: Debtor: 5.2 hours; AgStar: 5.2 hours;
Creditors Committee and Frontier: combined time of 2.6 hours.  The
Creditors Committee and Frontier may allocate a portion of their
time to the Debtor or any other creditor.  As stated by the Court
at the August 20 hearing, a third day will be allowed for closing
arguments; no additional evidence on plan confirmation will be
received.  The Court will, if necessary, entertain a request for
additional time to submit evidence on AgStar's Motions.

The Order was signed by on September 4, and entered into the
Court's dockets on September 5.

As reported in the TCR on Aug. 9, 2013, AgStar, as loan servicer
and attorney-in-fact for McFinney Agri-Finance, LLC, objected to
the Second Amended Plan of Reorganization of Friendship Dairies
dated July 2, 2013.

According to papers filed with the Court, AgStar believes that the
Debtor cannot make the payments due under the Plan, and this will
lead to a loss to AgStar in light of the thin equity cushion.
Therefore, AgStar requests that Friendship surrender the
Collateral to AgStar to avoid a loss to AgStar.  "If Friendship
will not surrender the Collateral, AgStar requests that its
pending motion for relief from stay be granted."

As reported in the TCR on July 24, 2013, the U.S. Bankruptcy Court
for the Northern District of Texas will conduct hearings on
Sept. 10 and 11, 2013, at 9:00 a.m. to consider creditor AgStar
Financial Services, FLCA's motions to grant relief from stay, or
alternatively, order conversion of the case from Chapter 11 to
Chapter 7; or dismissal of the case.

On June 21, 2013, AgStar Financial Service, FLCA, as loan servicer
and attorney in fact for McFinney Agri-Finance, filed documents
asking the Bankruptcy Court for relief from the automatic stay,
citing that the Debtor has no material equity in the Collateral
and the Collateral is not necessary for an effective
reorganization in this case because the Debtor cannot effectively
reorganize and for cause, including lack of adequate protection.

According to AgStar, as of June 19, 2013, the Debtor owed it
$19,350,176.67, secured by Collateral with a current gross value
of approximately $19,563,466.73.  As such, based on the amounts
due to it as of June 19, 2013, the Debtor's equity cushion at best
is only $46,761.28 or less than 1% and is decreasing daily.

AgStar adds that alternatively, the case should be converted to
Chapter 7 or dismissed entirely, citing that there is no sound
business justification for the Debtor to continue operating in
light of the fact that the Debtor continues to accrue losses, has
made no viable effort to pay its creditors, and there is no
reasonable likelihood of reorganization.

Frienship Dairies objects to the motion, asserting that AgStar is
adequately protected for the continuation of the automatic stay
and that the equity cushion continues to be sufficient adequate
protection for both the Debtor's use of cash collateral and the
imposition of the automatic stay.  Alternatively, the Debtor says,
in the event the Court determines that AgStar's equity cushion has
eroded, AgStar's interest in its Collateral may be protected by
periodic payments.

                     About Friendship Dairies

Friendship Dairies, a general partnership, filed a Chapter 11
petition (Bankr. N.D. Tex. Case No. 12-20405) in Amarillo, Texas,
on Aug. 6, 2012.  The Debtor operates a dairy near Hereford, Deaf
Smith County, Texas.  The dairy consists of 11,000 head of cattle,
fixtures and equipment.  The Debtor also farms 5,000 acres of land
for production of various crops used in feeding for the cattle.

The Debtor owes McFinney Agri-Finance, LLC, $16 million secured
by the Debtor's property, which is appraised at more than
$24 million.  The Debtor disclosed $44,421,851 in assets and
$45,554,951 in liabilities as of the Chapter 11 filing.

Bankruptcy Judge Robert L. Jones oversees the case.  J. Bennett
White, P.C., serves as the Debtor's counsel.  The petition was
signed by Patrick Van Adrichem, partner.

The U.S. Trustee appointed a six-member creditors committee in the
Debtor's case.  The Committee tapped Levenfeld Pearlstein
as lead counsel, and Mullin, Hoard & Brown as local counsel.


FRIENDSHIP DAIRIES: Files First Modification to 2nd Amended Plan
----------------------------------------------------------------
Friendship Dairies filed with the U.S. Bankruptcy Court for the
Northern District of Texas (Amarillo Division) on Sept. 10, 2013,
a First Modification to the Debtor's Second Amended Plan of
Reorganization.

The modification does not adversely change the treatment of the
claim of a creditor or the interest of any equity security holder
who has not accepted the modification.

The modification has been consented to by Frontier Capital Group,
Lone Star Milk Producers, Dimmitt Flaking, Gavilon Ingredients,
Archer Daniels Midland, DBS Commodities, Commodity Specialists
Company, GEA Farm Technologies, Link Feed Ingredients, and the
Official Creditors' Committee.

According to the Debtor, as the modification does not materially
modify the Plan, no further disclosures are necessary under 11
U.S.C. Section 1125.

A copy of the First Modification to the Debtor's Second Amended
Plan of Reorganization is available at:

       http://bankrupt.com/misc/friendshipdairies.doc651.pdf

                     About Friendship Dairies

Friendship Dairies, a general partnership, filed a Chapter 11
petition (Bankr. N.D. Tex. Case No. 12-20405) in Amarillo, Texas,
on Aug. 6, 2012.  The Debtor operates a dairy near Hereford, Deaf
Smith County, Texas.  The dairy consists of 11,000 head of cattle,
fixtures and equipment.  The Debtor also farms 5,000 acres of land
for production of various crops used in feeding for the cattle.

The Debtor owes McFinney Agri-Finance, LLC, $16 million secured
by the Debtor's property, which is appraised at more than
$24 million.  The Debtor disclosed $44,421,851 in assets and
$45,554,951 in liabilities as of the Chapter 11 filing.

Bankruptcy Judge Robert L. Jones oversees the case.  J. Bennett
White, P.C., serves as the Debtor's counsel.  The petition was
signed by Patrick Van Adrichem, partner.

The U.S. Trustee appointed a six-member creditors committee in the
Debtor's case.  The Committee tapped Levenfeld Pearlstein
as lead counsel, and Mullin, Hoard & Brown as local counsel.


GATEHOUSE MEDIA: Fortress Using Bankr. to Assemble Newspaper Group
------------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Fortress Investment Group LLC will use a prepackaged
Chapter 11 filing to assemble a chain of more than 430 daily,
weekly, and community newspapers.

New York-based Fortress began the process by having Newcastle
Investment Corp. pay $87 million to buy Dow Jones Local Media
Group Inc. from News Corp. The acquired company has eight daily
and 15 weekly newspapers in 7 states.

Fortress will use a prepackaged Chapter 11 filing to acquire
control of newspaper publisher GateHouse Media Inc., the owner of
400 community newspapers. Fortress owns 52 percent, or $626
million of GateHouse's $1.2 billion in debt. Fortress already
holds 39.5 percent of GateHouse's equity, according to data
compiled by Bloomberg.

The plan will call for Fortress to convert its debt to equity in
Fairport, New York-based GateHouse, whose other lenders will have
the option of receiving stock or 40 percent of the face amount of
debt in cash.

Local Media will manage GateHouse, according to a statement.

                      About GateHouse Media

GateHouse Media, Inc. -- http://www.gatehousemedia.com/--
headquartered in Fairport, New York, is one of the largest
publishers of locally based print and online media in the United
States as measured by its 97 daily publications.  GateHouse Media
currently serves local audiences of more than 10 million per week
across 21 states through hundreds of community publications and
local Web sites.


GMX RESOURCES: Lenders Settle With Committee as Plan Forthcoming
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that after the GMX Resources Inc. unsecured creditors'
committee objected to selling the assets to lenders in exchange
for debt, everyone came to an agreement on a "global resolution,"
canceling a hearing that would have been held to approve sale.

The report recounts that secured lenders to the oil and gas
exploration and production company won an auction to buy the
assets in exchange for $338 million in secured debt.  The
committee said the sale would leave nothing for unsecured
creditors.  The bankruptcy judge in Oklahoma City put unsecured
creditors' backs further to the wall when she ruled in August that
the lenders are owed $402.4 million because a so-called make-whole
premium is owing, even though it became due as a consequence of
the Chapter 11 filing.

According to the report, GMX filed papers with the bankruptcy
judge saying that the lenders and the committee agreed on a
settlement encompassing a Chapter 11 plan and resolving the
creditors' objection to sale.  Details of the plan weren't
disclosed. The plan is "still under discussion," according to the
court paper.

Transferring ownership to the lender will now be accomplished
through a reorganization plan rather than with a sale.  A hearing
Sept. 10 status conference was slated to bring the judge up to
date.

                        About GMX Resources

GMX Resources Inc. -- http://www.gmxresources.com/-- is an
independent natural gas production company headquartered in
Oklahoma City, Oklahoma.  GMXR has 53 producing wells in Texas &
Louisiana, 24 proved developed non-producing reservoirs, 48 proved
undeveloped locations and several hundred other development
locations.  GMXR has 9,000 net acres on the Sabine Uplift of East
Texas.  GMXR has 7 producing wells in New Mexico.  The Company's
strategy is to significantly increase production, revenues and
reinvest in increasing production.  GMXR's goal is to grow and
build shareholder value every day.

The Company reported net losses of $206.44 million in 2011,
$138.29 million in 2010, and $181.08 million in 2009.

GMX Resources filed a Chapter 11 petition in its hometown (Bankr.
W.D. Okla. Case No. 13-11456) on April 1, 2013, so secured lenders
can buy the business in exchange for $324.3 million in first-lien
notes.  David A. Zdunkewicz, Esq. at Andrews Kurth LLP represented
the Debtors as counsel.

GMX missed a payment due in March 2013 on $51.5 million in second-
lien notes.  Other principal liabilities include $48.3 million in
unsecured convertible senior notes.

The DIP financing provided by senior noteholders requires court
approval of a sale within 75 days following approval of sale
procedures. The lenders and principal senior noteholders include
Chatham Asset Management LLC, GSO Capital Partners, Omega Advisors
Inc. and Whitebox Advisors LLC.

Looper Reed is substituted as counsel for the Official Committee
of Unsecured Creditors in place of Winston & Strawn LLP, effective
as of April 25, 2013.  The Committee tapped Conway MacKenzie,
Inc., as financial advisor.


HAMPTON CAPITAL: U.S. Trustee Balks at Plan of Liquidation
----------------------------------------------------------
Judy A. Robbins, U.S. Trustee for Region 4, by and through
Elisabetta G. Gasparini, asks the Bankruptcy Court to deny
confirmation of Hampton Lake, LLC's Plan of Liquidation dated
May 3, 2013.

According to the U.S. Trustee, the Plan contemplates that, among
other things (a) Sabal Financial Group, LP, will receive an
aggregate of approximately 88.5% of its allowed claim as of the
Petition Date from the sale of the remaining lots; (b) general
unsecured trade vendors will be paid in full; (c) the Charter Note
Holders will receive approximately 8.75% of the principal loan
balance owed at the Petition Date; and (d) the equity interests in
the Debtor will be extinguished.  In addition, Hampton Lake
Realty, LLC, the Debtor's sales arm, which may have value beyond
the term of the Plan, will be marketed and sold at the end of the
Plan term, with the net proceeds going to the Charter Note Holders
in addition to the payments set forth above.

The U.S. Trustee relates that none of the parties that are being
released through the Plan are providing a substantial contribution
to the Plan.  Reed and Reed Development are not providing any
contribution to the Plan.  Moreover, the proposed subordination of
Hampton Funding, which has a second mortgage, ignores the fact
that the Debtor's projected proceeds from the liquidation of its
assets are insufficient to pay the senior lender, SABAL, in full.

In addition, the Plan contemplates that Hampton Lake Funding, LLC,
which is an entity controlled by Reed that loaned the Debtor
$2,000,000 in return for a second priority mortgage on the
Debtor's real property, and is now owed $2,290,835, will
subordinate its claims to all other creditors in return for third-
party releases well as for declarant rights contemplated in the
Community Charter for the Hampton Lake Subdivision.

The U.S. Trustee notes that to date, there has not been a record
of specific factual findings that would support the releases
proposed in the Plan.

                  About Hampton Capital Partners

Hampton Capital Partners, LLC, an Aberdeen, N.C.-based
manufacturer of residential and commercial tufted carpets under
the Gulistan name, filed a Chapter 11 petition (Bankr. M.D.N.C.
Case No. 13-bk-80015) on Jan. 7, 2013.

The Company has been producing carpet under the Gulistan name
since 1924, although it traces its roots back to 1818, when an
Armenian textile importer established a business in Turkey.  The
company began manufacturing carpet in Aberdeen in 1957, and was
acquired by J.P. Stevens & Co. Inc. in 1964.  Over the last 25
years, Gulistan Carpet has undergone several ownership changes.
In addition to its headquarters and manufacturing operations in
Aberdeen, the company has a plant in Wagram, N.C.

John Paul H. Cournoyer, Esq., at Northen Blue, LLP, serves as
counsel to the Debtor.  Getzler Henrich & Associates LLC is the
financial consultant.

Five creditors have been appointed to serve on the Official
Committee of Unsecured Creditors.  The Committee tapped Lowenstein
Sandler LLP as its counsel and Wilson and Ratledge PLLC as its
North Carolina counsel.  The Committee also tapped BDO Consulting,
a division of BDO USA LLP, as its financial advisors.


HAMPTON CAPITAL: Disputes SABAL's Bid for Stay Relief
-----------------------------------------------------
Hampton Lake, LLC, asks the U.S. Bankruptcy Court for the District
of South Carolina to deny the motion of Crimson Portfolio, LLX and
Sabal Financial Group, L.P., for relief from the automatic stay.

SABAL asserts a first priority mortgage on all of the Debtor's
real property holdings.  SABAL asserts a claim of $20,102,695.
Upon information and belief, Hampton Lake Funding, LLC, an
affiliate of the Debtor, opposes the relief sought by SABAL in its
motion.  HL Funding asserts a $2,290,800 claim and second priority
mortgage on all of the Debtor's real property holdings.

SABAL asserts that it is entitled to relief from the stay because
the Debtor has no equity and the property is not necessary for an
effective reorganization.

According to the Debtor, the Court has ample authority to approve
the Debtor's Plan.  Even if the Debtor's current Plan were denied,
the Debtor believes and asserts that it can show the value of its
property such that it can pay SABAL the full.

                  About Hampton Capital Partners

Hampton Capital Partners, LLC, an Aberdeen, N.C.-based
manufacturer of residential and commercial tufted carpets under
the Gulistan name, filed a Chapter 11 petition (Bankr. M.D.N.C.
Case No. 13-bk-80015) on Jan. 7, 2013.

The Company has been producing carpet under the Gulistan name
since 1924, although it traces its roots back to 1818, when an
Armenian textile importer established a business in Turkey.  The
company began manufacturing carpet in Aberdeen in 1957, and was
acquired by J.P. Stevens & Co. Inc. in 1964.  Over the last 25
years, Gulistan Carpet has undergone several ownership changes.
In addition to its headquarters and manufacturing operations in
Aberdeen, the company has a plant in Wagram, N.C.

John Paul H. Cournoyer, Esq., at Northen Blue, LLP, serves as
counsel to the Debtor.  Getzler Henrich & Associates LLC is the
financial consultant.

Five creditors have been appointed to serve on the Official
Committee of Unsecured Creditors.  The Committee tapped Lowenstein
Sandler LLP as its counsel and Wilson and Ratledge PLLC as its
North Carolina counsel.  The Committee also tapped BDO Consulting,
a division of BDO USA LLP, as its financial advisors.


HD SUPPLY: Incurs $72 Million Net Loss in Fiscal Q2
---------------------------------------------------
HD Supply Holdings, Inc., reported a net loss of $72 million on
$2.25 billion of net sales for the three months ended Aug. 4,
2013, as compared with a net loss of $56 million on $2.05 billion
of net sales for the three months ended July 29, 2012.

For the six months ended Aug. 4, 2013, the Company reported a net
loss of $203 million on $4.32 billion of net sales as compared
with a net loss of $416 million on $3.89 billion of net sales for
the six months ended July 29, 2012.

The Company's balance sheet at Aug. 4, 2013, showed $6.58 billion
in total assets, $7.34 billion in total liabilities and a $753
million total stockholders' deficit.

As of Aug. 4, 2013, the Company's combined liquidity of
approximately $946 million was comprised of $109 million in cash
and cash equivalents and $837 million of additional available
borrowings under HD Supply, Inc.'s senior asset-backed lending
facility, based on qualifying inventory and receivables.

"We continue to deliver above market revenue growth in all of our
primary business units," stated Joe DeAngelo, CEO of HD Supply.
"The fiscal 2013 second quarter was another strong performance for
HD Supply despite limited non-residential and municipal end market
growth in addition to unusually cooler and wetter weather
affecting outdoor construction and HVAC product sales in various
parts of the country.  We continue to deliver on our controllable
execution and growth initiatives to drive growth regardless of the
market environment."

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

                         http://is.gd/DT5DTd

                           About HD Supply

HD Supply, Inc., headquartered in Atlanta, Georgia, is one of the
largest North American wholesale distributors supporting
residential and non-residential construction and to a lesser
extent electrical consumption and repair and remodeling.  HDS also
provides maintenance, repair and operations services.  Its
businesses are organized around three segments: Infrastructure and
Energy; Maintenance, Repair & Improvement; and, Specialty
Construction.  HDS operates through approximately 800 locations
throughout the U.S. and Canada serving contractors, government
entities, maintenance professionals, home builders and
professional businesses.

For the 12 months ended Feb. 3, 2013, the Company incurred a net
loss of $1.17 billion on $8.03 billion of net sales, as compared
with a net loss of $543 million on $7.02 billion of net sales for
the 12 months ended Jan. 29, 2012.

                           *     *     *

As reported by the TCR on Jan. 11, 2013, Moody's Investors Service
upgraded HD Supply, Inc.'s ("HDS") corporate family rating to B3
from Caa1 and its probability of default rating to B3 from Caa1.
This rating action results from our expectations that HDS will
refinance a significant portion of its senior subordinated notes
due 2015, effectively extending the remainder of its maturities by
at least two years to 2017.

HD Supply carries a 'B' corporate credit rating, with
negative outlook, from Standard & Poor's Ratings Services.


HOLT DEVELOPMENT: Claims Bar Date Set for Oct. 25
-------------------------------------------------
The deadline to file proofs of claim in the bankruptcy case of
Holt Development Co., LLC, is set for Oct. 25, 2013.

Holt Development Co., LLC, filed a Chapter 11 petition (Bankr.
M.D. Tenn. Case No. 13-06154) on July 16, 2013.  The petition was
signed by Dannie R. Holt as chief manager.  Judge Randal S.
Mashburn presides over the case.  Gullett, Sanford, Robinson &
Martin, PLLC, serves as the Debtor's counsel.  The Debtor
estimated assets of at least $10 million and debts of at least
$1 million.

The Debtor is in the business of developing improved and
unimproved properties in Pleasant View, Cheatham County,
Tennessee.


HOVNANIAN ENTERPRISES: Posts $8.5 Million Net Income in Q3
----------------------------------------------------------
Hovnanian Enterprises, Inc., and its subsidiaries filed with the
U.S. Securities and Exchange Commission their quarterly report on
Form 10-Q disclosing net income of $8.46 million on $478.35
million of total revenues for the three months ended July 31,
2013, as compared with net income of $34.67 million on $387.01
million of total revenues for the same period a year ago.

For the nine months ended July 31, 2013, the Companies reported a
net loss of $1.52 million on $1.25 billion of total revenues as
compared with net income of $18.21 million on $998.31 million of
total revenues for the same period last year.

As of July 31, 2013, the Companies' balance sheet showed $1.66
billion in total assets, $2.13 billion in total liabilities and a
$467.20 million total deficit.

"We were pleased that we were able to raise home prices, grow
revenues and increase our gross margin during the third quarter of
fiscal 2013," stated Ara K. Hovnanian, chairman of the Board,
president and chief executive officer.  "Our emphasis on raising
home prices combined with concerns over rising mortgage rates and
weakened consumer confidence dampened our home sales during July
and August of 2013.  We believe we are in a period where consumers
are adjusting to current home prices and mortgage rates and remain
confident that the combination of pent-up housing demand and the
positive long-term demographic trends for housing will drive
increased demand for new homes going forward.  We continue to
project profitability for the full fiscal 2013 year and strong
results for our fourth quarter, excluding any expenses related to
early retirement of debt," concluded Mr. Hovnanian.

"We ended the third quarter of fiscal 2013 with $227 million of
homebuilding cash," said J. Larry Sorsby, executive vice president
and chief financial officer.  "During the third quarter, we
increased our liquidity beyond the cash we have on hand with the
addition of a $75 million revolving credit facility, providing us
with increased financial flexibility.  This additional liquidity
will allow us to invest in even more new land parcels and increase
further our participation in the housing industry's recovery,"
concluded Mr. Sorsby.

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

                         http://is.gd/vew3aK

                      About Hovnanian Enterprises

Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV)
-- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian,
is one of the nation's largest homebuilders with operations in
Arizona, California, Delaware, Florida, Georgia, Illinois,
Kentucky, Maryland, Minnesota, New Jersey, New York, North
Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and
West Virginia.  The Company's homes are marketed and sold under
the trade names K. Hovnanian Homes, Matzel & Mumford, Brighton
Homes, Parkwood Builders, Town & Country Homes, Oster Homes and
CraftBuilt Homes.  As the developer of K. Hovnanian's Four Seasons
communities, the Company is also one of the nation's largest
builders of active adult homes.

                           *     *     *

As reported by the Troubled Company Reporter on April 25, 2013,
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Hovnanian Enterprises Inc. to 'B-' from 'CCC+'.
"The upgrade reflects strengthening operating performance
supported by the broader recovery in the housing market that, we
believe, should support modest profitability in 2013," said
Standard & Poor's credit analyst George Skoufis.

In the Dec. 11, 2012, edition of the TCR, Fitch Ratings has
affirmed the ratings for Hovnanian Enterprises, Inc. (NYSE: HOV),
including the company's Issuer Default Rating (IDR), at 'CCC'.
The rating for HOV is influenced by the company's execution of its
business model, land policies, and geographic, price point and
product line diversity.  The rating additionally reflects the
company's liquidity position, substantial debt and high leverage.

Hovnanian carries 'Caa2' corporate family and probability of
default ratings from Moody's.

As reported in the TCR on Aug. 5, 2013, Moody's Investors Service
raised the Corporate Family Rating of Hovnanian Enterprises, Inc.
to Caa1 from Caa2.  The upgrade reflects both the industry's
growing strength and Hovnanian's own improved results, which make
it far less likely that the company will default on its debt
obligations.


HRK HOLDINGS: Wants Extension of Plan Filing Period to Oct. 29
--------------------------------------------------------------
HRK Holdings, LLC and HRK Industries, LLC are seeking further
extension of their exclusive plan filing period through Oct. 29,
2013, and a corresponding extension of their exclusive plan
solicitation period through Dec. 30, 2013.

The Debtors relay that they are seeking the extension to allow
them the time necessary to close anticipated sales of their assets
to the successful bidders.

                       About HRK Holdings

Based in Palmetto, Florida, HRK Holdings LLC owns roughly 675
contiguous acres of real property in Manatee County, Florida.
Roughly 350 acres of the property accommodates a phosphogypsum
stack system, called Gypstaks, a portion of which was used as an
alternate disposal area for the management of dredge materials
pursuant to a contract with Port Manatee and as authorized under
an administrative agreement with the Florida Department of
Environmental Protection.  The remaining acres of usable land are
either leased to various tenants or available for sale.  HRK
Industries holds various contracts and leases associated with the
Debtors' property.

HRK Holdings and HRK Industries LLC filed for Chapter 11
protection (Bankr. M.D. Fla. Case Nos. 12-09868 and 12-09869) on
June 27, 2012.  Judge K. Rodney May oversees the case.  Barbara A.
Hart, Esq., and Scott A. Stichter, Esq., at Stichter, Riedel,
Blain & Prosser, P.A., represents the Debtors.

HRK Holdings disclosed $33,366,529 in assets and $26,092,559
in liabilities in its revised schedules.

According to the Debtors, the bankruptcy filing was necessitated
by the immediate need to sell a portion of the remaining property
to create liquidity for (a) funding the urgent management of the
site-related environmental concerns; the benefit of creditors;
funding a litigation filed by the Debtors; and funding of expenses
related to additional sales of the remaining property.


HRK HOLDINGS: Can Borrow Up to $794,087 From Regions Thru Year End
------------------------------------------------------------------
Judge Rodney May granted HRK Holdings, LLC, et al., on Sept. 6,
2013, permission to borrow up $794,087 in additional funds in an
existing Operating Line of Credit to be advanced by Regions Bank,
N.A.

Under their Fourth DIP Loan Motion, the Debtors originally sought
up to $2,500,000 in additional funds from the Lender.

The $794,087 in approved Additional Funds may be used for expenses
actually incurred by the Debtors and as consistent with a prepared
budget, including interest reserves and closing costs.  A copy of
the HRK DIP Budget is available for free at:

    http://bankrupt.com/misc/HRK_BudgetSepttoDec2013.pdf

The maturity date under the Operating Lne of Credit and the Site
Work Line of Credit is also extended to Dec. 31, 2013.

The Additional Borrowing advances under the Second DIP Loan will
bear a 9% interest per annum.  Regions will not be entitled to any
default interest in conjunction with the Second DIP Loan.

The Debtors' obligation to repay Regions will be accorded a first
lien on all of the Debtors' assets.  The DIP Lender Liens will
prime and be senior in priority to all other liens in favor of all
secured creditors ? except for the ad valorem taxes in favor of
Manatee County, Florida, for 2012 and subsequent years.  The loan
repayment obligations is also accorded superpriority
administrative expense status pursuant to Sec. 364(c)(1) of the
Bankruptcy Code.

Under the First DIP Motion, the Court allowed the Debtors to
borrow $125,000 from the Arsenal Group, LLC.  Under the Second DIP
Motion, the Debtors were allowed to borrow $3,480,139 from Regions
Bank under an Operating Line Credit and a subsequent $1,251,826 in
additional funds.  Under the Third DIP Loan Motion, the Debtor was
allowed to borrow $237,251 from Regions Bank.

                       About HRK Holdings

Based in Palmetto, Florida, HRK Holdings LLC owns roughly 675
contiguous acres of real property in Manatee County, Florida.
Roughly 350 acres of the property accommodates a phosphogypsum
stack system, called Gypstaks, a portion of which was used as an
alternate disposal area for the management of dredge materials
pursuant to a contract with Port Manatee and as authorized under
an administrative agreement with the Florida Department of
Environmental Protection.  The remaining acres of usable land are
either leased to various tenants or available for sale.  HRK
Industries holds various contracts and leases associated with the
Debtors' property.

HRK Holdings and HRK Industries LLC filed for Chapter 11
protection (Bankr. M.D. Fla. Case Nos. 12-09868 and 12-09869) on
June 27, 2012.  Judge K. Rodney May oversees the case.  Barbara A.
Hart, Esq., and Scott A. Stichter, Esq., at Stichter, Riedel,
Blain & Prosser, P.A., represents the Debtors.

HRK Holdings disclosed $33,366,529 in assets and $26,092,559
in liabilities in its revised schedules.

According to the Debtors, the bankruptcy filing was necessitated
by the immediate need to sell a portion of the remaining property
to create liquidity for (a) funding the urgent management of the
site-related environmental concerns; the benefit of creditors;
funding a litigation filed by the Debtors; and funding of expenses
related to additional sales of the remaining property.


HUB INT'L: Moody's Assigns B3 Corp. Family Rating; Outlook Stable
-----------------------------------------------------------------
Moody's Investors Service has assigned a B3 corporate family
rating and a B3-PD probability of default rating to Hub
International Limited. Moody's also assigned ratings to credit
facilities and notes being issued by Hub to help fund a leveraged
buyout of the company by funds advised by Hellman & Friedman LLC.
The proposed buyout, which gives Hub an enterprise value of
approximately $4.3 billion, is subject to customary closing
conditions and regulatory approvals, and is expected to close by
early October. The rating outlook for Hub is stable.

Ratings Rationale:

Moody's said Hub's ratings reflect its solid market position in
North American insurance brokerage, good diversification across
products and geographic areas, and strong operating margins. These
strengths are tempered by the company's aggressive financial
leverage and reduced fixed charge coverage associated with the
proposed buyout. The rating agency expects that Hub will continue
to pursue a combination of organic growth and acquisitions, the
latter giving rise to integration and contingent risks (e.g.,
exposure to errors and omissions), although Hub has a favorable
track record in absorbing small and mid-sized brokers.

Hub's growth strategy is supported by its "hub and spoke"
structure, which includes some 26 regional or specialty offices
called "hubs," and numerous smaller offices called "spokes" or
"fold-ins" that are integrated into specific hubs. The hubs are
responsible for generating organic growth while also helping to
identify fold-in acquisition opportunities within their respective
regions or specialties.

Based on Moody's calculations, Hub's debt-to-EBITDA ratio will be
in the range of 8x-8.5x immediately following the buyout, which is
high for the rating category. "We expect Hub to reduce its
leverage comfortably below 8x within the next year based on its
track record of organic growth in revenues and EBITDA," said Bruce
Ballentine, Moody's lead analyst for Hub.

Hub's proposed financing arrangement includes a $225 million
senior secured revolving credit facility (rated B1, expected to be
undrawn at closing), a CAD50 million senior secured revolving
credit facility (available to a Canadian subsidiary with a
guaranty from Hub, rated B1, expected to be undrawn at closing), a
$1,785 million senior secured term loan (rated B1) and $1,035
million of senior unsecured notes (rated Caa2). Other funding
sources include sponsor-contributed and management rollover
equity. Proceeds will be used to purchase all of Hub's outstanding
common stock, repay its existing debt and pay related fees and
expenses. When the transaction closes, Moody's expects to withdraw
Hub's existing ratings, including its B1 first-lien and Caa2
senior unsecured ratings as these facilities will be repaid and
terminated.

Factors that could lead to an upgrade of Hub's ratings include:
(i) debt-to-EBITDA ratio below 5.5x, (ii) (EBITDA - capex)
coverage of interest exceeding 2x, and (iii) free-cash-flow-to-
debt ratio exceeding 5%.

Factors that could lead to a rating downgrade include: (i) debt-
to-EBITDA ratio remaining above 8x, (ii) (EBITDA - capex) coverage
of interest below 1.2x, or (iii) free-cash-flow-to-debt ratio
below 2%.

Moody's has assigned the following ratings (and loss given default
(LGD) assessments) to Hub:

  Corporate family rating B3;

  Probability of default rating B3-PD;

  $225 million 5-year senior secured revolving credit facility B1
  (LGD3, 30%);

  $1,785 million 7-year senior secured term loan B1 (LGD3, 30%);

  $1,035 million 8-year senior unsecured notes Caa2 (LGD5, 84%).

Moody's has assigned the following rating (and LGD assessment) to
Hub International Canada West ULC:

  C$50 million 5-year senior secured revolving credit facility B1
  (LGD3, 30%).

The principal methodology used in this rating was Moody's Global
Rating Methodology for Insurance Brokers and Service Companies
published in February 2012. Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.

Based in Chicago, Illinois, Hub is a major North American
insurance brokerage firm providing a variety of property and
casualty, life and health, employee benefits and risk management
products and services through offices located in the U.S., Canada
and Brazil. The company generated total revenue of $580 million
and net income of $50 million in the first half of 2013.
Shareholders' equity was $544 million as of June 30, 2013.


HUB INT'L: S&P Removes 'B' Corp. Credit Rating From Watch Negative
------------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'B'
long-term corporate credit rating on HUB International Ltd.  The
outlook is stable.  S&P removed all ratings from CreditWatch with
negative implications, where it had placed them on Aug. 5, 2013,
following the announcement that private equity firm Hellman &
Friedman had agreed to acquire HUB from equity sponsor Apax
Partners.  Terms of the transaction were not disclosed at that
time.

"We also assigned our 'B' debt rating with a '3' recovery rating,
indicating our expectation for meaningful (50%-70%) recovery of
principal in the event of a default, to HUB's proposed senior
secured facilities, consisting of a $1.785 billion term loan due
2020, a $225 million U.S. revolver (undrawn at close) due 2018,
and a $50 million Canadian revolver due 2018 (the borrower for the
Canadian revolver will be HUB International Canada West ULC or
another Canadian subsidiary).  We also assigned our 'CCC+' debt
rating with a '6' recovery rating, indicating our expectation for
negligible (0%-10%) recovery of principal in the event of a
default, to HUB's proposed $1.035 billion unsecured notes due
2021," S&P said.

The rating affirmation reflects S&P's belief that, although the
proposed recapitalization under private equity sponsor Hellman &
Friedman results in meaningfully weaker credit-protection
measures, the company's sustained competitive position and
improving earnings and cash-flow generating capabilities enable it
to carry this increased debt load and de-lever modestly during the
next year.

S&P characterizes HUB's financial profile, under new owner Hellman
& Friedman, as highly levered.  Following the proposed
transaction, HUB's credit quality deteriorates materially, as the
acquisition is being funded through $2.8 billion in new debt (with
all $1.9 billion of existing debt being retired), as well as an
equity contribution of about $1.7 billion.  S&P characterizes
HUB's business profile as fair, reflecting its participation and
narrow focus in the highly competitive, fragmented, and cyclical
middle-market insurance brokerage industry.  The company's
favorable market position (10th-largest broker in Business
Insurance's global rankings and the largest in Canada), good
product and geographic diversification in its U.S. and Canadian
markets, and successful acquisition track record somewhat offset
these risks.

The stable outlook reflects S&P's belief that HUB's credit
measures will improve modestly from profit growth but will remain
on the weaker end of a highly levered financial profile, mitigated
by a business risk profile on the higher end of fair.  S&P expects
modest strengthening in insurance pricing and successful sales
strategies to propel low to mid-single-digit organic revenue
growth.  S&P also expects the company to continue its acquisitive
strategy, adding about $80 million in annualized revenue per year.
Margins should remain in the 31%-33% range.

Given the earnings improvement, S&P expects a trajectory of modest
de-levering, with a debt-to-EBITDA ratio of less than 8.5x in 2013
and less than 8x in 2014.  If the company does not meet these
leverage thresholds, either due to earnings declines or additional
debt financing, S&P could consider lowering the rating.  Given the
company's substantial leverage profile, S&P believes rating upside
during the next 12 months is limited.


IBAHN CORPORATION: Meeting to Form Creditors' Panel on Sept. 23
---------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on September 23, 2013 at 10:30 a.m.
in the bankruptcy case of iBAHN Corporation, et al.  The meeting
will be held at:

         J. Caleb Boggs Federal Building
         844 King St., Room 5209
         Wilmington, DE 19801

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.

iBAHN Corporation, a provider of Internet services to hotels,
sought bankruptcy protection (Bankr. D. Del. Case No. 13-12285),
citing a loss of contracts with largest customer Marriott
International Inc. and patent litigation costs.


IMH FINANCIAL: Files Copy of Amended Sedona Agreement With SEC
--------------------------------------------------------------
IMH Financial Corporation filed with the U.S. Securities and
Exchange Commission an amended version of its agreement with
Sedona, a copy of which is available at http://is.gd/g1702b

As reported by the TCR on April 16, 2013, IMH Financial
Corporation, through various subsidiaries, entered into an
agreement to acquire the hotel properties L'Auberge de
Sedona and Orchards Inn, 28 residential lots in a 38-lot scenic
canyon subdivision abutting the National Forest, as well as other
related assets, all located in Sedona, Arizona.

                        About IMH Financial

Scottsdale, Ariz.-based IMH Financial Corporation was formed from
the conversion of IMH Secured Loan Fund, LLC, or the Fund, a
Delaware limited liability company, on June 18, 2010.  The
conversion was effected following a consent solicitation process
pursuant to which approval was obtained from a majority of the
members of the Fund to effect the Conversion Transactions and
involved (i) the conversion of the Fund from a Delaware limited
liability company into a Delaware corporation named IMH Financial
Corporation, and (ii) the acquisition by the Company of all of the
outstanding shares of the manager of the Fund Investors Mortgage
Holdings Inc., or the Manager, as well as all of the outstanding
membership interests of a related entity, IMH Holdings LLC, or
Holdings on June 18, 2010.

The Company is a commercial real estate lender based in the
southwest United States with over 12 years of experience in many
facets of the real estate investment process, including
origination, underwriting, documentation, servicing, construction,
enforcement, development, marketing, and disposition.  The Company
focuses on a niche segment of the real estate market that it
believes is underserved by community, regional and national banks:
high yield, short-term, senior secured real estate mortgage loans.
The intense level of underwriting analysis required in this
segment necessitates personnel and expertise that many community
banks lack, yet the requisite localized market knowledge of the
underwriting process and the size of the loans the Company seeks
often precludes the regional and community banks from efficiently
entering this market.

IMH Financial disclosed a net loss of $32.19 million in 2012, a
net loss of $35.19 million in in 2011, and a net loss of $117.04
million in 2010.  The Company's balance sheet at June 30, 2013,
showed $255.27 million in total assets, $130.62 million in total
liabilities and $124.65 million in total stockholders' equity.

INSPIREMD INC: Names HeartFlow CMO to Board of Directors
--------------------------------------------------------
InspireMD Inc. appointed Dr. Campbell Rogers to the Board of
Directors on Sept. 3, 2013.  Dr. Rogers currently serves as the
chief medical officer of HeartFlow, Inc., a private cardiovascular
diagnostics company based in California.

In connection with his appointment, Dr. Rogers was granted an
option to purchase 125,000 shares of the Company's common stock on
Sept. 3, 2013, at an exercise price of $2.12, which was the
closing price of the common stock on the date of grant, subject to
the terms and conditions of the 2011 U.S. Equity Incentive Plan, a
sub-plan of the Company's 2011 Umbrella Option Plan.  The Rogers
Option vests and becomes exercisable in three equal annual
installments beginning on the one-year anniversary of the date of
grant, provided that in the event that Dr. Rogers is either (i)
not reelected as a director at the Company's 2014 annual meeting
of stockholders, or (ii) not nominated for reelection as a
director at the Company's 2014 annual meeting of stockholders, the
option vests and becomes exercisable on the date of Dr. Rogers's
failure to be reelected or nominated.  The Rogers Option has a
term of 10 years from the date of grant.  The Company has also
agreed to pay Dr. Rogers an annual stipend of $25,000.

"Dr. Rogers has incredible experience with and insight into this
industry.  We are extremely pleased to welcome him to our Board of
Directors and are confident he will be a great addition," said Sol
Barer, Chairman of the Board of InspireMD.  "Dr. Rogers brings a
wealth of knowledge with vast clinical, academic and industry
experience that will be instrumental to our Company as we continue
to grow.  We intend to leverage his expertise and strategic vision
as we continue to establish ourselves as a leader in the stent
market while delivering value to our shareholders."

Prior to joining HeartFlow, Dr. Rogers was the chief scientific
officer and global head of Research and Development at Cordis
Corporation, a Johnson & Johnson company.  Before Cordis, he was
an associate professor of Medicine and Director of the Cardiac
Catheterization Laboratory at Harvard Medical School, Brigham and
Women's Hospital in Boston.  Dr. Rogers has also served as
principal investigator for numerous interventional cardiology
devices, diagnostic and pharmacology trials and is well published
in the cardiovascular disease space.  Along with his publications,
Dr. Rogers has also been the recipient of numerous research grant
awards from the National Institute of Health and American Heart
Association.

Concurrently with this new appointment, Ofir Paz resigned from the
Board.

Dr. Barer continued, "We thank Mr. Paz for his leadership
throughout his time with the Company.  His vision, hard work and
dedication were vital in bringing us to where we are today."

                           About InspireMD

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

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

InspireMD reported a net loss of US$17.59 million on US$5.35
million of revenue for the year ended June 30, 2012, compared with
a net loss of US$6.17 million on US$4.67 million of revenue during
the prior year.  For the nine months ended March 31, 2013, the
Company incurred a net loss of $14.31 million on $3.37 million of
revenues.  The Company's balance sheet at March 31, 2013, showed
$9.79 million in total assets, $13.20 million in total
liabilities, and a $3.40 million total capital deficiency.

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

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


INTERLEUKIN GENETICS: Amends 120.4MM Shares Resale Prospectus
-------------------------------------------------------------
Interleukin Genetics, Inc., has amended its Form S-1 registration
statement relating to the resale, from time to time, by
Bay City Capital Fund V, L.P., Growth Equity Opportunities Fund
III, LLC, Merlin Nexus IV, LP, et al., of up to 120,408,197 shares
of the Company's common stock.  These shares consist of 85,326,230
issued and outstanding shares and 35,081,967 shares underlying
warrants.  These shares and warrants were issued in connection
with a private placement completed on May 17, 2013, and consist
of:

   (1) 43,715,847 shares and 32,786,885 shares underlying warrants
       issued to the investors in the private placement;

   (2) 28,160,200 shares issued to Pyxis Innovations Inc. upon
       conversion of 5,000,000 shares of the Company's Series A-1
       Convertible Preferred Stock immediately prior to the
       private placement;

   (3) 2,521,222 shares issued to Pyxis upon conversion of
       $14,316,255 in principal amount of convertible debt
       immediately prior to the private placement;

   (4) 10,928,961 shares issued to Delta Dental Plan of Michigan,
       Inc., upon conversion of 500,000 shares of the Company's
       Series B Convertible Preferred Stock immediately prior to
       the private placement; and

   (5) 2,295,082 shares underlying warrants issued to BTIG, LLC,
       the placement agent in the private placement, and its
       affiliates, as placement agent compensation.

The Company's common stock is traded on the OTCQB under the symbol
"ILIU".  On July 25, 2013, the closing sale price of the Company's
common stock on the OTCQB was $0.375 per share.

The Company will not receive any proceeds from the sale of any
shares by the selling stockholders.  The Company may, however,
receive the proceeds of any cash exercises of warrants.

The Company amended the Registration Statement to delay its
effective date until the Company will file a further amendment
which specifically states that this Registration Statement will
thereafter become effective in accordance with Section 8(a) of the
Securities Act of 1933, as amended, or until the Registration
Statement will become effective on that date as the Securities and
Exchange Commission, acting pursuant to said Section 8(a), may
determine.

A copy of the Form S-1/A is available for free at:

                         http://is.gd/LgSvNz

                          About Interleukin

Waltham, Mass.-based Interleukin Genetics, Inc., is a personalized
health company that develops unique genetic tests to provide
information to better manage health and specific health risks.

Interleukin Genetics disclosed a net loss of $5.12 million in
2012, as compared with a net loss of $5.02 million in 2011.  The
Company's balance sheet at June 30, 2013, showed $12.24 million in
total assets, $8.45 million in total liabilities and $3.78 million
in total shareholders' equity.

Grant Thornton LLP, in Boston, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that the Company incurred a net loss of $5,120,084 during the year
ended December 31, 2012, and as of that date, the Company's total
liabilities exceeded its total assets by $13,623,800.  These
conditions, among other factors, raise substantial doubt about the
Company's ability to continue as a going concern.

                        Bankruptcy Warning

"We have retained a financial advisor and are actively seeking
additional funding, however, based on current economic conditions,
additional financing may not be available, or, if available, it
may not be available on favorable terms.  In addition, the terms
of any financing may adversely affect the holdings or the rights
of our existing shareholders.  For example, if we raise additional
funds by issuing equity securities, further dilution to our then-
existing shareholders will result.  Debt financing, if available,
may involve restrictive covenants that could limit our flexibility
in conducting future business activities.  We also could be
required to seek funds through arrangements with collaborators or
others that may require us to relinquish rights to some of our
technologies, tests or products in development.  Our common stock
was delisted from the NYSE Amex in 2010 and is currently trading
on the OTCQBTM.  As a result, our access to capital through the
public markets may be more limited.  If we cannot obtain
additional funding on acceptable terms, we may have to discontinue
operations and seek protection under U.S. bankruptcy laws,"
the Company said in its quarterly report for the ended March 31,
2013.


INT'L ENVIRONMENTAL: Trustee Can Tap GTFAS as Financial Advisor
---------------------------------------------------------------
Howard B. Grobstein, the court-appointed Chapter 11 trustee for
International Environmental Solutions Corporation, won bankruptcy
court approval to hire Grobstein Teeple Financial Advisory
Services, LLP, as his financial advisors.

GTFAS is replacing Crowe Horwath LLP.  Crowe was the previously
court-approved accountant to the trustee pursuant to a Aug. 30,
2012 order.

GTFAS will, among other things (i) obtain and evaluate financial
records; (ii) investigate assets and liabilities of the estate;
and (iii) prepare tax returns.

Hourly rates for GTFAS' personnel range from $95 to $400.

      About International Environmental Solutions Corporation

Karen Bertram, James Hinkle, Blaine Scott Molle & Dennis Molle,
and Linda Babb filed an involuntary Chapter 11 petition against
International Environmental Solutions Corporation, dba IES
Corporation (Bankr. C.D. Cal. Case No. 12-16268) on March 13,
2012.  Judge Wayne E. Johnson presides over the case.

On April 16, 2012, the Debtor filed their consent for relief under
Chapter 11.  The Debtor hired Goe & Forsythe, LLP, as counsel.
The Debtor disclosed $25,129,244 in assets and $10,387,254 in
liabilities.

At the behest of a shareholder, the U.S. Trustee appointed Howard
Grobstein as Chapter 11 trustee for the Debtor's estate.  Marshack
Hays serve as his general counsel.  He originally tapped Crowe
Horwath LLP as his accountants but has sought to replace the firm
with Grobstein Teeple Financial Advisory Services, LLP.  Dzida,
Carey & Steinman as his special transactional counsel.  Stetina
Brunda Garred & Brucker as his special patent and trademark
counsel.


INVESTORS CAPITAL: Reaches PBI Deal on Adeq. Protection Payments
----------------------------------------------------------------
Investors Capital Partners II, LP, and PBI Bank, Inc., recently
agreed on the terms of stipulation regarding the payment of
adequate protection to PBI.

Before filing for bankruptcy, the Debtor borrow about $9.5 million
from PBI, which loans are secured by a mortgage on the Debtor's
real property and related assignments of rents.

In October 2010, the parties entered into an escrow agreement
whereby rent, income and other amounts owed to the Debtor in
connection with the real property are deposited in an escrow
account.  Under the Agreement, PBI has the right to use the Escrow
Funds to pay the costs and operating expenses for the Debtor's
real property like rent, maintenance fees, utilities, taxes and
repairs.

The parties now stipulate on these terms:

  -- PBI will be authorized to collect the Escrow Funds through
     the confirmation a Chapter 11 plan in the Debtor's bankruptcy
     case.

  -- The Debtor with transmit any bill for operating expenses on
     the property within seven days of receipt.  PBI will in turn
     pay the expense in full within seven days of receipt from the
     Debtor.

  -- On a monthly basis, starting August 2013, PBI will provide
     the Debtor with a schedule of rental income received and
     expenses paid by PBI in the prior month, along with the
     adequate protection for the month.  The Debtor will use this
     information to timely complete its monthly operating report.

  -- As adequate protection for its use of the Escrow Funds, the
     remaining balance of the rental income received for the same
     month, starting August 2013, after the payment of all
     submitted expenses, will be paid to PBI towards its claims
     against the Debtor.  That payment will constitute "adequate
     protection" paid by the Debtor to PBI as the term is defined
     under 11 U.S.C. Sec. 361 and 363(e).

Counsel to PBI Bank, Inc. is:

          MORGAN & POTTINGER, P.S.C.
          Bradley Salyer, Esq.
          601 West Main Stret
          Louisville, KY 40202
          Tel No: (502) 560-6762
          Email: bss@morganandpottinger.com

                      About Investors Capital

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

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

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

Travis Kent Barber, Esq., and Laura Day DelCotto, at DelCotto Law
Group, PLLC, represent the Debtor as counsel.

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


IPC INT'L: Court OKs Proskauer Rose as Lead Counsel
---------------------------------------------------
Judge Mary Walrath grants IPC International Corporation, et al.,
authority to employ Proskauer Rose LLP as lead counsel in their
bankruptcy cases nunc pro tunc to the Petition Date.

As reported in the Aug. 29, 2013 edition of The Troubled Company
Reporter, Proskauer will be paid these hourly rates: $600-$1,250
for partners, $475-$1,150 for senior counsel, $200-$800 for
associates, and $110-$325 for paraprofessionals, and will be
reimbursed for any necessary out-of-pocket expenses.

                     About IPC International

IPC International Corp., a provider of security services for
350 shopping malls, filed a petition for Chapter 11 protection
(Bankr. D. Del. Case No. 13-12050) on Aug. 9 in Delaware after
signing a contract for Universal Protection Services LLC to buy
the business for $21.3 million plus assumption of specified
liabilities.

Scott M. Strong signed the petition as chief financial officer.
The Debtor estimated assets and debts of at least $10 million.
Jeremy William Ryan, Esq., and Etta R. Mayers, Esq., at Potter
Anderson & Corroon, LLP, serves as local counsel.  Paul V.
Possinger, Esq., and Brandon W. Levitan, Esq., at Proskauer Rose,
LLP, serve as the Debtor's general bankruptcy counsel.  Silverman
Consulting, LLC, acts as the Debtor's financial advisor and
Livingstone Partners, LLP, serves as the Debtor's investment
banker.  KCC is the Debtor's noticing, claims and balloting agent.
Judge Mary F. Walrath presides over the case.

The petition shows assets and liabilities both exceeding
$10 million.  Liabilities include $6.9 million on a revolving
credit and $10.4 million on term loans owing to PrivateBank &
Trust Co., as agent.

Bankruptcy was the result of losses on a U.K. affiliate that was
sold, as well as competition and the cost of liability insurance.

A three-member panel has been appointed as the official unsecured
creditors committee in the case.  The panel consists of Weinberg,
Wheeler, Hudgins, Gunn & Dial, LLC; Mary Carmona-Rousse; and Drew
Eckl & Farnham, LLP.

IPC, based in Bannockburn, Illinois, is asking the bankruptcy
judge to approve auction procedures under which competing bids
would be due on Sept. 16, followed by an auction on Sept. 18 and a
hearing on Sept. 25 to approve sale.  Even without a higher bid at
auction, the price will be sufficient to pay secured creditors in
full along with expenses of the bankruptcy.  Unsecured creditors
should receive some recovery from the sale.

The bankruptcy is being financed with a $12 million loan from
existing lender PrivateBank & Trust Co. as agent.  There will be a
final hearing Sept. 9 for approval of the entire loan package.
The loan requires quick sale.


IPC INT'L: Gets Court Nod to Tap Anderson & Corroon as Co-Counsel
-----------------------------------------------------------------
IPC International Corporation and The Security Network Holdings
Corporation won bankruptcy court approval to hire Potter Anderson
& Corroon LLP as co-counsel.

The firm's services will be paid according to its standard hourly
rates: Partners - $440-$720, Counsel $310-$540, Associates - $255-
$425, and Paralegals - $80-$245.  It will also be reimbursed for
any necessary out-of-pocket expenses.

                     About IPC International

IPC International Corp., a provider of security services for
350 shopping malls, filed a petition for Chapter 11 protection
(Bankr. D. Del. Case No. 13-12050) on Aug. 9 in Delaware after
signing a contract for Universal Protection Services LLC to buy
the business for $21.3 million plus assumption of specified
liabilities.

Scott M. Strong signed the petition as chief financial officer.
The Debtor estimated assets and debts of at least $10 million.
Jeremy William Ryan, Esq., and Etta R. Mayers, Esq., at Potter
Anderson & Corroon, LLP, serves as local counsel.  Paul V.
Possinger, Esq., and Brandon W. Levitan, Esq., at Proskauer Rose,
LLP, serve as the Debtor's general bankruptcy counsel.  Silverman
Consulting, LLC, acts as the Debtor's financial advisor and
Livingstone Partners, LLP, serves as the Debtor's investment
banker.  KCC is the Debtor's noticing, claims and balloting agent.
Judge Mary F. Walrath presides over the case.

The petition shows assets and liabilities both exceeding
$10 million.  Liabilities include $6.9 million on a revolving
credit and $10.4 million on term loans owing to PrivateBank &
Trust Co., as agent.

Bankruptcy was the result of losses on a U.K. affiliate that was
sold, as well as competition and the cost of liability insurance.

A three-member panel has been appointed as the official unsecured
creditors committee in the case.  The panel consists of Weinberg,
Wheeler, Hudgins, Gunn & Dial, LLC; Mary Carmona-Rousse; and Drew
Eckl & Farnham, LLP.

IPC, based in Bannockburn, Illinois, is asking the bankruptcy
judge to approve auction procedures under which competing bids
would be due on Sept. 16, followed by an auction on Sept. 18 and a
hearing on Sept. 25 to approve sale.  Even without a higher bid at
auction, the price will be sufficient to pay secured creditors in
full along with expenses of the bankruptcy.  Unsecured creditors
should receive some recovery from the sale.

The bankruptcy is being financed with a $12 million loan from
existing lender PrivateBank & Trust Co. as agent.  There will be a
final hearing Sept. 9 for approval of the entire loan package.
The loan requires quick sale.


IPC INT'L: Can Hire Silverman Consulting as Financial Advisor
-------------------------------------------------------------
IPC International Corporation, et al., won bankruptcy court
approval to employ Silverman Consulting Group, Inc.,
as financial advisor nunc pro tunc to the Petition Date.

The Debtors will pay for Silverman's services according to the
firm's standard hourly rates: Michael Silverman - $650,
Constadinos Tsitsis - $340, and Ryan Perrone - $230.  The firm
will also be reimbursed for any necessary out-of-pocket expenses.

The Court's order on the Silverman employment application will not
prejudice or otherwise affect the rights of the U.S. Trustee to
challenge the reasonableness of Silverman's fees.

                     About IPC International

IPC International Corp., a provider of security services for
350 shopping malls, filed a petition for Chapter 11 protection
(Bankr. D. Del. Case No. 13-12050) on Aug. 9 in Delaware after
signing a contract for Universal Protection Services LLC to buy
the business for $21.3 million plus assumption of specified
liabilities.

Scott M. Strong signed the petition as chief financial officer.
The Debtor estimated assets and debts of at least $10 million.
Jeremy William Ryan, Esq., and Etta R. Mayers, Esq., at Potter
Anderson & Corroon, LLP, serves as local counsel.  Paul V.
Possinger, Esq., and Brandon W. Levitan, Esq., at Proskauer Rose,
LLP, serve as the Debtor's general bankruptcy counsel.  Silverman
Consulting, LLC, acts as the Debtor's financial advisor and
Livingstone Partners, LLP, serves as the Debtor's investment
banker.  KCC is the Debtor's noticing, claims and balloting agent.
Judge Mary F. Walrath presides over the case.

The petition shows assets and liabilities both exceeding
$10 million.  Liabilities include $6.9 million on a revolving
credit and $10.4 million on term loans owing to PrivateBank &
Trust Co., as agent.

Bankruptcy was the result of losses on a U.K. affiliate that was
sold, as well as competition and the cost of liability insurance.

A three-member panel has been appointed as the official unsecured
creditors committee in the case.  The panel consists of Weinberg,
Wheeler, Hudgins, Gunn & Dial, LLC; Mary Carmona-Rousse; and Drew
Eckl & Farnham, LLP.

IPC, based in Bannockburn, Illinois, is asking the bankruptcy
judge to approve auction procedures under which competing bids
would be due on Sept. 16, followed by an auction on Sept. 18 and a
hearing on Sept. 25 to approve sale.  Even without a higher bid at
auction, the price will be sufficient to pay secured creditors in
full along with expenses of the bankruptcy.  Unsecured creditors
should receive some recovery from the sale.

The bankruptcy is being financed with a $12 million loan from
existing lender PrivateBank & Trust Co. as agent.  There will be a
final hearing Sept. 9 for approval of the entire loan package.
The loan requires quick sale.


IPC INT'L: Court OKs Hiring of Livingstone Partners as Banker
-------------------------------------------------------------
Judge Mary Walrath gave IPC International Corporation, et al.,
authority to hire Livingstone Partners LLC and Stoneliving
Securities LLC as investment banker.

The Bankruptcy Court specifies that any provision of the
Livingstone Engagement Letter or Application that purports to
eliminate any of the fiduciary duties that Livingstone owes to the
Debtors is null and void.

Livingstone is also not authorized to provide the Debtors with
financial advisory services within the scope of the Debtors'
financial advisor, Silverman Consulting Group, Inc.

As reported on the Aug. 28, 2013 edition of The Troubled Company
Reporter, Livingstone Partners LLC will be paid a $200,000 monthly
fee and transaction fees equal or more than $725,000 for the
consummation of a merger and acquisition transaction or
restructuring transaction.  The firm will also be paid its
necessary out-of- pocket expenses.

                     About IPC International

IPC International Corp., a provider of security services for
350 shopping malls, filed a petition for Chapter 11 protection
(Bankr. D. Del. Case No. 13-12050) on Aug. 9 in Delaware after
signing a contract for Universal Protection Services LLC to buy
the business for $21.3 million plus assumption of specified
liabilities.

Scott M. Strong signed the petition as chief financial officer.
The Debtor estimated assets and debts of at least $10 million.
Jeremy William Ryan, Esq., and Etta R. Mayers, Esq., at Potter
Anderson & Corroon, LLP, serves as local counsel.  Paul V.
Possinger, Esq., and Brandon W. Levitan, Esq., at Proskauer Rose,
LLP, serve as the Debtor's general bankruptcy counsel.  Silverman
Consulting, LLC, acts as the Debtor's financial advisor and
Livingstone Partners, LLP, serves as the Debtor's investment
banker.  KCC is the Debtor's noticing, claims and balloting agent.
Judge Mary F. Walrath presides over the case.

The petition shows assets and liabilities both exceeding
$10 million.  Liabilities include $6.9 million on a revolving
credit and $10.4 million on term loans owing to PrivateBank &
Trust Co., as agent.

Bankruptcy was the result of losses on a U.K. affiliate that was
sold, as well as competition and the cost of liability insurance.

A three-member panel has been appointed as the official unsecured
creditors committee in the case.  The panel consists of Weinberg,
Wheeler, Hudgins, Gunn & Dial, LLC; Mary Carmona-Rousse; and Drew
Eckl & Farnham, LLP.

IPC, based in Bannockburn, Illinois, is asking the bankruptcy
judge to approve auction procedures under which competing bids
would be due on Sept. 16, followed by an auction on Sept. 18 and a
hearing on Sept. 25 to approve sale.  Even without a higher bid at
auction, the price will be sufficient to pay secured creditors in
full along with expenses of the bankruptcy.  Unsecured creditors
should receive some recovery from the sale.

The bankruptcy is being financed with a $12 million loan from
existing lender PrivateBank & Trust Co. as agent.  There will be a
final hearing Sept. 9 for approval of the entire loan package.
The loan requires quick sale.


IPC INT'L: Gets Court Nod to Tap Kurtzman Carson as Admin. Agent
----------------------------------------------------------------
IPC International Corporation and The Security Network Holdings
Corporation won bankruptcy court permission to hire Kurtzman
Carson Consultants LLC as claims and noticing agent, and
administrative agent.

As administrative agent, KCC will assist the Debtors in
the prepetition of schedules of assets and liabilities and
statements of financial affairs, and manage any distribution
pursuant to a confirmed Plan.

                     About IPC International

IPC International Corp., a provider of security services for
350 shopping malls, filed a petition for Chapter 11 protection
(Bankr. D. Del. Case No. 13-12050) on Aug. 9 in Delaware after
signing a contract for Universal Protection Services LLC to buy
the business for $21.3 million plus assumption of specified
liabilities.

Scott M. Strong signed the petition as chief financial officer.
The Debtor estimated assets and debts of at least $10 million.
Jeremy William Ryan, Esq., and Etta R. Mayers, Esq., at Potter
Anderson & Corroon, LLP, serves as local counsel.  Paul V.
Possinger, Esq., and Brandon W. Levitan, Esq., at Proskauer Rose,
LLP, serve as the Debtor's general bankruptcy counsel.  Silverman
Consulting, LLC, acts as the Debtor's financial advisor and
Livingstone Partners, LLP, serves as the Debtor's investment
banker.  KCC is the Debtor's noticing, claims and balloting agent.
Judge Mary F. Walrath presides over the case.

The petition shows assets and liabilities both exceeding
$10 million.  Liabilities include $6.9 million on a revolving
credit and $10.4 million on term loans owing to PrivateBank &
Trust Co., as agent.

Bankruptcy was the result of losses on a U.K. affiliate that was
sold, as well as competition and the cost of liability insurance.

A three-member panel has been appointed as the official unsecured
creditors committee in the case.  The panel consists of Weinberg,
Wheeler, Hudgins, Gunn & Dial, LLC; Mary Carmona-Rousse; and Drew
Eckl & Farnham, LLP.

IPC, based in Bannockburn, Illinois, is asking the bankruptcy
judge to approve auction procedures under which competing bids
would be due on Sept. 16, followed by an auction on Sept. 18 and a
hearing on Sept. 25 to approve sale.  Even without a higher bid at
auction, the price will be sufficient to pay secured creditors in
full along with expenses of the bankruptcy.  Unsecured creditors
should receive some recovery from the sale.

The bankruptcy is being financed with a $12 million loan from
existing lender PrivateBank & Trust Co. as agent.  There will be a
final hearing Sept. 9 for approval of the entire loan package.
The loan requires quick sale.


IZEA INC: CEO Buys 70,000 Common Shares
---------------------------------------
Edward H. Murphy, IZEA, Inc.'s president and chief executive
officer, purchased 70,000 shares of the Company's common stock in
the open market for a total purchase price of $24,902 for
investment purposes, from September 4 through Sept. 9, 2013.

                          About IZEA, Inc.

IZEA, Inc., headquartered in Orlando, Fla., believes it is a world
leader in social media sponsorships ("SMS"), a rapidly growing
segment within social media where a company compensates a social
media publisher to share sponsored content within their social
network.  The Company accomplishes this by operating multiple
marketplaces that include its platforms SocialSpark,
SponsoredTweets and WeReward, as well as its legacy platforms
PayPerPost and InPostLinks.

IZEA reported a net loss of $4.67 million in 2012 as compared with
a net loss of $3.97 million in 2011.  The Company's balance sheet
at June 30, 2013, showed $1.64 million in total assets, $4.35
million in total liabilities and a $2.70 million total
stockholders' deficit.

Cross, Fernandez & Riley, LLP, in Orlando, Florida, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2012.  The independent
auditors noted that the Company has incurred recurring operating
losses and had a negative working capital and an accumulated
deficit at Dec. 31, 2012.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern
without raising sufficient additional financing.


JERRY'S NUGGET: Confirmation Hearing Continued to Sept. 24
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada approved a
stipulation continuing until Sept. 24, 2013, at 9:30 a.m., the
hearing to consider the confirmation of Jerry's Nugget, Inc., et
al.'s Chapter 11 Plan.  An evidentiary hearing, if necessary, is
scheduled for Oct. 7, at 9:30 a.m.

The Plan hearing was first scheduled for Aug. 26, 2013, at 9:30
a.m.  Then for Sept. 4.

The stipulation was entered between the Debtors and U.S. Bank
National Association.

                          The Plan

As reported in the Troubled Company Reporter on July 23, 2013, the
Debtors' Plan generally provides for the repayment of claims
against the Debtors: (i) Allowed Secured Claims will be paid in
full with interest; (ii) Allowed Priority Claims will be paid in
full with interests; (iii) Allowed Administrative Convenience
Claims will be paid in full; and (iv) Allowed General Unsecured
Claims will be paid their Pro Rata portion of $2,500,000, which
will be funded by Debtors' ongoing operations and the $400,000 or
greater contribution from the Stamis Trusts.  Existing Equity
Securities in JNI and Spartan Gaming will be canceled and 100% of
the Reorganized Debtors' stock and membership issued to the Stamis
Trusts.

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

            About Jerry's Nugget and Spartan Gaming

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

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

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

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

The law firm of Dorsey & Whitney represents US Bank; Morris Law
Group and H3 Law represent CRE; The Schwartz Law Firm represent
The George Stamis Family Trust, George Stamis and Effie Stamis.


JERRY'S NUGGET: Hearing on Trustee Appointment Moved to Sept. 24
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada approved a
stipulation continuing until Sept. 24, 2013, at 9:30 a.m., the
hearing to consider a motion to appoint a Chapter 11 Trustee for
Jerry's Nugget, Inc., et al.

The stipulation was entered between the Debtors and U.S. Bank
National Association.

The initial hearing on the trustee motion is continued from
Sept. 4.

As reported in the Troubled Company Reporter on Aug. 16, 2013,
U.S. Bank National Association, a secured creditor, asked the
Court to employ a trustee in the Debtors' cases on these grounds:

   A. The Debtors have not fulfilled their fiduciary duties to
      creditors.

   B. The Debtors have been dishonest by failing to disclose
      significant transfers to insiders

   C. The Debtors refuse to pursue valuable fraudulent transfer
      and intercompany claims against insiders.

   D. Current management has grossly mismanaged the Debtors and
      wasted corporate assets.

In the event the Court does not appoint a trustee, U.S. Bank wants
the Court to appoint an examiner.

            About Jerry's Nugget and Spartan Gaming

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

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

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

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

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

The Bankruptcy Court approved on June 28, 2013, the amended
disclosure statement describing the Debtors' Joint Plan.

The law firm of Dorsey & Whitney represents US Bank; Morris Law
Group and H3 Law represent CRE; The Schwartz Law Firm represent
The George Stamis Family Trust, George Stamis and Effie Stamis.


JOSEPH DELGRECO: 2nd Circ. Pushed to Revive $17MM DLA Piper Suit
----------------------------------------------------------------
Law360 reported that a bankrupt furniture company asked the Second
Circuit on Sept. 10 to reopen a $17 million malpractice suit
against DLA Piper, arguing the firm's negligence led it to botch a
licensing and loan deal.

According to the report, DLA Piper's failure to make sure $767 in
interest due was paid directly led to Joseph DelGreco & Co.
defaulting on a loan provided by a Taiwanese supplier, DelGreco's
lawyer Hartley T. Bernstein of Bernstein & Wasserman LLP said at
oral arguments before a panel of judges in Manhattan.

The case is In Re: Joseph Delgreco & Company, 12-4524 (2d Cir.).

Based in New York, Joseph DelGreco & Company Inc. filed for
Chapter 11 Protection (Bankr. Case No. 09-16041) on Oct. 8, 2009.
Joel Martin Shafferman, Esq., at Shafferman & Feldman, LLP,
represents the company.  The Debtor estimated assets of less than
$50,000 and debts of between $1 million and $10 million.


KINGSBURY CORP: Case Dismissal Hearing Set for Nov. 17
------------------------------------------------------
Hearing on the U.S. Trustee's motion to dismiss the chapter 11
case of Kingsbury Corp. is set for Nov. 17, 2013 at 1:30 p.m. at
Courtroom 2 (JMD), 1000 Elm Street, 11th Floor, Manchester, New
Hampshire.

Kingsbury Corp. -- http://www.kingsburycorp.com/-- makes and
assembles machine systems.  Kingsbury and affiliate Ventura
Industries, LLC, filed Chapter 11 petition (Bankr. D. N.H. Case
Nos. 11-13671 and 11-13687) on Sept. 30, 2011.  Maire B. Corcoran,
Esq., Robert J. Keach, Esq., Jessica A. Lewis, Esq., and Jennifer
Rood, Esq., at Berstein, Shur, Sawyer & Nelson, serve as counsel
to the Debtors.  Donnelly Penman & Partners serves as its
investment banker.  In its schedules, the Debtor disclosed
$10,134,679 in assets, and $24,534,973 in liabilities as of the
petition date.

William K. Harrington, the U.S. Trustee for Region 1, appointed
five members to serve on the Official Committee of Unsecured
Creditors.  Steven C. Reingold, Esq., at Jager Smith P.C.,
represents the Official Committee of Unsecured Creditors as
counsel.


LAGUNA BRISAS: Receiver May Use Cash Collateral Thru Oct. 31
------------------------------------------------------------
Laguna Brisas, LLC disclosed the terms of a stipulation
authorizing Byron Chapman, the receiver, to further use cash
collateral for limited purpose until Oct. 31, 2013.

The receiver may use up to $50,000 in cash collateral for
purchasing and installing new, flat-screed televisions as required
by Best Western International, Inc., which the Debtor is a member.

On Aug. 29, the Debtor provided the receiver with an opportunity
to purchase televisions that the Debtor assets would comply with
the BW rules as a cost savings of approximately $10,000, and would
remain compliant with the BW rules for seven years.

Wells Fargo Bank, N.A., Mehrdad Elie, Kay Nam Kim and the receiver
consent to use of cash collateral to purchase and install new,
commercial grade televisions.

Keith C. Owens, Esq. -- kowens@venable.com -- at Venable LLP
represents Wells Fargo, as trustee for the registered holders of
Banc of America Commercial Mortgage Inc., Commercial Mortgage
pass-Through Certificates, Series 2006-3, by and through CW
Capital Assets Management LLC solely in its capacity as special
servicer.

                       About Laguna Brisas

Laguna Beach, California-based Laguna Brisas LLC, doing business
as Best Western Laguna Brisas Spa Hotel, is owned by A&J Mutual,
LLC, which is owned and operated by Dae In "Andy" Kim and his wife
Jane.  The Company owns a Best Western Plus Hotel and Spa in
Laguna Beach, California.

The Company filed for Chapter 11 protection (Bankr. C.D. Cal.
Case No. 12-12599) on Feb. 29, 2012.  Bankruptcy Judge Mark S.
Wallace presides over the case.

The Debtor filed the Chapter 11 petition to stop foreclosure sale
of the first priority trust deed holder, Wells Fargo Bank.  The
hotel has been in possession of and operated by a receiver, Bryon
Chapman of Rim Hospitality, since Oct. 3, 2011.

Johnny Kim, Esq. -- no relation to the Debtor's insider, "Andy"
Kim -- represents the Debtor as special counsel.

The Debtor disclosed $15,097,815 in assets and $13,982,664 in
liabilities.  The petition was signed by Dae In "Andy" Kim,
managing member.

The Debtor has filed a Plan to be funded from income the Debtor
receives from the operation of the Hotel.  The management of the
Debtor will continue to be Andy Kim, as it was prior to the
appointment of the Receiver.  By the effective date of the Plan,
the Receiver will turn over the Debtor's assets to the Debtor.
The Debtor, through the management company, Matrix Hospital Group
LLC, will act as the disbursing agent for the purpose of making
the distributions provided for under the Plan.

Creditor Wells Fargo Bank, N.A., is represented by Hamid R.
Rafatjoo, Esq., at Venable LLP, as counsel.


LANDAUER HEALTHCARE: Sale Procedures Hearing Today
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the creditors' committee for Landauer-Metropolitan
Inc. won a requested eight-day delay in the hearing to approve the
sale of the provider of home health-care equipment and supplies.

The report relates that the creditors' committee was appointed on
Aug. 26, selected lawyers the next day, and asked the bankruptcy
judge in Delaware for one-week delay in the hearing for approval
of auction and sale procedures that was on the Sept. 4 calendar.
Landauer didn't grant the request because the prospective buyer,
competitor Quadrant Management Inc., opposed a delay.  Quadrant is
under contract to make the first offer of $22 million at auction.
Quadrant eventually acceded to a delay of about one week in sale
procedures.

According to the report, the hearing to approve sale procedures
will now take place Sept. 12.  Assuming the judge goes along with
the schedule, competing bids will be due Sept. 23 rather than
Sept. 16.  The auction will occur Sept. 24 instead of Sept. 18,
and the hearing for sale approval will be Sept. 26.

               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.

Michael R. Nestor, Esq., Matthew B. Lunn, Esq., and Justin H.
Rucki, Esq., at Young Conaway Stargatt & Taylor, LLP; and John A.
Bicks, Esq., Charles A. Dale III, Esq., and Mackenzie L. Shea,
Esq., at K&L Gates LLP, serve as the Debtor's counsel.  Carl Marks
Advisory Group serves as the Debtor's financial advisors, and Epiq
Systems as claims and notice agent.


LEHMAN BROTHERS: Baupost Funds Seek $600-Mil. in Damages
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Lehman Brothers Holdings Inc. is further than ever
from resolving what once was a $301 million claim by Giants
Stadium LLC related to two swap agreements made in connection with
$700 million in auction-rate bonds sold to fund the venue.

According to the report, hedge funds advised by Baupost Group LLC
bought the claim and amended it to seek $600 million in damages
arising from termination of the swaps immediately after Lehman's
2008 bankruptcy filing.

Lehman, the report discloses, says the amended claim seeks "an
absurd amount" that's more than the face value of bonds the swaps
were intended to hedge.  Lehman is demanding that Boston-based
Baupost turn over documents that shed light on the value of the
swaps at termination.

Baupost has asked the bankruptcy judge to void the demand,
claiming that what Lehman seeks is either irrelevant or would
duplicate materials already sought from Giants Stadium.  The
dispute comes before the bankruptcy court in Manhattan for
resolution on Sept. 18.

The face amount of the claim, even in its disputed state, has
practical consequences because Lehman must retain reserves on
account of disputed claims.  By doubling the size of the claim,
Baupost is requiring the bank to hold back more reserves, cutting
down the size of the next distribution for creditors, to be made
Oct. 3.

                       About Lehman Brothers

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

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

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

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

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

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

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

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

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

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


LEHMAN BROTHERS: Recovery Seen as Justifying $2 Billion Bankruptcy
------------------------------------------------------------------
Erik Larson, writing for Bloomberg News, reported that Harvey
Miller, the lawyer guiding Lehman Brothers Holdings Inc. through
the biggest-ever U.S. bankruptcy, sipped a cappuccino at a
tourist-filled cafe near Manhattan's Central Park and reflected on
how his client's collapse five years ago went from unthinkable to
inevitable.

Lehman's demise "ignited a worldwide conflagration that almost
brought down the global financial system," said Miller, who filed
the Chapter 11 petition at 2 a.m. on Sept. 15, 2008, in New York
after the bank failed to win U.S. government aid or attract a
buyer, according to the report.  "The consequences were unknown."

Five years later, Miller takes credit for helping fend off some
creditors' liquidation demands and instead turning the remains of
one of the biggest failures of the financial crisis into a going
concern, the report related.  In the process, the Lehman estate
has paid more than $2 billion in fees and expenses to
professionals like him for that work, dwarfing the previous record
of $757 million in Enron Corp.'s bankruptcy.

In exchange for that eye-popping payday, approved by the judge in
charge of the case, Lehman creditors are poised to get 18 cents on
the dollar by 2016, from an estate valued at $65 billion,
according to a liquidation plan approved in December 2011, the
report further related.  Miller, 80, estimated that recovery may
rise to as much as 22 cents as the value of Lehman's assets
increases over the next three years to about $80 billion.

His estimate is a "somewhat educated guess," Miller said in an
interview near the offices of his law firm, New York-based Weil,
Gotshal & Manges LLP, the report said.  "I am sure debt traders
have their own projected recovery valuations."

                       About Lehman Brothers

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

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

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

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

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

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

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

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

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

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


LEHMAN BROTHERS: What Might Have Been, and the Fall of the Company
------------------------------------------------------------------
Andrew Ross Sorkin, writing for The New York Times' DealBook,
stated in a commentary that as the world observes the five-year
anniversary of the financial crisis -- Lehman Brothers filed for
bankruptcy five years ago this coming weekend -- the most
intriguing hypothetical question about those fateful days is what
would have happened had the government bailed out Lehman.

It would have changed the course of history, certainly, but maybe
not for the better, the article said.

According to the article, the collapse of Lehman has long been
considered the domino that led to the tumbling of so many others:
Merrill Lynch's hasty sale to Bank of America; the bailout of the
American International Group; the breaking of the buck in the
money market; the near collapse of Goldman Sachs and Morgan
Stanley that led them to become banking holding companies; and the
decision by the government to pursue the $700 billion Troubled
Asset Relief Program to bail out the entire banking industry.

The decision not to rescue Lehman has been called a mistake and
worse, the article said.  Christine Lagarde, the French finance
minister at the time, called it "horrendous."

No one suggested Lehman deserved to be saved, the article noted.
But the argument has been made that the crisis might have been
less severe if it had been saved, because Lehman's failure created
remarkable uncertainty in the market as investors became confused
about the role of the government and whether it was picking
winners and losers. The government had bailed out Bear Stearns and
then nationalized Fannie Mae and Freddie Mac but left Lehman for
dead only to turn around and save A.I.G.

                       About Lehman Brothers

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

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

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

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

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

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

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

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

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

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


LIGHTSQUARED INC: Dish Network Director Quits Amid Flap
-------------------------------------------------------
Sharon Terlep, writing for Daily Bankruptcy Review, reported that
a Dish Network Corp. director who resigned in recent weeks did so
amid a disagreement over the company's handling of a bid for a
telecommunications firm that could deliver hundreds of millions of
dollars of personal profits to Dish Chairman Charlie Ergen, people
involved in the situation said.

                      About LightSquared Inc.

LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, to resolve regulatory issues that have prevented it
from building its coast-to-coast integrated satellite 4G wireless
network.

LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network.  In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries.  In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.

LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with
liquidity and runway necessary to resolve its issues with the FCC.
Despite working diligently and in good faith, however,
LightSquared and the lenders were not able to consummate a global
restructuring on terms acceptable to all interested parties.

Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors.  Alvarez & Marsal North America, LLC, is the
financial advisor.  Kurtzman Carson Consultants LLC serves as
claims and notice agent.


LIGHTSQUARED INC: Dish's Ergen Seeks Dismissal of Harbinger Suit
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Charles Ergen and his Dish Network Corp. contend they
had no duty to disclose that an Ergen-owned company named SP
Special Opportunities Holdings LLC was buying secured debt owed by
bankrupt LightSquared Inc., the developer of a satellite-based
wireless-communications system.

According to the report, the statements were contained in papers
Ergen and Dish filed seeking dismissal of a fraud lawsuit filed in
early August by Philip Falcone's Harbinger Capital Partners LLC,
LightSquared's controlling shareholder.  The dismissal bid comes
up for hearing Oct. 8 in U.S. Bankruptcy Court in New York.

The report relates that according to Harbinger, Dish, SP and Ergen
committed fraud by failing to disclose that Ergen owned SP.
Harbinger also contended that Ergen's companies were barred from
buying LightSquared debt in an effort to take over the bankrupt
company.

Ergen and his companies met the allegations head on, contending
Harbinger's lawsuit is fatally defective on its face and must be
dismissed.  They said that only Dish and its units were prohibited
from buying LightSquared debt.  According to the papers, Dish has
no ownership stake in SP, which is controlled by Ergen.

Because affiliates of Dish aren't prohibited buyers, the debt
purchases by SP were permitted and there was no duty to disclose,
according to the papers.

Dish, the report relates, further argued that there are no
allegations the company made any representations to support a
fraud allegation.  Dish contended the suit is a "transparent
effort by Harbinger to retain control of a company that it has
driven into bankruptcy." The suit is designed to "discredit" the
$2.22 billion cash offer Dish is making to buy LightSquared,
according to the filing.

Harbinger will file another set of papers on Sept. 30.  Dish
and Ergen will make their final written arguments Oct. 4.

The lawsuit is Harbinger Capital Partners LLC v. Ergen (In
re LightSquared Inc.), 13-01390, U.S. Bankruptcy Court, Southern
District of New York (Manhattan). The bankruptcy is In re
LightSquared Inc., 12-bk-12080, U.S. Bankruptcy Court, Southern
District of New York (Manhattan).

                      About LightSquared Inc.

LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, to resolve regulatory issues that have prevented it
from building its coast-to-coast integrated satellite 4G wireless
network.

LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network.  In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries.  In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.

LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with
liquidity and runway necessary to resolve its issues with the FCC.
Despite working diligently and in good faith, however,
LightSquared and the lenders were not able to consummate a global
restructuring on terms acceptable to all interested parties.

Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors.  Alvarez & Marsal North America, LLC, is the
financial advisor.  Kurtzman Carson Consultants LLC serves as
claims and notice agent.

LightSquared's bankruptcy is a clash of competing reorganization
plans.  Alongside LightSquared's own plan, Harbinger has filed a
plan, as have secured lenders to LightSquared.  The lenders' plan
is based on an auction with a $3.5 billion opening bid from Dish.

There will be a hearing Sept. 24 for approval of auction and sale
procedures, and a hearing six days later to approve disclosure
materials explaining the competing plans.  A confirmation hearing
to approve one of the plans is tentatively set for Dec. 10.  The
auction is to occur Dec. 6.  There are competing plans because
LightSquared lost the exclusive right to propose a reorganization.


LIN MEDIA: S&P Assigns 'B+' Corp. Credit Rating; Outlook Positive
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned Providence, R.I.-based
TV broadcaster LIN Media LLC its 'B+' corporate credit rating.
The outlook is positive.

At the same time, S&P withdrew its corporate credit rating on LIN
TV Corp.

The rating action follows the company's announcement that LIN TV
Corp. merged with and into LIN Media LLC, with LIN Media LLC
continuing as the surviving entity.  The company performed this
transaction in order to resolve its NBC joint venture guarantee
and tax overhang.  The merger does not affect the credit quality
of the company, though the unwinding of the joint venture and the
release of the guarantee alleviated a significant financial risk
for the company, in S&P's opinion.

"Our rating on LIN reflects our assessment of the company's
business risk profile as "fair" and its financial risk profile as
"aggressive," based on our criteria.  We view LIN's business risk
profile as fair based on its sizable portfolio of TV stations in
midsize markets, its strong position in local news, and its EBITDA
margin, which is comparable to its peers.  We assess LIN's
financial risk profile as aggressive because we expect leverage,
on a trailing-eight-quarters EBITDA basis, to decline to the mid-
5x area by the end of 2013, and to be below 5x in 2014.  We
estimate current leverage, on a trailing-eight-quarters basis, to
be about 5.9x as of June 30, 2013," S&P said.

LIN, a midsize TV broadcaster, operates or services 50 broadcast
network affiliate stations in 23 markets, reaching 10.6% of U.S.
TV households.  Its recent acquisition of 18 New Vision TV
stations confers increased geographic diversity, particularly in
the western U.S. markets.  LIN's station affiliations are
diversified across the four major U.S. broadcast networks,
shielding it from the risk of individual network underperformance.
Most of the company's stations are ranked first or second in local
news--an important competitive edge for building loyal local
viewing and attractive political advertising.  Additionally, its
duopoly positions in a number of its markets provide cost savings,
enhancing cash flow.  LIN's EBITDA margin of about 30% is average
among its broadcasting peers and significantly lags its larger,
more efficient competitors, whose EBITDA margins are in the high-
30% area.


LONGVIEW POWER: Given Interim Cash Collateral Use
-------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Longview Power LLC was given interim permission from
the bankruptcy court to pay bills using cash representing
collateral for secured lenders' claims.  There will be a final
hearing to use cash collateral on Oct. 7 in U.S. Bankruptcy Court
in Delaware.

Longview Power, LLC, filed a Chapter 11 (Bank. D. Del. Lead Case.
13-12211) on Aug. 30, 2013.  The petitions were signed by Jeffery
L. Keffer, the Company's chief executive officer, president,
treasurer and secretary.  The Debtor estimated assets and debts of
more than $1 billion.  Judge Brendan Linehan Shannon presides over
the case.  Kirkland & Ellis LLP and Richards, Layton & Finger,
P.A., serve as the Debtors' counsel.  Lazard Freres & Company LLC
acts as the Debtors' investment bankers.  Alvarez & Marsal North
America, LLC, is the Debtors' restructuring advisors.  Ernst &
Young serves as the Debtors' accountants.  The Debtors' claims
agent is Donlin, Recano & Co. Inc.


MED-DEPOT INC: Reorganization Plan Set for Oct. 21 Confirmation
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Med-Depot Inc. intends to have its reorganization
plan approved at an Oct. 21 confirmation hearing in U.S.
Bankruptcy Court in Sherman, Texas.

According to the report, the bankruptcy judge approved disclosure
materials Sept. 10, allowing creditors to vote on the plan.  The
company has $18 million in consolidated debt.  The plan offers a
pot of $200,000 cash to unsecured creditors.

The company projected a $1.8 million net loss this fiscal year on
revenue of $14.5 million. Med-Depot forecast revenue of
$20.8 million and net income of $1.6 million by fiscal 2015,
according to data attached to the proposed disclosure statement.

                       About Med-Depot Inc.

Med-Depot, Inc., filed a Chapter 11 petition (Bankr. E.D. Tex.
Case No. 13-41815) on July 26, 2013, in Sherman, Texas.  Attorneys
at Powell Goldstein, LLP and Bryan Cave, LLP, serve as counsel to
the Debtor.  The Debtor estimated assets of $1,000,001 to
$10,000,000 and debt of $10,000,001 to $50,000,000.  Parent
Med-Depot Holdings, Inc., also sought bankruptcy protection.

Based in Plano, Texas, 64 miles (103 kilometers) north of
Dallas, Med-Depot entered bankruptcy after working out a plan to
restructure the first-lien debt and give stock in return for the
second-lien loan.


MERCANTILE BANCORP: Investors Pan Planned $22MM Ch. 11 Sale
-----------------------------------------------------------
Law360 reported that Mercantile Bancorp Inc. securities holders
urged a Delaware bankruptcy judge Sept. 10 to reject the holding
company's planned $22.3 million asset sale to United Community
Bancorp Inc., contending the deal will actually result in a $1.9
million loss for the estate.

According to the report, Illinois-based MBI seeks approval to sell
the bulk of its assets -- primarily a 100 percent equity interest
in nondebtor Mercantile Bank -- to stalking horse bidder UCB, but
the proposed deal will lose money once an expected $23.5 million
claim from Federal Deposit Insurance Corp. is allowed.

                      About Mercantile Bancorp

Mercantile Bancorp -- http://www.mercbanx.com/-- is a Quincy,
Illinois-based bank holding company with wholly owned subsidiaries
consisting of one bank in Illinois and one each in Kansas and
Florida, where the Company conducts full-service commercial and
consumer banking business, engages in mortgage banking, trust
services and asset management, and provides other financial
services and products.  The Company also operated Mercantile Bank
branch offices in Missouri and Indiana.

On Aug. 10, 2011, the Illinois Division of Banking released a
Consent Order that Mercantile Bank, the Federal Deposit Insurance
Corporation, and the Division entered into as of July 28, 2011.
Under the Order, Mercantile Bank will cease operating with all
money transmitters and currency businesses providing brokerage,
sale or exchange of non-United States currency for deposit
customers.  Furthermore, Mercantile Bank may not enter into a new
line of business without the prior written consent of the FDIC and
the Division.

Mercantile Bancorp filed a Chapter 11 petition (Bankr. D. Del.
Case No. 13-11634) on June 27, 2013.  The petition shows assets
and debt both exceeding $50 million.  Liabilities include $61.9
million owing on junior subordinated debentures.  Mercantile
stopped paying interest on the debentures in 2009, since then
running up $14 million in unpaid interest.

Stuart M. Brown, Esq. at DLA Piper LLP (US), in Wilmington,
Delaware; and Richard A. Chesley, Esq., Kimberly D. Newmarch,
Esq., and Aaron M. Paushter, Esq., at DLA Piper LLP (US), in
Chicago, Illinois, are the attorneys for the Debtor.

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


MERRIMACK PHARMACEUTICALS: Copies of Investor Presentations
-----------------------------------------------------------
Merrimack Pharmaceuticals, Inc., from time to time, presents or
distributes to the investment community at various industry and
other conferences slide presentations to provide updates and
summaries of its business.  The Company is posting to the
Investors portion of its Web site at investors.merrimackpharma.com
copies of its current corporate slide presentation and factsheet.
These slides are available for free at:

                        http://is.gd/hlfACf
                        http://is.gd/8y8Cmo

                          About Merrimack

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

Merrimack Pharmaceuticals disclosed a net loss of $91.75 million
in 2012, following a net loss of $79.67 million in 2011.  The
Company incurred a $50.15 million net loss in 2010.  As of June
30, 2013, the Company had $107.32 million in total assets, $165.66
million in total liabilities, $242,000 in non-controlling deficit
and a $58.09 million total stockholders' deficit.


MF GLOBAL: Corzine Seeks Dismissal of CFTC Lawsuit
--------------------------------------------------
Joel Rosenblatt, writing for Bloomberg News, reported that Jon
Corzine, former chief executive officer of bankrupt MF Global
Holdings Ltd., asked that a lawsuit against him by the Commodity
Futures Trading Commission be dismissed.

According to the report, the CFTC sued Corzine in June for failing
to oversee the brokerage company properly while it spiraled toward
failure in 2011 as $1.6 billion in customer funds went missing.
After "exhaustive investigations lasting 19 months," the CFTC
hasn't produced evidence to support its claims, Corzine said in a
filing on Sept. 10 in federal court in New York.

The CFTC's complaint "relies on irrelevant allegations calculated
to sully Mr. Corzine's character, as well as rambling hindsight
criticisms of complex management decisions, many of which were
made during times of extreme stress," Corzine said in the filing,
the report related.

MF Global's collapse on Oct. 31, 2011, a year and half after
Corzine joined the firm, was the eighth-biggest bankruptcy in U.S.
history, the report recalled.  Wrong-way $6.3 billion trades on
bonds of some of Europe's most-indebted nations helped destroy the
firm and its brokerage unit, which listed assets of $41 billion
and debt of $39.7 billion in its Chapter 11 filing.

Corzine, who is also a former U.S. senator and Goldman Sachs Group
Inc. co-chairman, came to MF Global in March 2010 intent on
turning the commodity brokerage firm into a global investment bank
that generated substantial revenue from proprietary trading, the
CFTC said in the complaint, the report further related. His plans
included making larger and riskier investments from the company's
funds, according to the complaint.

The case is U.S. Commodity Futures Trading Commission v. MF Global
Inc., 13-cv-04463 and 11-cv-07866, U.S. District Court, Southern
District of New York (Manhattan.)


MONTREAL MAINE: MM&A Railway Given Cross-Border Court Protocol
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the dual bankruptcies of Montreal Maine & Atlantic
Railway Ltd. will be facilitated by a cross-border protocol
designed for the courts in the U.S. and Canada to coordinate their
cases.

The report relates that the protocol, approved Sept. 4 by the U.S.
Bankruptcy Court in Maine, allows the judges to confer with one
another.  It ensures that neither court loses any of its
jurisdiction or powers.  If they elect, the judges can hold joint
hearings by video or audio.

The protocol is also to be approved by the court in Canada
presiding over a reorganization under the Companies' Creditors
Arrangement Act.

The U.S. judge will hold a hearing on Sept. 13 to consider
appointment of an official committee to represent victims.

According to papers filed in U.S. Bankruptcy Court on Aug. 22, the
representatives of the probate estate of Marie Semie Alliance,
Stephanie Bolduc, Yannick Bouchard, Marie France Boulet, Karine
Champagne, Marie-Noelle Faucher, Michael Guertin, Jr. Stephanie
Lapierre, Joannie Lapointe, Marianne Poulin, Martin Rodrique, Jean
Pierre Roy, Kenin Roy, Melissa Roy, Andree-Anne Sevigny, Jimmy
Sirios, Elodie Turcotte and Joannie Turnel -- each of them killed
in the massive explosion in Lac Megantic, Quebec on July 6, 2013,
resulting from derailment of a train operated by the Debtor -- ask
the Bankruptcy to direct the appointment of a committee of
wrongful death and personal injury claimants.

The Debtor has acknowledged $33.5 million of secured debt together
with unsecured trade payables of $3.5 million.

The representatives state that the committee to represent wrongful
death and personal injury claimants will benefit the bankruptcy
estate by solving difficult issue of due process.

                       About Montreal Maine

Montreal, Maine & Atlantic Railway Ltd., the railway company that
operated the train that derailed and exploded in July 2013,
killing 47 people and destroying part of Lac-Megantic, Quebec,
sought bankruptcy protection in U.S. Bankruptcy Court in Bangor,
Maine (Case No. 13-10670) on Aug. 7, 2013, with the aim of selling
its business.  Its Canadian counterpart, Montreal, Maine &
Atlantic Canada Co., meanwhile, filed for protection from
creditors in Superior Court of Quebec in Montreal.

Robert J. Keach, Esq., at Bernstein, Shur, Sawyer, and Nelson,
P.A., has been named as chapter 11 trustee.  His firm serves as
his chapter 11 bankruptcy counsel.  Development Specialists, Inc.,
serves as his financial advisor.

U.S. Bankruptcy Judge Louis H. Kornreich has been assigned to the
U.S. case.  The Maine law firm of Verrill Dana serves as counsel
to MM&A.

Justice Martin Castonguay oversees the case in Canada.


MONTREAL MAINE: N.D. Ill. Judge Discusses Removal of Grimard Case
-----------------------------------------------------------------
Senior District Judge Milton I. Shadur issued sua sponte a
Memorandum Opinion and Order dated Sept. 5, 2013, to address what
the judge called "highly problematic" aspects of the attempted
removal of the case, MARIE-JOSEE GRIMARD, etc., Plaintiff, v.
MONTREAL, MAINE AND ATLANTIC RAILWAY, INC., et al., Defendants,
No. 13 C 6197 (N.D. Ill.).  A copy of the memorandum is available
at http://is.gd/RBG9GQfrom Leagle.com.

The case has been removed from the Circuit Court of Cook County to
the Northern District of Illinois, with the Joint Notice of
Removal seeking to invoke federal jurisdiction on the basis of (1)
the action's assertedly "being related to cases under Title XI"
(see 28 U.S.C. Sections 1334(b) and 1452(a)1) as well as (2)
diversity of citizenship pursuant to Section 1332.

According to Judge Shadur, the removing counsel have failed to
conform to the mandate of the District Court's LR 5.2(f), which
requires the delivery of a Judge's Copy of every filing to the
chambers of the assigned judge unless that judge has indicated
that such delivery is not needed.

"With the two removing defendants being represented by one of the
country's mega-law firms, there is just no excuse for this Court's
first direct knowledge of this action having come from receiving
the consents by four other codefendants . . . to the removal,
rather than receiving the Notice itself from the originating law
firm (shades of the old Johnny Carson "Carnac the Magnificent"
routine: "Here's the answer. What's the question?")," Judge Shadur
said.

"As it has done in numerous other cases, this Court imposes a $100
fine on the removing counsel (not their clients) for that LR
violation, with the "Clerk of the U.S. District Court" to be the
payee of a check for that amount delivered to this Court's
chambers."

MARIE-JOSEE GRIMARD, Plaintiff, Pro Se.

Defendants Western Petroleum Company, Petroleum Transport
Solutions, and World Fuel Services Corporation are represented by
Leslie M. Smith, Esq., and Mark Robert Filip, Esq., at Kirkland &
Ellis LLP.

Defendants Rail World, Inc., and Edward A. Burkhardt are
represented by Alan Scott Gilbert, Esq., Steven Lawrence Merouse,
Esq., and Tiffany L. Amlot, Esq., at Dentons US LLP.

Defendants Dakota Petroleum Transport Solutions, LLC, and DPTS
Marketing, LLC, are represented by Cal Richard Burnton, Esq.,
Michael R. Dockterman, Esq., Edward Timothy Walker, Esq., Esq.,
Megan Colleen Hugo, Esq., and William Robert Andrichik, Esq., at
Edwards Wildman Palmer LLP.

                       About Montreal Maine

Montreal, Maine & Atlantic Railway Ltd., the railway company that
operated the train that derailed and exploded in July 2013,
killing 47 people and destroying part of Lac-Megantic, Quebec,
sought bankruptcy protection in U.S. Bankruptcy Court in Bangor,
Maine (Case No. 13-10670) on Aug. 7, 2013, with the aim of selling
its business.  Its Canadian counterpart, Montreal, Maine &
Atlantic Canada Co., meanwhile, filed for protection from
creditors in Superior Court of Quebec in Montreal.

Robert J. Keach, Esq., at Bernstein, Shur, Sawyer, and Nelson,
P.A., has been named as chapter 11 trustee.  His firm serves as
his chapter 11 bankruptcy counsel.  Development Specialists, Inc.,
serves as his financial advisor.  The Chapter 11 trustee tapped
Kugler Kandestin LLP as his special counsel, and Covington &
Burling LLP, as his special regulatory counsel.

U.S. Bankruptcy Judge Louis H. Kornreich has been assigned to the
U.S. case.  The Maine law firm of Verrill Dana serves as counsel
to MM&A.

Justice Martin Castonguay oversees the case in Canada.


MPG OFFICE: BPO Further Extends Tender Offer Until Sept. 16
-----------------------------------------------------------
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 Monday, Sept. 16,
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 Monday, Sept. 9, 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 Sept. 6,
2013, approximately 83,224 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.  As of
June 30, 2013, the Company had $1.28 billion in total assets,
$1.71 billion in total liabilities and a $437.26 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 is expected 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.

"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."


MSD PERFORMANCE: Meeting to Form Creditors' Panel on Sept. 17
-------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on September 17, 2013 at 10:30 a.m.
in the bankruptcy case of MSD Performance, Inc., et al.  The
meeting will be held at:

         The DoubleTree Hotel
         700 King Street
         Wilmington, DE 19801

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code.  A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable.  The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization.  The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.


MTR GAMING: S&P Puts 'B-' CCR on CreditWatch Positive
-----------------------------------------------------
Standard & Poor's Ratings Services placed all ratings, including
its 'B-' corporate credit rating, on Chester, W. Va.-based gaming
operator MTR Gaming Group Inc. on CreditWatch with positive
implications.

At the same time, S&P placed its ratings, including its 'B+'
corporate credit rating, on Reno, Nev.-based gaming operator
Eldorado Resorts LLC on CreditWatch with negative implications.

MTR and Eldorado announced that they entered into a definitive
agreement, under which MTR will combine with the parent company of
Eldorado in a stock merger.  The merger will include the 50%
interest in the Silver Legacy (not rated), a joint venture between
Eldorado's majority owners and MGM Resorts International.  As part
of the transaction, a cash election provision allows for current
MTR shareholders to redeem their shares for $5.15 per share, up to
5.8 million shares in total.  S&P believes the company will fund
the approximate $30 million for this cash election through cash on
hand.  MTR's remaining common shares will be exchanged for shares
in the combined new company, which will remain publicly traded and
will be named Eldorado Resorts Inc.  S&P expects all existing debt
to remain in place through the close of the merger.  The
transaction is anticipated to close in mid-2014 and is contingent
upon satisfying regulatory and closing conditions.

The positive CreditWatch listing on MTR reflects the potential for
higher ratings, given the merger for MTR into a currently higher-
rated entity, and S&P's expectation that geographic diversity will
increase, pro forma for the combined company.

The negative CreditWatch listing on Eldorado reflects S&P's
expectation that, if the merger is completed, adjusted leverage
for the combined companies will be at least in the mid-5x area
over the intermediate term (compared with current leverage for
Eldorado in the low-4x area).  This level of adjusted leverage is
aligned with a "highly leveraged" financial risk profile, and a
one-notch lower rating for Eldorado.  S&P's pro forma adjusted
credit measures do not currently include the benefit of any
potential synergies.  However, S&P don't expect synergies to move
adjusted leverage metrics out of the range for a highly leveraged
financial risk profile.

In resolving S&P's CreditWatch listing, it will monitor MTR and
Eldorado's progress toward satisfying regulatory and closing
conditions as well as assess further information, if any, relating
to potential synergies.


NEIMAN MARCUS: Moody's Mulls Downgrade Following Purchase Offer
---------------------------------------------------------------
Moody's Investors Service placed Neiman Marcus Group, Inc. B2
Corporate Family Rating and B2-PD Probability of Default Rating on
review for downgrade. The review for downgrade follows the
announcement that Ares Management LLC and Canada Pension Plan
Investment Board have agreed to acquire Neiman Marcus for $6
billion. A portion of the purchase price will be used at the
closing to repay all amounts outstanding under NMG's credit
facilities other than the $125m senior secured debentures. There
is no change to NMG's Speculative Grade Liquidity rating of SGL-1
at this time.

The following ratings are placed on review for downgrade:

  Corporate Family Rating of B2

  Probability of Default Rating of B2-PD

  Senior secured debentures due 2028 at B2 (LGD 4, 53%)

The following rating is affirmed

  Senior secured bank credit facility at B2 (LGD 4, 53%)

Ratings Rationale:

Although the capital structure to finance the transaction has not
yet been determined, Moody's expects that the transaction will be
largely financed with debt as is typical for most leveraged buy
outs. This will likely result in NMG's credit metrics
deteriorating to levels that are indicative of a lower rating. The
review for downgrade of NMG's Corporate Family Rating and
Probability of Default Rating acknowledges the likely weakening in
NMG's credit metrics as a result of the transaction. The
affirmation of the $2.6 billion senior secured bank credit
facility acknowledges that this facility will be repaid in full
upon closing of the transaction. The review for downgrade of the
$125 million senior secured debentures reflects that this
instrument will remain in place after the close of the
transaction.

The review for downgrade will focus on the capital structure being
put in place to finance the acquisition, the pro forma credit
metrics, the company's future operating and business strategies,
earnings prospects, and liquidity. The review for downgrade will
also focus on the closing of the transaction and should the
acquisition not close, NMG's going forward financial policies.

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

Neiman Marcus Group, Inc., ("NMG") headquartered in Dallas, TX,
operates 41 Neiman Marcus stores, 2 Bergdorf Goodman stores, 6
CUSP stores, 36 Last Call outlet centers, and a direct business.
Total revenues are about $4.5 billion.


NEIMAN MARCUS: S&P Puts 'B+' CCR on CreditWatch Negative
--------------------------------------------------------
Standard & Poor's Ratings Services placed all of its ratings,
including the 'B+' corporate credit rating, on Dallas-based The
Neiman Marcus Group Inc. on CreditWatch with negative
implications.

"The CreditWatch placement reflects the widespread news that the
company is being acquired by Ares Management LLC and Canada
Pension Plan Investment Board instead of pursuing an IPO," said
credit analyst David Kuntz.  "In our opinion, such a transaction
could add a substantial amount of debt to the company.  Although
the company's credit metrics are currently commensurate with its
"highly leveraged" financial risk profile, we believe the company
would add additional debt to its balance sheet because of the
acquisition."


NEW HOPE CHRISTIAN: Wins Exclusivity Through November
-----------------------------------------------------
New Hope Christian Church may file an amended plan no later than
October 8, 2013, and will have until November 23, 2013, to confirm
its amended plan, according to a Sept. 9, 2013 Memorandum Opinion
by Bankruptcy Judge Stephani W. Humrickhouse, available at
http://is.gd/1VR0pJfrom Leagle.com.

New Hope Christian Church filed a voluntary chapter 11 petition
(Bankr. E.D.N.C. Case No. 13-03691) on June 10, 2013.  In its
petition, the debtor designated itself a "small business debtor"
pursuant to Sec. 101(51C) of the Bankruptcy Code.  Approximately
two days after the petition date, Antioch Partners, LLC, a secured
creditor, filed a motion to dismiss the case pursuant to Sec.
1112(b) or, in the alternative, for relief from the automatic stay
to proceed with a pending foreclosure proceeding in state court.

New Hope Christian Church filed its chapter 11 plan of
reorganization on June 24, 2013, which was subsequently amended on
June 25, 2013.

On June 25, 2013, the court set the hearing on confirmation of the
debtor's plan of reorganization for August 6, 2013. In accordance
with 11 U.S.C. Sec. 1129(e), the deadline for confirmation of the
debtor's plan of reorganization was August 8, 2013.

On July 16, 2013, 36 days after the petition date and prior to the
scheduled confirmation hearing, the court denied Antioch's motion
to dismiss, concluding that "[t]he attempt by the debtor to hold
on to its property and work diligently to effectuate a plan does
not constitute cause pursuant to section 1112(b) nor should it
warrant relief from stay pursuant to section 362(d)(4)."

On Aug. 1, 2013, New Hope Christian Church filed the motion
currently before the court, seeking a 60-day extension of the
deadline for confirmation of its plan.  In its motion, the debtor
is requesting a 60-day extension to file an amended plan. Antioch
filed an objection opposing the extension requested by the debtor
on August 5, 2013.

At the Aug. 6, 2013 hearing, the debtor provided evidence as to
the progress which has been made by the debtor since filing.
Pastor Page, on behalf of the debtor, testified that he is
currently seeking new loans to refinance the debtor's secured
debt.  Specifically, the debtor has submitted one application for
a new loan in an amount that would pay off the current secured
creditors.  Additionally, Pastor Page has spoken with two other
individuals regarding the possibility of new financing.  With
regard to other creditors, Pastor Page stated that unsecured
creditors who were not listed on the petition but were owed
prepetition debts have been identified and a new amended plan will
be needed to treat these claims.  Further evidence of the debtor's
ability and willingness to reorganize, according to Pastor Page,
is the debtor's resolve to sell its excess property. Pastor Page
has been speaking with an individual at Focus Realty in an attempt
to get the property sold.

To be better able to reorganize the debtor, Pastor Page informed
the court that he had recently retained a business manager, Teresa
Thompson, to assist with many of the financial responsibilities of
the debtor.  Ms. Thompson testified that the debtor is actively
trying to expand its membership, which is currently at 24 members.
By building the ministry, the debtor will be able to collect
between $1,000 and $2,000 in tithes and offerings per month.
Additionally, Ms. Thompson said the rental of the property to two
different ministries will provide the debtor revenue of $1,400 per
month. Family Friends Christian Fellowship and Judd Ministries
will each pay $700 per month to rent the property.  One ministry
will begin renting in September and one has already started
renting the space.

At the hearing, counsel for the debtor argued that the above
efforts showed it is more likely than not that the court will be
able to confirm a plan within a reasonable period of time.
Debtor's counsel reasoned that, based on the testimony of the
increase in revenue, a plan with payments of $1,200 per month
would be feasible for the debtor.  A plan with such payments
would, according to debtor's counsel, be likely to meet the
requirements for confirmation and an extension of time to confirm
such a plan is warranted.


NORSE ENERGY: Creditors Sue Parent for $70-Mil. in Transfers
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the creditors' committee for Norse Energy Corp. USA
started a lawsuit against the parent company along with officers
and directors, seeking a recovery including almost $70 million
paid within two years of bankruptcy.

According to the report, the lawsuit, allowed this month by the
bankruptcy court in Buffalo, New York, contends the bankrupt
company's officers authorized paying $38 million to the Norwegian
parent Norse Energy Corp. within one year of bankruptcy when the
U.S. company owed nothing.

The officers authorized paying $11.7 million within a year of
bankruptcy to the parent company Norse Energy Holding Inc., which
is one of the companies in bankruptcy in the U.S.  The bankruptcy
judge authorized Norse to sue its parent while collecting only
from insurance policies.

Norse sold all its income-producing properties in May 2012, paying
$20 million to the Norwegian parent company, according to the
complaint.  The creditors said the payments were fraudulent
transfers or wasted corporate assets, and they contend that the
officers and directors breached their duties.  The company said
the lawsuit is "without merit."

Norse holds oil and gas leases on 130,000 acres in central and
western New York.  The committee said the suit "potentially" means
full recovery for unsecured creditors.  Norse last month said it
might drop plans to sell the leases because bids were coming in
lower than expected.  Under court-approved procedures, prospective
buyers were to submit bids for the leases by Aug. 23.  The court
had scheduled a Sept. 23 hearing to approve sale.  Secured lenders
could pay for the assets with debt rather than cash.

The lawsuit is Official Committee of Unsecured Creditors v.
Dice, 13-01061, U.S. Bankruptcy Court, Western District of New
York (Buffalo).

                       About Norse Energy

Norse Energy Corp. ASA's U.S. subsidiary holding company, Norse
Energy Holdings, Inc., filed a voluntary petition for Chapter 11
bankruptcy protection (Bankr. W.D.N.Y. Case No. 12-13695) on Dec.
7, 2012, estimating less than $50,000 in assets and less than
$100,000 in liabilities.  The Debtor is represented by Janet G.
Burhyte, Esq., at Gross, Shuman, Brizdle & Gilfillan, P.C., in
Buffalo, New York.  Judge Carl L. Bucki presides over the case.

The Company has a significant land position of 130,000 net acres
in New York State with certified 2C contingent resources of 951
MMBOE as of June 30, 2012.


O&G LEASING: Matters Resolved, Motion for Ch. 11 Trustee Dismissed
------------------------------------------------------------------
The Hon. Edward Ellington of the U.S. Bankruptcy Court for the
Southern District of Mississippi signed an agreed order dismissing
motion to appoint a Chapter 11 trustee for O&G Leasing, LLC, et
al.

The Debtor and secured creditor First Security Bank, as indenture
trustee, resolved the issues giving rise to the motion.

As reported in the Troubled Company Reporter on Sept. 25, 2012,
according to First Security, cause exists for the appointment of
an operating trustee because.  First Security, among other things,
pointed out that:

   1. The Debtors have failed to demonstrate that they have the
      ability to obtain a confirmed plan within a reasonable
      period of time;

   2. Past and present performance of the Debtors and little
      prospect for the Debtors' rehabilitation; and

   3. The Debtors have failed to communicate with their primary
      secured creditor concerning the collateral, operations and
      other matters.

First Security asserts that a Chapter 11 trustee is needed in the
event neither of the pending Chapter 11 plans is confirmed, and
for other general relief to which the Court deems it entitled.

First Security relates that neither of the Disclosure Statements
for the Debtors' Initial Plan dated July 1, 2011, nor the
indenture trustee's Initial Plan dated July 22, 2011, was ever
approved.

                      About O&G Leasing

Jackson, Mississippi-based O&G Leasing, LLC, was formed in 2006 to
acquire and construct land drilling rigs that it would lease to
its wholy-owned subsidiary, Performance Drilling Company, LLC.
Performance was formed to provide contract drilling services for
tArkLaTex (Arkansas, Louisiana and Eastern Texas) region, as well
as Alabama, Florida, Mississippi and Oklahoma.

O&G Leasing filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Miss. Case No. 10-01851) on May 21, 2010.  The Debtor
estimated $10 million to $50 million in assets and $50 million to
$100 million in debts.

Performance filed a separate petition for Chapter 11 relief
(Bankr. S.D. Miss. Case No. 10-01852) on May 21, 2010.
Performance estimated assets and debts of between $1 million and
$10 million in its petition.

The Debtors retained McCraney, Montagnet, Quin & Noble, PLLC as
their bankruptcy counsel and Young Williams, P.A., as corporate
counsel.  Young Williams was replaced by Bradley Arant Boult
Cummings, LLP, as corporate counsel effective March 8, 2012, but
remained engaged as special counsel on litigation matters.
BMC Group, Inc., serves as the Debtors' solicitation and voting
agent.


OASIS PETROLEUM: Moody's Rates New Sr. Notes B3; Outlook Stable
---------------------------------------------------------------
Moody's assigned a B3 rating to Oasis Petroleum Inc.'s proposed
senior notes due 2022. The rating outlook is stable. The proceeds
from the senior notes offering, along with revolver borrowings and
cash on the balance sheet, will fund acquisitions of assets in the
Williston Basin in North Dakota.

"The acquisition of additional producing and undeveloped leasehold
acreage in the Bakken/Three Forks will increase production by 25%.
However, the majority debt financing of these acquired properties,
at a cost per flowing barrel in excess of $150,000, materially
increases debt leverage above $60,000 per Boe of average daily
production, which is high relative to its peer group," said
Arvinder Saluja, Moody's Assistant Vice President. "However, with
oil comprising about 90% of its production, Oasis Petroleum's
expanded presence in the Bakken/Three Forks places it in a good
position to convert high oil prices and production growth into
increasing cash flow for a reduction in debt leverage."

Ratings assigned:

  Senior Unsecured Notes Rating, assigned B3, LGD5 - 73%

Ratings Rationale:

The B3 rating on the proposed $600 million of senior notes
reflects both the overall probability of default of Oasis, to
which Moody's assigns a PDR of B2-PD, and a loss given default of
LGD5 - 73%. Oasis' senior unsecured notes are subordinate to its
$1.5 billion secured revolving credit facility's potential
priority claim to the company's assets. The size of the potential
claims relative to Oasis' outstanding senior unsecured notes
results in the notes being rated one-notch below the B2 Corporate
Family Rating under Moody's Loss Given Default Methodology.

The B2 CFR reflects the company's growing scale, single basin
concentration, and its successful execution and track record of
growing its production and reserves. The rating is supported by
very strong returns with oil representing over 90% of production
and a high quality Williston Basin asset base with a large
drilling inventory. Since its initial public offering in June
2010, Oasis has rapidly grown its scale and operations in the
Williston Basin. Oasis has consistently outspent internally
generated cash as it accelerated the drilling and development of
its assets causing leverage on production and reserves to remain
at elevated levels. With the recent acquisition of assets, Oasis'
pro-forma debt on production will increase to above $60,000
(including Moody's standard adjustments). Leverage will be very
high initially as Oasis doesn't have the benefit of a full year's
production from the acquired assets. Moody's expects leverage to
trend down in 2014 once Oasis realizes the incremental production.

Moody's expects Oasis to have good liquidity through the end of
2014. While Oasis could have significant negative free cash flow,
the company's pro forma credit facility availability of $700
million will provide sufficient liquidity. The credit facility
matures in April 2018 and has recently upsized total commitment
and borrowing base of $1.5 billion. The borrowing base is subject
to redetermination twice per year in April and October. Financial
covenants under the facility include an EBITDAX to interest
expense ratio of at least 2.5x and a current ratio of at least
1.0x. Moody's expects the company to remain compliant with these
covenants at least through the end of 2014. There are no debt
maturities prior to 2018 when the credit facility matures.
Substantially all of the company's assets are pledged as
collateral for the revolving credit facility. Any asset sales with
proceeds in excess of 5% of the borrowing base then in effect
automatically reduce the borrowing base. Therefore, depending on
usage at the time, an asset sale may or may not provide additional
liquidity to Oasis.

The stable ratings outlook incorporates Oasis' growing scale and
the expectation that the company's credit metrics will improve in
2014 from elevated levels post-acquisition. An upgrade could be
considered if Oasis maintains financial leverage below $40,000 per
Boe of average daily production while attaining sustained
production exceeding of 35 mboe per day and maintaining a LFCR
above 2.5x. Conversely, Moody's could downgrade the ratings if
Oasis experiences a deterioration of operating performance
resulting in a LFCR below 2.0x. Moody's could also downgrade the
ratings if the ratio of retained cash flow (RCF) to debt is
expected to be sustained below 20% due to a deterioration in
returns, another leveraging acquisition, distributions, or share
repurchases.

The principal methodology used in this rating was Global
Independent Exploration and Production Industry published in
December 2011. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.

Oasis Petroleum Inc. is an independent E&P company headquartered
in Houston, Texas.


OASIS PETROLEUM: S&P Rates $600 Million Sr. Unsecured Notes 'B'
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'B'
issue-level rating and '5' recovery rating to Oasis Petroleum
Inc.'s proposed $600 million senior unsecured notes due 2022.  In
addition, S&P has placed the rating on CreditWatch with positive
implications pending the completion of the bond sale.  The
existing ratings on Oasis remain on CreditWatch with positive
implications.  Upon successful completion of the new issue, S&P
will raise the corporate credit rating on Oasis to 'BB-' from 'B+'
and the unsecured debt ratings to 'B+' from 'B'.

However, if the bond issue were to be upsized to strictly above
$800 million, S&P would assign a '6' recovery rating and a 'B-'
issue-level rating to the notes, and S&P would remove the rating
from CreditWatch.  Upon successful completion of the new issue,
S&P would still raise the corporate credit rating on Oasis to
'BB-' from 'B+', but it would revise the recovery rating on the
existing senior unsecured debt ratings to '6' and would leave the
issue-level rating on this debt at 'B', two notches below the
corporate credit rating.  Oasis intends to use the net proceeds
from this offering to fund a portion of its recent acquisitions in
the Williston Basin.

Ratings List

Oasis Petroleum Inc.
Corporate Credit Rating                  B+/WatchPos

Ratings Assigned
Senior Unsecured
$600 mil sr unsecd nts due 2022          B/WatchPos
  Recovery Rating                         5


ORCHARD SUPPLY: Lender, Creditor Settlement Approved
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the Orchard Supply Hardware Stores Corp. creditors'
committee secured court approval of a settlement with secured
term-loan lenders assuring payment of costs of the Chapter 11
case and the ability to confirm a liquidating plan that includes
a distribution to unsecured creditors.

According to the report, by giving up the right to sue lenders
over the validity of a $127 million term loan, bankruptcy
financing will be paid in full from sale proceeds and the term
lenders will receive the remainder after Orchard Supply retains
$25 million.

There is $118 million owing on an asset-backed loan that comes
ahead of the term-loan lenders.  The funds kept by the company
will provide full payment of costs of the bankruptcy case and
claims entitled to priority.  The remainder of the estate's funds
will go to the term lenders until they are paid in full, subject
to carveouts for unsecured creditors.

Approved by the bankruptcy judge on Sept. 4, the settlement calls
for creating a trust for unsecured creditors funded with $500,000
from the company.  After term lenders recover 90 percent of their
claims, the next $1.5 million will go to the creditors' trust.

From proceeds of lease sales at the 19 stores Lowe's didn't
purchase, the creditors' trust receives the first $250,000, with
the remainder for term lenders.

The term lenders, the committee and the company agreed to support
a plan incorporating the settlement.

                        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.

The Official Committee of Unsecured Creditors appointed in case
has retained Pachulski Stang Ziehl & Jones LLP as counsel, and
Alvarez & Marsal as financial advisors.

Lowe's Cos. completed the $205 million acquisition of 72 of
Orchard Supply's 91 stores.


OVERLAND STORAGE: Converts Registration Statements to Form S-1
--------------------------------------------------------------
overland Storage filed a post-effective amendment No. 1 to the
Form S-3 which was declared effective by the U.S. Securities and
Exchange Commission on May 23, 2011, which registered 12,564,212
shares of common stock for resale, from time to time, on behalf of
certain selling shareholders, into a registration statement on
Form S-1.  Upon the date of filing the Company's annual report on
Form 10-K for the fiscal year ended June 30, 2013, with the
Commission, the Company will no longer be eligible to use Form S-3
in connection with the current offering.  A copy of the amendment
is available for free at http://is.gd/S7AXXs

The Company separately filed with the SEC a post-effective
amendment No. 1 to Form S-3 to convert the Company's registration
statement on Form S-3 declared effective by the SEC on May 19,
2010, which registered 13,878,380 shares of common stock for
resale, from time to time, on behalf of certain selling
shareholders, into a registration statement on Form S-1.  A copy
of the amendment is available at http://is.gd/3sHmLI

                       About Overland Storage

San Diego, Cal.-based Overland Storage, Inc. (Nasdaq: OVRL) --
http://www.overlandstorage.com/-- is a global provider of unified
data management and data protection solutions designed to enable
small and medium enterprises (SMEs), corporate departments and
small and medium businesses (SMBs) to anticipate and respond to
change.

For the 12 months ended June 30, 2013, Overland Storage incurred a
net loss of $19.64 million on $48.02 million of net revenue as
compared with a net loss of $16.16 million on $59.63 million of
net revenue last year.  The Company's balance sheet at June 30,
2013, showed $31.40 million in total assets, $41.69 million in
total liabilities and a $10.29 million shareholders' deficit.

Moss Adams LLP, in San Diego, California, issued a "going concern"
qualification on the consolidated financial statements for the
year ended June 30, 2012.  The independent auditors noted that the
Company's recurring losses and negative operating cash flows raise
substantial doubt about the Company's ability to continue as a
going concern.


PATRIOT COAL: Asks Court to Approve Settlement with ACE Companies
-----------------------------------------------------------------
Patriot Coal Corporation, Heritage Coal Company LLC and Pine Ridge
Coal Company, LLC, ask the U.S. Bankruptcy Court for the Eastern
District of Missouri to approve a settlement agreement with ACE
American Insurance Company, Pacific Employers Insurance Company,
Century Indemnity Company and Indemnity Insurance Company.

On July 10, 2009, Patriot Coal, et al., filed a third-party
complaint against, among others, the ACE Companies, one of the
insurers seeking coverage for the Boone County Well Water
Litigation.  The Settlement resolves all claims underlying the
Boone County insurance coverage action.

                Boone County Well Water Litigation

Beginning in 2008, 362 plaintiffs brought actions against Patriot
Coal in the Circuit Court of Boone County, West Virginia, each
making substantially similar allegations and claims that the
Debtors' mining operations near their residences in Seth and
Prenter, Boone County, West Virginia resulted in (i) damage to the
water supply near the Underlying Plaintiffs' residences and (ii)
bodily harm to the Underlying Plaintiffs.  The West Virginia
Circuit Court consolidated the Boone County Well Water Litigation
cases for pretrial purposes under the caption Bowles v. Massey
Energy Company, Civil Action No. 09-C-212.

The Boone County Well Water Litigation was settled as between the
Underlying Plaintiffs and the Plaintiff Debtors, and such
settlement was approved by the West Virginia Circuit Court on
Nov. 17, 2011.

                      Terms of the Settlement

The key terms of the Settlement are summarized as follows:

  (a) The effectiveness of the Settlement is conditioned upon
      approval by the Bankruptcy Court.

  (b) The ACE Companies will pay the Plaintiff Debtors
      $1,250,000 in full and final settlement and satisfaction of
      any and all past, present and future claims and liability
      under the policies in connection with, arising out of, or
      relating in any way to the Boone County Insurance Coverage
      Action, and any and all past, present and future claims
      arising out of the Boone County Well Water Litigation.

  (c) Upon payment of the Settlement Payment by the ACE Companies,
      the Plaintiff Debtors will dismiss with prejudice all of
      their claims against the ACE Companies in the Boone County
      Insurance Coverage Action, including dismissal with
      prejudice and release of any bad faith, improper claims
      handling, and similar claims, and all claims for past,
      present and future defense costs and attorney's fees.

  (d) The ACE Companies agree to waive and dismiss any past,
      present and future claims for contribution, subrogation,
      setoff and similar relief against the Plaintiff Debtors, the
      Plaintiff Debtors' other insurers, and any other parties
      that were in the Boone County Insurance Coverage Action or
      the Boone County Well Water Litigation.  The ACE Companies
      reserve the right to assert claims for contribution in
      response to any claim for contribution filed against them by
      any other insurer that was or is a party to the Boone County
      Insurance Coverage Action, including any rights of the ACE
      Companies against a reinsurer, retrocessionaire, or similar
      entity.

The motion is scheduled for hearing on Sept. 24, 2013, at 10:00
a.m.  The objection deadline is 4:00 p.m. on Sept. 18, 2013.

                        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.

Patriot Coal Corporation on Sept. 6 filed a Plan of Reorganization
with the U.S. Bankruptcy Court for the Eastern District of
Missouri as contemplated by the terms of Patriot's Debtor-in-
Possession financing.


PATRIOT COAL: To File Disclosure Statement on Joint Plan on Oct. 2
------------------------------------------------------------------
Patriot Coal Corporation, et al., according to papers filed with
the U.S. Bankruptcy Court for the Eastern District of Missouri on
Sept. 11, 2013, intend to file and serve the Disclosure Statement
for the Debtors' Joint Chapter 11 Plan of Reorganization on or
before Oct. 2, 2013, in accordance with Rule 2002(b) of the
Federal Rules of Bankruptcy Procedure.

A hearing is scheduled for Nov. 6, 2013, at 10:00 a.m., to
consider, among other things, entry of an order (i) approving the
Disclosure Statement; (ii) approving solicitation and notice
materials; (iii) approving forms of ballots; (iv) establishing
solicitation and voting procedures; (v) establishing notice and
objection procedures; and (vi) scheduling a confirmation hearing.
The Debtors intend to file and serve a motion seeking approval of
the proposed order with the Court on or before Oct. 16, 2013.

Any objections to the motion must be filed no later than Oct. 30,
2013 at 4:00 p.m.

Any reply to any objection, or any joinder or statement of
support, must be filed no later than Nov. 3, 2013, at 12:00 p.m.

Patriot Coal on Sept. 6, 2013, filed its proposed Plan of
Reorganization.  A copy of the Joint Chapter 11
Plan is available at
http://bankrupt.com/misc/patriotcfoal.doc4606.pdf

                        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.

Patriot Coal Corporation on Sept. 6 filed a Plan of Reorganization
with the U.S. Bankruptcy Court for the Eastern District of
Missouri as contemplated by the terms of Patriot's Debtor-in-
Possession financing.


PATRIOT COAL: Peabody Must Focus on Completion of Documents
-----------------------------------------------------------
Patriot Coal Corporation, et al., and the Official Committee of
Unsecured Creditors of the Debtors tell the U.S. Bankruptcy Court
for the Eastern District of Missouri that Peabody Energy
Corporation's objection to their Joint Motion to compel production
of documents by Oct. 1, 2013, "focuses on a wealth of quibbles and
minutiae concerning the record of its 'compliance' with the
Fiduciaries' Rule 2004 discovery requests."

"This fog of detail - some accurate, some not - cannot, however,
obscure several basic points," the Debtors and the Committee said.

They cited:

    * Rule 2004 investigations are a central element of Chapter
11, allowing the prompt assessment of assets of the estate,
including causes of action.  Excessive delay of such
investigations injures all stakeholders, who are deprived of
appropriate information about, among other things, the assets
available to satisfy their claims.

    * In this case, it has been eight months since the Fiduciaries
began the Rule 2004 process by delivering a form of document
request to Peabody.  In virtually all cases, that is more than
sufficient time to make substantial progress toward completing
production of requested documents.  Here, production has barely
begun.

    * The record here demonstrates that an unsupervised discovery
process, without clear time limitations, has not resulted in a
timely production.  It has instead allowed multiplication of
preliminary issues, all laboriously resolved over lengthy
periods of time, at significant cost to the estates and without
substantially advancing the investigation.  A clear deadline for
production will focus Peabody's efforts on completion of
production rather than on collateral matters, and preserve estate
resources.

    * Nowhere in fifteen densely packed pages does Peabody even
argue that it cannot complete its production by Oct. 1, 2013.  In
fact, it admits that it had begun running searches and reviewing
electronic materials by the end of July, giving it more than sixty
days to complete production.  Moreover, instead of explaining how
it has fulfilled the Court's direction to accelerate the
production so as to complete before January, Peabody attempts to
avoid the imposition of a deadline altogether, suggesting only
that the Court hold a further status conference in October.  That
approach, however, promises only more focus on preliminary
matters, more irrelevant recriminations about collateral issues,
and more delays in production.

As reported in the TCR on Sept. 9, 2013, Peabody is asking the
Bankruptcy Court to (i) deny the Debtors and the Committee's joint
motion for an Oct. 1, 2013 deadline for Peabody to complete its
production of documents, and (ii) schedule an in-person conference
in St. Louis on Oct. 11, 2013, to hear a report on Peabody's
further progress, including with respect to the pace of production
and the additional ongoing rolling productions that will have
occurred by then.

A copy of Peabody's Objection is available at:

         http://bankrupt.com/misc/patriotcoal.doc4590.pdf

                        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.


PERSONAL COMMUNICATIONS: Creditors Want Boost in Sale, Financing
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Personal Communications Devices LLC, a distributor of
wireless communications devices, faces opposition from the
creditors' committee at the hearing for final approval of
financing and a schedule for selling the business at auction.

According to the report, the committee in a court filing at the
end of last week said the $105 million sale price is "purely
fictional" and confers no benefit on unsecured creditors.  The
panel flyspecked proposed sale procedures to pinpoint changes that
would increase the likelihood of obtaining a higher offer.

The report relates that the proposed Sept. 28 deadline for
competing offers and the Oct. 3 auction must be delayed so other
buyers will have ability to participate and raise the price, the
committee said.  As for the financing, the committee said it's
"extremely onerous."

                   About Personal Communications

Personal Communications Devices LLC and an affiliate, Personal
Communications Devices Holdings, LLC, filed for Chapter 11
bankruptcy (Bankr. E.D.N.Y. Case No. 13-74303) on Aug. 19, 2013,
in Central Islip, N.Y., estimating between $100 million
and $500 million in both assets and liabilities.  Bankruptcy Judge
Alan S. Trust oversees the case.  The petitions were signed by
Raymond F. Kunzmann as chief financial officer.

Attorneys at Goodwin Procter, LLP and Togut, Segal & Segal, LLP
serve as counsel to the Debtors.  Epiq Bankruptcy Solutions, LLC,
is the claims and notice agent.  BG Strategic Advisors, LLC, is
the financial advisor.   Richter Consulting, Inc., is the
investment banker.

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.

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.

A three-member official committee of unsecured creditors was
appointed in the Chapter 11 case.

PCD -- http://www.pcdphones.com-- provides both carriers and
manufacturers an array 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.


PICCADILLY RESTAURANTS: Yucaipa Corporate Withdraws Joint Plan
--------------------------------------------------------------
Yucaipa Corporate Initiatives Fund I, L.P., in a Sept. 6 filing
notified the Bankruptcy Court that it has withdrawn the Joint Plan
of Reorganization dated July 8, 2013, proposed with Piccadilly
Restaurants, LLC, et al., and the Official Committee of Unsecured
Creditors.

Tristan E. Manthey, Esq. -- tmanthey@hellerdraper.com -- at
Heller, Draper, Patrick & Horn, LLC and Robert A. Klyman, Esq. --
robert.klyman@lw.com -- at Latham & Watkins LLP represent Yucaipa
Corporate.

As reported in the Troubled Company Reporter on July 22, 2013, the
Debtors together with Yucaipa Corporate Initiatives Fund I, L.P.,
filed the Joint Plan which contemplates that Yucaipa will advance
cash to the Debtors, which will be available to the Reorganized
Debtors for the purpose of effectuating the Joint Plan.  The
Yucaipa Advance will accrue interest at a fixed rate of 9% per
annum, with the Debtors' obligation to pay the Advance be secured
with a first priority lien.  Payment of the Yucaipa Advance will
be subordinated to the General Unsecured Claim Note in right of
payment -- but not in lien priority -- until the General Unsecured
Claim Note is paid in full.

On the Plan Effective Date, Piccadilly Investments would form a
direct subsidiary, Intermediate Holdco, to which it would transfer
its Interests in Piccadilly Restaurants.

An administrator would be appointed under the Plan, who would be
responsible for collecting and disbursing Cash from the General
Unsecured Distribution Account, among other things.  The
administrator would be selected by Yucaipa.

The Plan also provided for the classification and treatment of
claims against, and interests in, the Debtors -- 5 claim classes
against each of Piccadilly Food Service LLC and Piccadilly
Investments LLC and 7 claim classes against Piccadilly Restaurants
LLC.  Claim classes common to all three Debtors are Other Priority
Claims; Atalaya Secured Claim; Other Secured Claims; General
Unsecured Claims and Interests -- with Piccadilly Restaurants
having two more claim classes, Convenience Claims and Litigation
Claims.

For the Atalaya Secured Claim, a New Atalaya Secured Note would be
executed and delivered to Atalaya on the Effective Date.  The New
Note will provide for interest at a rate of 4.75% per annum,
payable quarterly in Cash.

Under the withdrawn Plan, Convenience Claims would receive 100% of
the Allowed Amount, provided that the aggregate amount of
Convenience Claims will not exceed $500,000.

For the General Unsecured Claims, the Reorganized Debtors would
deposit $700,000 into a General Unsecured Distribution Account.
On the Effective Date, the Reorganized Debtors would execute the
General Unsecured Claim Note in an amount equal to 100% of the
face amount of the Allowed General Unsecured Claims.  The Note
would bear interest at a fixed per annum rate of 9% until paid in
full, and would mature and become payable in 24 months after the
Effective Date.

The Plan was signed by Thomas J. Sandeman, Chief Executive Officer
of Piccadilly Restaurants, LLC and Robert P. Bermingham, Vice-
President of Yucaipa Corporate Initiatives Fund I, LLC.

Full-text copies of the Joint Chapter 11 Plan and Disclosure
Statement dated July 8, 2013, are available for free at:

      http://bankrupt.com/misc/PICCADILLYREST_PlanDSJul8.pdf

Counsel to Debtors Piccadilly Restaurants, LLC; Piccadilly Food
Service, LLC; and Piccadilly Investments, LLC is Elizabeth J.
Futrell, Esq., at Jones Walker LLP.

Counsel for Yucaipa Corporate Initiatives Fund I, L.P., are Robert
Klyman, Esq., at Latham & Watkins, LLP, and William H. Patrick,
III, Esq., at Heller, Draper, Patrick & Horn.

                  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. Fla. 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.  Mark A. Mintz,
Esq. at Jones Walker LLP represents the Debtors in their
restructuring efforts.  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.

Jeffrey L. Cornish serves as the Debtors' consultant.
Postlethwaite & Netterville, PAC, serve as their independent
auditors, accountants and tax consultants.  GA Keen Realty
Advisors, LLC, serve as the Debtors' special real estate advisors
while FTI Consulting, Inc., as their financial consultants.

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.  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.
Greenberg Traurig LLP also serves as counsel for the Committee
while Protiviti Inc. serves as financial advisor.


PICCADILLY RESTAURANTS: Taps Monroe Firm for Franchising Issues
---------------------------------------------------------------
Piccadilly Restaurants LLC and its debtor affiliates ask the court
for authority to employ and compensate Monroe Moxness Berg PA, as
of October 3, 2013, as an ordinary course of business
professional.

The Debtors seek to retain Monroe to assist them in investigating
potential franchising opportunities, which is a practice area in
which Monroe is uniquely qualified, says Elizabeth J. Futrell,
Esq., at Jones Walker LLP.  The legal work and expenses, however,
will not exceed $10,000, without the Debtors first seeking further
Court authority, after notice and hearing, she adds.

James A. Wahl, shareholder of the firm, attests that Monroe
Moxness is a "disinterested person" as that term is defined in
Section 101(14) of the Bankruptcy Code.

A hearing will be held on the Debtors' request on October 1, 2013,
10:00 a.m.

Counsel for the Debtors may be reached at:

   R. PATRICK VANCE, Esq.
   ELIZABETH J. FUTRELL, Esq.
   MARK A. MINTZ, Esq.
   TYLER J. RENCH, Esq.
   Jones Walker LLP
   201 St. Charles Avenue, 51st Floor
   New Orleans, LA 70170
   Telephone: (504) 582-8000/ Direct: (504) 582-8194
   Direct Facsimile:  (504) 589-8194
   E-mail: pvance@joneswalker.com
           efutrell@joneswalker.com
           mmintz@joneswalker.com
           trench@joneswalker.com

                  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. Fla. 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.  Mark A. Mintz,
Esq. at Jones Walker LLP represents the Debtors in their
restructuring efforts.  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.

Jeffrey L. Cornish serves as the Debtors' consultant.
Postlethwaite & Netterville, PAC, serve as their independent
auditors, accountants and tax consultants.  GA Keen Realty
Advisors, LLC, serve as the Debtors' special real estate advisors
while FTI Consulting, Inc., as their financial consultants.

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.  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.
Greenberg Traurig LLP also serves as counsel for the Committee
while Protiviti Inc. serves as financial advisor.


PINNACLE OPERATING: Moody's Rates $300MM Notes Caa1; Keeps B2 CFR
-----------------------------------------------------------------
Moody's Investors Service affirmed Pinnacle Operating
Corporation's B2 Corporate Family Rating and rated the proposed
$300 million second lien notes Caa1. Moody's also raised the
rating of the existing $350 million first lien term loan facility
to B1 from B2 due to the uplift from an increase in structurally
subordinated debt. Proceeds from the proposed second lien notes
will be used to repay the existing $125 million second lien term
loan, the outstanding borrowings under the ABL Revolver, and for
general corporate purposes. Upon completion of the proposed
refinancing, the rating on the second lien term loan will be
withdrawn. As a result of the refinancing, the LGD assessment
rates have changed as shown in the table below. The outlook is
stable.

Pinnacle Operating Corporation

Ratings affirmed:

  Corporate Family Rating -- B2

  Probability of Default Rating -- B2-PD

Ratings assigned:

  $300 million senior secured second lien notes due 2020 -- Caa1
  (LGD5/78%)

Ratings upgraded:

  $348 million senior secured first lien term loan due 2019 -- B1
  (LGD3, 40%) from B2 (LGD3, 46%)

Ratings to be withdrawn:

  $125-mil. senior secured second lien term loan due 2019 -- WR

Ratings Rationale:

Pinnacle's B2 CFR reflects the company's elevated leverage (under
7.0x on a Moody's proforma basis), volatile cash flow metrics,
along with ongoing debt financed acquisitions. The agricultural
distribution model has historically been a relatively stable
business with free cash flow generation and high single digit
EBITDA margins. The bulk of the company is formed from the
acquisition of Jimmy Sanders, Inc., whose steady operations have
benefited from favorable industry dynamics. Sales have increased
from $402 million in 2009 to approximately $1.0 billion as of the
LTM June 30, 2013 as a function of acquisitions and organic
growth.

The B2 CFR rating also reflects a limited operating track record
as well as the anticipation of sustained investment spending in
order to achieve the sponsor's goals of growing the company
through both organic development and the acquisition of other
agricultural distributors. Moody's notes that there are other
players larger than Pinnacle that may be interested in bidding for
the same assets and this competition is likely to result in high
purchase price multiples. Moody's also notes the ability to buy
distribution assets does not always occur at a steady pace such
that debt leverage may end up being higher than anticipated if
Pinnacle were to be successful on multiple bids.

The upgrade to the senior secured first lien term loan rating is
driven by the increase to structurally subordinated debt in the
capital structure. Specifically, Pinnacle is replacing their $125
million senior secured second lien term loan with the proposed
$300 million senior secured second lien notes due 2020.

The stable outlook reflects Moody's expectation that Pinnacle will
be able to grow its business in a relatively steady manner without
significant increases in leverage. Before an upgrade is
considered, Moody's would expect to see Pinnacle maintain a
Debt/EBITDA ratio of less than 4.5x on a sustained basis as well
as generate meaningful free cash flow. Should the company be
successful in improving profitability and generating meaningful
free cash flow/debt above 4%, to be applied towards debt
reduction, the ratings could be upgraded. The rating could be
lowered if the company increases its leverage sustainably over
7.0x and fails to successfully generate positive free cash flow
for a sustained period.

Pinnacle Operating Corporation, formed in mid-2012 by the
financial sponsor Apollo Global Management LLC, is an agricultural
input (seed, fertilizer, and crop protection chemicals) supply and
distribution business. Revenues were $979 million for the twelve
months ended June 30, 2013.

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


PROPETRO SERVICES: Moody's Assigns B3 CFR & Rates $260MM Debt B3
----------------------------------------------------------------
Moody's Investors Service assigned first time ratings to ProPetro
Services, Inc., including a B3 Corporate Family Rating, a B3
rating to the company's proposed $260 million senior secured bank
credit facility (comprised of a $220 million term loan B and a $40
million revolver), and an SGL-2 Speculative Grade Liquidity Rating
reflecting good liquidity through 2014. The rating outlook is
stable.

Net proceeds from the term loan offering will be used to refinance
existing debt, add cash to balance sheet for the acquisition of an
eighth hydraulic fracturing fleet, and cover transaction fees.
ProPetro was formed in 2005 and is 87%-owned and controlled by
Energy Capital Partners.

Assignments:

Issuer: ProPetro Services, Inc.

  Corporate Family Rating, Assigned B3

  Probability of Default Rating, Assigned B3-PD

  Speculative Grade Liquidity Rating, Assigned SGL-2

  $240 Million Senior Secured Term Loan B, Assigned B3
  (LGD3, 49%)

  $40 Million Senior Secured Revolver, Assigned B3 (LGD3, 49%)

Ratings Rationale:

The B3 CFR reflects ProPetro's small size and scale within the
broader oilfield services industry, concentrated operations in the
Permian Basin, and significant reliance on a highly volatile
oilfield services sub-segment (pressure pumping/hydraulic
fracturing) for cash flow generation. Pressure Pumping is expected
to represent about two-thirds of ProPetro's consolidated EBITDA
through 2015. The rating also considers the highly cyclical and
competitive nature of onshore drilling and completion services
demand, the short duration of ProPetro's service contracts, and
its private ownership. The rating is supported by ProPetro's good-
quality fracturing fleet, operating track record in one of the
most active and productive hydrocarbon basins in North America and
conservative leverage.

Due to the preponderance of one class of debt in the capital
structure, the proposed $220 million Term Loan and $40 million
revolver are rated B3, the same level as the CFR. The Term Loan
and the Revolver both have first-lien claims to ProPetro's assets,
rank pari passu, and have identical terms and conditions.

The SGL-2 rating reflects Moody's belief that following the debt
issue, ProPetro will have good liquidity through 2014 supported by
free cash flow and an undrawn $40 million revolving credit
facility. Moody's expects approximately $85 million of EBITDA in
2013 and $100 million of EBITDA in 2014 that should cover the
company's capex and working capital adequately. The revolver is
expected to have a five-year term. ProPetro is still negotiating
covenants for the credit facility and Moody's final ratings will
be subject to review of final documentation.

The stable outlook assumes continued healthy leverage and
liquidity profile.

Given the highly cyclical nature of ProPetro's operating
environment, an upgrade would be contingent on improved scale and
diversification, and reduced leverage. If EBITDA can be sustained
above $150 million and leverage (Debt to EBITDA) trends towards
2x, an upgrade could be considered.

A downgrade is likely if ProPetro is unable to maintain leverage
below 4x or faces liquidity challenges.

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

ProPetro Services, Inc. is a Midland, Texas, based private
oilfield services company with primary operations in the Permian
Basin, the Uinta-Piceance region of the Rocky Mountains, and the
Mid-Continent.


PROPETRO SERVICES: S&P Assigns 'B-' CCR & Rates $260MM Debt 'B'
---------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B-'
corporate credit rating to Midland, Texas-based ProPetro Services
Inc.  The outlook is stable.

S&P assigned a 'B' issue-level rating (one notch above the
corporate credit rating) to ProPetro's planned $220 million term
loan B due 2019 and $40 million revolving credit facility due
2018.  S&P also assigned a recovery rating of '2' to this debt,
which indicates its expectation of substantial (70% to 90%)
recovery in the event of a payment default.

"The stable outlook is based on our expectation that ProPetro's
liquidity will remain adequate, at more than $25 million over the
next year, despite the potential for fracking overcapacity in the
Permian.  Moreover, in the event of stress, we believe that
ProPetro has the ability to cut capital spending to $10 million to
$20 million.  Under our baseline forecast, we expect that ProPetro
will maintain debt to EBITDA leverage of 2.5x to 3x," said
Standard & Poor's credit analyst Marc Bromberg.

S&P could lower the rating if revolving credit facility
availability plus cash on hand deteriorates to less than
$20 million.  S&P views an upgrade as highly unlikely over the
intermediate term given its assessment of the company's vulnerable
business risk profile.  An upgrade will be predicated on the
company improving the scale and diversity of its business lines
and reducing its geographic concentration.


QUBEEY INC: Section 341(a) Meeting Scheduled for Oct. 15
--------------------------------------------------------
A meeting of creditors in the bankruptcy case of Qubeey, Inc.,
will be held on Oct. 15, 2013, at 9:00 a.m. at RM 105, 21051
Warner Center Lane, Woodland Hills, CA.

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.

Qubeey, Inc., filed a Chapter 11 petition (Bankr. C.D. Cal. Case
No. 13-15805) on Sept. 5, 2013.  Rocky Wright signed the petition
as president.  The Debtor estimated assets of at least $10 million
and debts of at least $1 million.  Douglas M. Neistat, Esq., --
E-mail: tkrant@greenbass.com -- at GREENBERG & BASS, in Encino,
CA, serves as the Debtor's counsel.  Judge Maureen Tighe presides
over the case.


QUIKRETE HOLDINGS: Moody's Assigns 'B1' CFR; Outlook Stable
-----------------------------------------------------------
Moody's Investors Service assigned a first-time B1 Corporate
Family Rating and B1-PD Probability of Default Rating to Quikrete
Holdings, Inc., a manufacturer and distributor of packaged
concrete and cement mixes. Moody's also assigned a B1 rating to
the company's proposed $1.23 billion senior secured term loan B
due 2020, and a B3 rating to its proposed $190 million second lien
senior secured term loan due 2021. Some cash on hand, borrowings
under the company's new $200 million asset-based revolving credit
facility (unrated), and proceeds from the term loans will be used
to acquire CBP Holding Corporation for approximately $765 million
from Kelso & Company, the primary owner of CBP, to refinance about
$680 million of existing debt, and to pay related fees and
expenses. The rating outlook is stable.

The following ratings are affected by this action:

  Corporate Family Rating assigned B1;

  Probability of Default Rating assigned B1-PD;

  Senior Secured Term Loan B due 2020 assigned B1 (LGD3, 49%),
  and

  2nd Lien Senior Secured Term Loan due 2021 assigned B3
  (LGD6, 92%).

Ratings Rationale

Quikrete's B1 Corporate Family Rating incorporates Moody's view
that the company's healthy operating margins are a key credit
strength. Margin performance is aided by ongoing improvements to
operating efficiency, and an ability to mitigate cost increases
over a period of time. Moody's also believes the company's
variable cost structure gives it added flexibility to size its
work force relatively quickly to meet changing demands and to
maintain its margins. Quikrete should also reap some benefits from
future growth prospects in the repair and remodeling market and
new housing construction, the primary drivers of its revenues.
Moody's projects adjusted interest coverage, defined as EBITA-to-
interest expense, could approach 3.0 times by year-end 2014, aided
by debt reduction from free cash flow. Quikrete's ability to
generate free cash flow, and expectations of ample availability
under its proposed revolving credit facility contribute to Moody's
view that the company will have a good liquidity profile over the
next 12 months. The good liquidity profile provides Quikrete
financial flexibility to meet potentially higher demand for its
products and to contend with a more leveraged capital structure.

Constraining the rating at this time is the company's pro forma
leveraged capital structure. Moody's calculates the pro forma
leverage at June 30, 2013 to be about 5.5 times. Balance sheet
debt is increasing by about $815 million, or 120% upon
consummation of the acquisition, and will have significant
negative tangible net worth. Although Moody's recognizes that CBP
will expand Quikrete's product offerings, it still views the
Quikrete as a single line of business, which it feels is a
weakness despite the rebound in the company's end markets. Also,
majority of the Quikrete future revenues are through the big box
retailers, representing a significant distribution concentration.

The stable rating outlook incorporates Moody's view that
Quikrete's operating performance will continue to improve and that
free cash flow will be used for debt reduction, resulting in
credit metrics that are more supportive of the current corporate
family rating. Quikrete's good liquidity profile and the absence
of any near-term maturities beyond term loan amortization also
give the company sufficient financial flexibility to contend with
potential disruption with its primary big box retail customers,
and to support growth initiatives as the repair and remodeling and
new housing construction sectors continue to recover.

Quikrete's liquidity position is supported by the availability
under the new $200 million ABL revolving credit facility due 2018,
lack of term loan maturities until 2020, solid cash flow
generative capabilities, and lack of financial maintenance
covenants, with the exception of a fixed charge coverage ratio
that needs to be maintained if the revolver availability falls
below a certain level. On the other hand, the liquidity is
constrained by the expected very limited cash balances and lack of
alternate liquidity sources.

The rating could be considered for an upgrade, if the company
accomplished its adjusted debt to EBITDA deleveraging to below
4.0x, if adjusted debt to capitalization ratio was trending
sustainably towards 60%, and if EBITA interest coverage improved
above 3.5x, while sufficient liquidity was maintained.

The rating could experience a downward pressure if the company's
leverage remains elevated for an extended period of time, if EBITA
interest coverage declines below 2.5x or if significant
integration challenges emerge.

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

Quikrete Holdings, Inc., founded in 1940 and headquartered in
Atlanta, Georgia, is a North American manufacturer and a
distributor of packaged concrete and cement mixes. The company
operates 136 facilities and manufactures over 1,000 products for
professional and consumer use. CBP manufactures and distributes
ceramic tile installation products, offering over 1,000 products.
The combined company will have distribution capabilities to 50
states and 30 countries.


QUIKRETE HOLDINGS: S&P Assigns Prelim. 'B+' CCR; Outlook Stable
---------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its
preliminary 'B+' corporate credit rating to Atlanta, Ga.-based
Quikrete Holdings Inc.  The outlook is stable.

At the same time, S&P assigned its preliminary 'B+' (same as the
corporate credit rating) issue-level rating to Quikrete's
$1.23 billion senior secured bank term loan B due 2020.  The
preliminary recovery rating is '3', indicating S&P's expectation
of meaningful (50% to 70%) recovery for lenders under its default
scenario.

In addition, S&P assigned its preliminary 'B-' (two notches lower
than the corporate credit rating) issue-level rating to Quikrete's
$190 million second-lien term loan due 2021.  The preliminary
recovery rating is '6', indicating S&P's expectation of negligible
(0% to 10%) recovery for lenders under its default scenario.

The company used the transaction's proceeds to finance the
acquisition of Custom Building Products Inc., repay existing debt,
and pay related transaction expenses.

"The stable rating outlook reflects our expectation that the
company will continue to generate positive free cash flow and
maintain strong liquidity.  We expect leverage to fall but to
remain high at about 5x by year-end 2013," said Standard & Poor's
credit analyst Maurice Austin.

S&P would consider an upgrade if financial performance were better
than expected, resulting in more-than-expected repayment of debt
such that 2014 leverage strengthens and is sustained at less than
5x.  This could occur if residential improvement spending grew at
least in line with Standard & Poor's economists' estimates of 7.4%
growth in 2014, and if the company did not pursue another large,
leveraged acquisition in that time frame.

A downgrade is less likely in the near term, given S&P's favorable
outlook for residential home construction and remodeling spending.
However, S&P could consider a negative rating action if the
increase in remodeling spending failed to materialize as it
expected, resulting in less-than-expected financial performance
such that the company maintains a continuing balance on the ABL.
Consequently, availability would decline to $100 million, which in
S&P's view would be considered "adequate" liquidity.


RESIDENTIAL CAPITAL: Objects to Haffey's $10-Mil. in Claims
-----------------------------------------------------------
Residential Capital LLC and its affiliates object to, and ask the
Court to disallow and expunge, Claim Nos. 2582 and 4402 filed by
Shane M. Haffey against Debtor Residential Capital, LLC, on the
grounds that the Proofs of Claim: (a) are not properly asserted
against ResCap, and (b) fail to state a basis for liability
against the Debtors.

The Claims, each alleging at least $5 million against ResCap,
identify the basis for the claims as "Document Fraud, forgery,
fraud on the court" and "QUI TAM Document Fraud, Document Forgery,
Slander of Title, Quiet title, Fraud on the Court" and attach in
support various documents and pleadings from other cases.  Each of
the causes of action asserted in the Proofs of Claim arise out of
the 2007 refinancing of a $1 million mortgage loan by Claimant and
his wife and counsel, Heather Boone McKeever, which loan was
serviced by Debtor GMAC Mortgage LLC.

According to Norman S. Rosenbaum, Esq., at Morrison & Foerster
LLP, in New York, as of Aug. 26, 2013, all borrowers' claims
asserted against the Debtors have been conclusively resolved in
the Debtors' favor.  Despite his inability to assert any viable
claims, as established by the dispositive rulings of a federal
court in six separate lawsuits, the Claimant filed the Proofs of
Claim asserting $5 million in claims based on the very same failed
legal theories, Mr. Rosenbaum relates.  The claims asserted in the
Proofs of Claim are barred by the doctrines of res judicata and
collateral estoppel, and do not establish any liability of the
Debtors to Claimant, Mr. Rosenbaum asserts.  Moreover, the filing
of these meritless Proofs of Claim by Claimant, who has an
established history as a vexatious litigant, appear to be yet
another attempt to harass the Debtors through abusive legal
tactics, Mr. Rosenbaum further asserts.

A hearing on the Debtors' objection will be on Oct. 2, 2013 at
10:00 a.m. (Prevailing Eastern Time).  The response deadline is
Sept. 16.

The Debtors are also represented by Gary S. Lee, Esq., Melissa A.
Hager, Esq., and Erica J. Richards, Esq., at MORRISON & FOERSTER
LLP, in New York.

                   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.

The bankruptcy court approved disclosure materials so creditors
can vote on ResCap's reorganization plan. There will be a Nov. 19
confirmation hearing for approval of the plan, funded in part by a
$2.1 billion settlement payment from Ally. The settlement gives
Ally freedom from most lawsuits, although not from those brought
by the FHFA.

Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL CAPITAL
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by affiliates of Residential Capital LLC and its
affiliates (http://bankrupt.com/newsstand/or 215/945-7000).


RESIDENTIAL CAPITAL: PNC Bank Defends Contribution Claim
--------------------------------------------------------
Residential Capital LLC and its affiliates ask the Court to
disallow and expunge Claim No. 4760 filed by PNC Bank, N.A.,
against Debtor Residential Funding Company, LLC, on the grounds
that there does not exist any statutory or contractual basis for
the PNC Claim.  In the alternative, should the Court find that PNC
has a basis for a contribution/indemnification claim against the
Debtors alleged in the PNC Claim, the Debtors assert that the PNC
Claim must be disallowed pursuant to Section 502(e)(1)(B) of the
Bankruptcy Code.

PNC Bank vigorously disputes that the claims asserted are without
substantive basis under applicable non-bankruptcy law but
acknowledges that the claims remain contingent and unliquidated,
and are therefore subject to disallowance under Section 502(e)(1)
of the Bankruptcy Code.  Accordingly, PNC states that it does not
object to disallowance solely under, and by operation of, Section
502(e)(1), and will withdraw the Proof of Claim on that basis.

Notwithstanding that PNC has acknowledged that the Proof of Claim
is subject to disallowance under Section 502(e)(1), PNC reserves,
among other things, its rights to subrogation to distributions
made on any proofs of claim filed in this proceeding by or on
behalf of any named or putative class plaintiffs in the MDL as and
when any right will arise.

A hearing on the claims objection was slated for Sept. 11, 2013,
at 10:00 a.m.

Vincent J. Marriott, Esq., and Sarah Schindler-Williams, Esq., at
Ballard Spahr LLP, in Philadelphia, Pennsylvania, represent PNC.

                   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.

The bankruptcy court approved disclosure materials so creditors
can vote on ResCap's reorganization plan. There will be a Nov. 19
confirmation hearing for approval of the plan, funded in part by a
$2.1 billion settlement payment from Ally. The settlement gives
Ally freedom from most lawsuits, although not from those brought
by the FHFA.

Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL CAPITAL
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by affiliates of Residential Capital LLC and its
affiliates (http://bankrupt.com/newsstand/or 215/945-7000).


RESIDENTIAL CAPITAL: Malinowski's $138-Mil. Claim Disallowed
------------------------------------------------------------
Judge Martin Glenn sustained Residential Capital's objection to
Claim No. 1154 filed by Kenneth J. Malinowski, asserting $138
million.  Accordingly, Claim No. 1154 is expunged and disallowed.

In their objection, the Debtors said that Claim No. 1154 (a) lacks
sufficient supporting documentation, (b) is not a liability of the
Debtors, and (c) fails to state a basis for liability against the
Debtors.

Norman S. Rosenbaum, Esq., Gary S. Lee, Esq., and Jordan A.
Wishnew, Esq., at Morrison & Foerster LLP, in New York, represent
the Debtors.

                   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.

The bankruptcy court approved disclosure materials so creditors
can vote on ResCap's reorganization plan. There will be a Nov. 19
confirmation hearing for approval of the plan, funded in part by a
$2.1 billion settlement payment from Ally. The settlement gives
Ally freedom from most lawsuits, although not from those brought
by the FHFA.

Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL CAPITAL
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by affiliates of Residential Capital LLC and its
affiliates (http://bankrupt.com/newsstand/or 215/945-7000).


RESIDENTIAL CAPITAL: Wants Class Suit Barred Until Dec. 31
----------------------------------------------------------
Residential Capital LLC, the Official Committee of Unsecured
Creditors, and Ally Financial Inc. and Ally Bank ask the
Bankruptcy Court to extend the automatic stay and enjoin the
prosecution of claims against Ally in the putative class action
entitled Rothstein, et al. v. GMAC Mortgage, LLC, et al., No.
1:12-cv-03412 (AJN) (S.D.N.Y.) until the earlier of the effective
date of the Plan and Dec. 31, 2013.

A hearing on the motion will be on Sept. 24, 2013 at 10:00 a.m.
(ET).  Objections are due Sept. 13.

Gary S. Lee, Esq., Stefan W. Engelhardt, Esq., and Lorenzo
Marinuzzi, Esq., at MORRISON & FOERSTER LLP, in New York,
represent the Debtors.

Kenneth H. Eckstein, Esq., and Douglas H. Mannal, Esq., at KRAMER
LEVIN NAFTALIS & FRANKEL LLP, in New York, represent the
Creditors' Committee.

Richard M. Cieri, Esq., Ray C. Schrock, Esq., and Stephen E.
Hessler, Esq., at KIRKLAND & ELLIS LLP, in New York; and Jeffrey
S. Powell, Esq., Daniel T. Donovan, Esq., and Judson D. Brown,
Esq., at KIRKLAND & ELLIS LLP, in Washington, D.C., represent AFI
and Ally Bank.

                   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.

The bankruptcy court approved disclosure materials so creditors
can vote on ResCap's reorganization plan. There will be a Nov. 19
confirmation hearing for approval of the plan, funded in part by a
$2.1 billion settlement payment from Ally. The settlement gives
Ally freedom from most lawsuits, although not from those brought
by the FHFA.

Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL CAPITAL
BANKRUPTCY NEWS.  The newsletter tracks the Chapter 11 proceeding
undertaken by affiliates of Residential Capital LLC and its
affiliates (http://bankrupt.com/newsstand/or 215/945-7000).


RESIDENTIAL CAPITAL: MoFo Agrees to Trim $23MM Bill
---------------------------------------------------
Law360 reported that Morrison & Foerster LLP agreed to marginally
reduce what is expected to be a nearly $23 million bill in
Residential Capital LLC's New York bankruptcy proceedings, arguing
that the attorneys' fees are a product of a complex case that has
required several professionals.

Attorneys for ResCap agreed to cut $39,526 from its fees and
expenses for services provided between May 2012 and April 2013 in
order to avoid "protracted litigation" over the contested fees and
expenses, according to court documents, the report related.

                   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.

The bankruptcy court approved disclosure materials so creditors
can vote on ResCap's reorganization plan. There will be a Nov. 19
confirmation hearing for approval of the plan, funded in part by a
$2.1 billion settlement payment from Ally. The settlement gives
Ally freedom from most lawsuits, although not from those brought
by the FHFA.

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).


RHYTHM & HUES: Wants Until Sept. 20 to File Chapter 11 Plan
-----------------------------------------------------------
AWTR Liquidation, Inc., formerly known as Rhythm and Hues, Inc.
asks the U.S. Bankruptcy Court for the Central District of
California to approve a third stipulation extending the deadline
to file a plan and disclosure statement.

The stipulation, entered among the Debtor, the Official Committee
of Unsecured Creditors and the plaintiffs in certain adversary
proceedings, provides that, among other things:

   1. the deadline for the Debtor to file a chapter 11 plan
      and disclosure statement will be extended from Sept. 6,
      2013, to Sept. 20;

   2. a status conference on the plan and disclosure statement
      will be held on Oct. 15, at 11 a.m., and required the filing
      of a case status report by Oct. 4.

At the Aug. 27, hearing, the Debtor, the Committee and the
plaintiffs in the adversary proceedings in the matter styled as,
Thomas C. Capizzi and Anthony Barcelo v. AWTR Liquidation, Inc.,
f/k/a Rhythm And Hues, Inc., Adv, Proc. and Thomas C. Capizzi v.
AWTR Liquidation, Inc., f/k/a Rhythm and Hues, Inc., engaged in
mediation of their dispute with the Hon. Mitchell Jay Goldberg as
mediator.

The Debtor, the Committee, and the plaintiffs in the adversary
proceedings reached a settlement in principle at the mediation and
are working to document the settlement.

The Court will consider the Debtor's motion in an Oct. 15, 2013
hearing at 11 a.m.

                     About Rhythm and Hues

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

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

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

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

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

At the end of March 2013, the Debtor sold the business to 34x118
Holdings Inc., an affiliate of competitor Prana Studios Inc.  The
buyer agreed to pay $1.2 million cash, take over payment of the
loan financing the Chapter 11 effort, pay defaults on contracts
going along with the sale, and assume liabilities to employees for
as much as $5 million.  On May 24, 2013, the Debtor obtained Court
permission to change its corporate name to AWTR Liquidation, Inc.


ROCK POINTE: Ch.11 Trustee Taps Crumb & Munding as Counsel
----------------------------------------------------------
The Chapter 11 trustee for Rock Pointe Holdings Company LLC filed
papers with the U.S. Bankruptcy Court for the Eastern District of
Washington seeking approval to hire his firm, Crumb & Munding,
P.S., as counsel.

The Chapter 11 Trustee said he requires legal counsel experienced
in bankruptcy and litigation matters for representation involving
legal issues arising in the case including, but not limited to,
plan proposal.

The professional services to be rendered by Crumb & Munding, P.S.
are legal services related to representation of the Estate's
interest in real and personal property as necessary for the
efficient administration of the estate as the case proceeds, he
says.

The firm's professionals will be paid based on these hourly rates:

   John D. Munding        $325
   Associates             $150
   Legal Assistants        $50
   Interns/clerks          $50

Mr. Munding assures the Court that Crumb & Munding does not hold
or represent an interest adverse to the estate, and that the firm
is a "disinterested person" and has not served as examiner in the
case.

The Chapter 11 Trustee may be reached at:

   JOHN D. MUNDING, Esq.
   CRUMB & MUNDING, P.S.
   111 S. Post Street, PH 2290
   Spokane, WA  99201
   Phone: (509) 624-6464
   E-mail: munding@crumb-munding.com

                        About Rock Pointe

Rock Pointe Holdings Company LLC owns the Rock Pointe Corporate
Center in Spokane, Washington.  The Company filed for Chapter 11
protection (Bankr. E.D. Wash. Case No.11-05811) on Dec. 2, 2011.
The Debtor estimated both assets and debts of between $50 million
and $100 million.

Southwell & O'Rourke, P.S., serves as counsel for the Debtor.

The U.S. Trustee appointed five unsecured creditors to serve on
the Debtor's Official Committee of Unsecured Creditors.  Kenneth
W. Gates is the counsel for the Committee.

Ford Elsaesser served as mediator for of all issues regarding the
treatment of the debt owed to DMARC.

The United States Trustee appointed John Munding as Chapter 11
trustee in the bankruptcy case.


ROGERS BANCSHARES: Simmons First Wins Metropolitan Nat'l Auction
----------------------------------------------------------------
Marie Beaudette, writing for DBR Small Cap, reported that Simmons
First National Corp. said it won a bankruptcy auction for Rogers
Bancshares Inc.'s Metropolitan National Bank.

                    About Rogers Bancshares Inc.

Little Rock, Arkansas-based Rogers Bancshares Inc., filed for
Chapter 11 relief (Bankr. E.D. Ark. Case No. 13-13838) on July 5,
2013.

Bankruptcy Judge James G. Mixon presides over the case.  Samuel M.
Stricklin, Esq. -- sam.stricklin@bgllp.com -- at Bracewell &
Giuliani, LLP represents the Debtor in its restructuring efforts.
The Debtor estimated $10 million to $50 million in assets and
debts.  Rogers owes $41.3 million on three issues of junior
subordinated debentures and $39.6 million on four issues of
preferred stock. The petition was signed by Susan F. Smith,
secretary.

The Official Committee of Unsecured Creditors has hired Hunton &
Williams LLP and James F. Dowden PA as counsel; and Carl Marks
Advisory Group LLC as financial advisors.


ROSETTA GENOMICS: Incurs $6.3 Million Net Loss in H1 2013
---------------------------------------------------------
Rosetta Genomics Ltd. and its subsidiary reported a net loss after
discontinued operations of $6.29 million on $193,000 of revenues
for the six months ended June 30, 2013, as compared with a net
loss after discontinued operations of $6.58 million on $51,000 of
revenues for the same period last year.

As of June 30, 2013, the consolidated balance sheets showed $30.28
million in total assets, $2.34 million in total liabilities and
$27.93 million total shareholders' equity.

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

                          http://is.gd/7fXuEF

                             About Rosetta

Based in Rehovot, Israel, Rosetta Genomics Ltd. is seeking to
develop and commercialize new diagnostic tests based on a recently
discovered group of genes known as microRNAs.  MicroRNAs are
naturally expressed, or produced, using instructions encoded in
DNA and are believed to play an important role in normal function
and in various pathologies.  The Company has established a CLIA-
certified laboratory in Philadelphia, which enables the Company to
develop, validate and commercialize its own diagnostic tests
applying its microRNA technology.

Rosetta Genomics disclosed a net loss of US$10.45 million on
US$201,000 of revenue for the year ended Dec. 31, 2012, as
compared with a net loss of US$8.83 million on US$103,000 of
revenue during the prior year.

                        Bankruptcy Warning

In its annual report for the year ended Dec. 31, 2012, the Company
said:

"We will require substantial additional funding and expect to
augment our cash balance through financing transactions, including
the issuance of debt or equity securities and further strategic
collaborations.  On December 7, 2012, we filed a shelf
registration statement on Form F-3 with the SEC for the issuance
of ordinary shares, various series of debt securities and/or
warrants to purchase any of such securities, either individually
or in units, with a total value of up to $75 million, from time to
time at prices and on terms to be determined at the time of such
offerings.  The filing was declared effective on December 19,
2012.  However there can be no assurance that we will be able to
obtain adequate levels of additional funding on favorable terms,
if at all.  If adequate funds are not available, we may be
required to:

   * delay, reduce the scope of or eliminate certain research and
     development programs;

   * obtain funds through arrangements with collaborators or
     others on terms unfavorable to us or that may require us to
     relinquish rights to certain technologies or products that we
     might otherwise seek to develop or commercialize
     independently;

   * monetizing certain of our assets;

   * pursue merger or acquisition strategies; or

   * seek protection under the bankruptcy laws of Israel and the
     United States."


SAN JOSE, CA: Makes Final Argument in Battle over Pension Cuts
--------------------------------------------------------------
Tim Reid, writing for Reuters, reported that California's third
largest city, San Jose, and its employee unions presented final
court arguments on Sept. 10 in a case that has major implications
for other cash-strapped local authorities wanting to cut pensions,
including bankrupt Detroit.

According to the report, even though voters in San Jose
overwhelmingly backed a measure last year that would cut pensions
for new workers and force current employees to contribute more to
their retirement benefits, the city's unions sued, claiming the
reforms were unconstitutional.

Both sides, following a judge's request made at the end of a five-
day trial last month, filed voluminous closing arguments and
summaries late Sept. 10, much of which will likely be reprised in
the litigation between unions and city authorities in Detroit,
which filed for the biggest municipal bankruptcy in U.S. history
in July, the report related.

San Jose's pension overhaul was promoted by Democratic mayor Chuck
Reed and approved by 70 percent of voters in 2012, the report
said.  Reed believed it was the best way to alleviate an acute
budget shortfall and a rapidly growing unfunded pension liability,
which sits at nearly $3 billion, and to save further cuts to
essential city services.

City workers, led by San Jose's police union, sued, demonstrating
how difficult it is for local governments in the United States --
even with a reform measure backed by voters -- to rein in soaring
pension and other retirement costs, the report added.


SAN DIEGO HOSPICE: Calif. Ban on Third-Party Releases Not Absolute
------------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that when San Diego Hospice & Palliative Care Corp. won
approval of its liquidating Chapter 11 plan, the bankruptcy court
handed down a decision saying that the prohibition against third-
party releases isn't absolute in the region covered by the U.S.
Court of Appeals for the Ninth Circuit in San Francisco.

The report relates that unlike circuit courts in other parts of
the country, the Ninth Circuit ruled in a 1995 case called
Lowenschuss that third-party releases are broadly prohibited in
bankruptcy plans.

A third-party release is a plan provision that gives a nonbankrupt
party, such as an officer or lender, immunity from being sued by
creditors.  As a result of Lowenschuss, few major bankruptcies are
filed in the Ninth Circuit because courts elsewhere are more
flexible on third-party releases.  The Ninth Circuit covers
bankruptcy courts in western states including California, Oregon,
Washington, Nevada and Arizona.

According to the report, U.S. Bankruptcy Judge Margaret
M. Mann, in her opinion on Sept. 4, ruled that Lowenschuss doesn't
bar a plan provision precluding suits against a creditors'
committee because the members remain liable for gross misconduct
and the release provision is consistent with the doctrine of
judicial immunity.  Similarly, Judge Mann said there is no
objection to giving immunity to the trustee of a liquidating trust
for anything less than gross misconduct.  She said that
Lowenschuss only governs releases for conduct during or before
bankruptcy, while California trust law permits limiting a
trustee's liability going forward.

The report relates that Judge Mann said she would sign a
confirmation order approving the Chapter 11 plan jointly proposed
by the company and the official creditors' committee.  Unsecured
creditors with claims totaling between $12 million and $16 million
were told their recovery may range from nothing to 43 percent.
The principal asset, an unused 24-bed hospice facility, is being
sold to Scripps Health for $16.6 million.  Although the court
approved the sale in April, the transfer can't be completed until
California regulators also give approval.  The estimated unsecured
claims didn't include claims resulting from termination of
contracts and leases nor claims of employees for mass firings.
Just before confirmation, it was agreed to set aside $3.4 million
for former workers.

                      About San Diego Hospice

San Diego Hospice & Palliative Care Corporation filed a Chapter 11
petition (Bankr. S.D. Cal. Case No. 13-01179) in San Diego on
Feb. 4, 2013.  The Debtor is the operator of the San Diego Hospice
and The Institute for Palliative Medicine, one of the largest
community-owned, not-for-profit hospices in the country.

The Debtor scheduled $20,369,007 in total assets and $14,888,058
in total liabilities.

Before the bankruptcy filing, the Debtor was under a federal
investigation, focusing whether it allowed patients to stay in the
program even when their diagnosis changed.  The Debtor said that
it will meet with government agencies to address their concerns,
explore partnerships with other health care organizations, and
work to restructure and resize San Diego Hospice.  The Debtor said
it has encouraged Scripps Health, the region's largest provider of
health care services, to enter the hospice business.

Procopio, Cory, Hargreaves & Savitch LLP serves as counsel to the
Debtor.

On April 30, 2013, San Diego Hospice received Court authority to
sell its unused 24-bed hospice facility to Scripps Health for
$16.55 million.  Scripps made the opening bid of $10.7 million at
the auction that took place before the sale-approval hearing.  The
other bidder was Sharp Healthcare.  The sale is also subject to
approval by regulators in California.

In May 2013, San Diego Hospice and its creditors' committee
jointly filed a liquidating Chapter 11 plan and an explanatory
disclosure statement.


SARALAND LLLP: S.D. Georgia Judge Won't Stay Proceedings
--------------------------------------------------------
Bankruptcy Judge Susan D. Barrett denied the request of individual
debtor Lister Harrell for a stay until February 12, 2014, of these
bankruptcy proceedings pending before the U.S. Bankruptcy Court
for the Southern District of Georgia, in Dublin:

        Debtor                                Case No.
        ------                                --------
     Paradise Farms, Inc., Chapter 7          12-30111
     Lister W. Harrell, Chapter 7             12-30112
     Saraland, LLLP, Chapter 11               12-30113

Mr. Harrell filed several pro se requests that the bankruptcy
proceedings be stayed until February 2014 due to his incarceration
and inability to hire counsel to represent his interests.  Mr.
Harrell further alleges the Chapter 11 Trustee appointed in the
Saraland case is improperly seizing property that does not belong
to Saraland.  He also seeks an extension of the time to object to
discharge and to determine nondischargeability of debt.  Mr.
Harrell arranged for transportation from the Dodge County jail and
attended the hearing on Sept. 3, 2013 representing himself.

Judge Barrett noted that decisions to stay proceedings "are left
to the sound discretion of the Court."

A copy of the Court's Sept. 9, 2013 Opinion and Order is available
at http://is.gd/2ZwtyJfrom Leagle.com.


SOLAR POWER: Interim CFO to Receive $300,000 Annual Salary
----------------------------------------------------------
Charlotte Xi, the newly appointed president, global chief
operating officer and interim chief financial officer of Solar
Power, Inc., will serve at-will and her compensation will be
approximately $300,000 per year subject to currency exchange rate
adjustments, the Company disclosed in an amended Form 8-K filing
with the U.S. Securities and Exchange Commission.

Ms. Xi has spent the past six and half years at Canadian Solar
Inc. (CSI) with progressive responsibilities.  She served as
senior vice president of Global Operations at CSI from November
2009 to June 2013.  Prior to that, she was the vice president of
Finance, and later vice president of Overseas Operations.  She was
also compliance officer and corporate controller of CSI since
February 2007.

Prior to joining CSI, Ms. Xi spent 18 years in the United States,
obtaining her advanced education degrees and professional
experience.  Between 2004 and 2006, Ms. Xi was director of
accounting and compliance at ARAMARK Corporation, a Fortune 500
company, and TV Guide Magazine in the United States, responsible
for financial reporting and successfully implementing
Sarbanes?Oxley compliance during the first year of its
applicability.  In addition to her corporate reporting experience,
Ms. Xi spent eight years in manufacturing facilities with
progressive job responsibilities from cost accountant to plant
controller for the Saint?Gobain Corporation and
Worthington?Armstrong Venture.  Ms. Xi holds a bachelor's degree
from the Shanghai Teachers University and MA and MBA degrees from
the Midwestern State University in Texas.  She is also a member of
the AICPA and has been a Texas?licensed CPA since 1996.

During the last fiscal year, Ms. Xi has not been a party to any
transaction or any proposed transaction to which the Company is or
was to be a party and in which Ms. Xi would have a direct or
indirect interest.  Ms. Xi has no family relationships with any
director or executive officers of the Company, or with any persons
nominated or chosen by the Company to become directors or
executive officers.

                          About Solar Power

Roseville, Cal.-based Solar Power, Inc., is a global solar
energy facility ("SEF") developer offering its own brand of high-
quality, low-cost distributed generation and utility-scale SEF
development services.  Primarily, the Company works directly with
and for developers around the world who hold large portfolios of
SEF projects for whom it serves as an engineering, procurement and
construction contractor.  The Company also performs as an
independent, turnkey SEF developer for one-off distributed
generation and utility-scale SEFs.

Solar Power disclosed a net loss of $25.42 million in 2012, as
compared with net income of $1.60 million in 2011.  The Company's
balance sheet at June 30, 2013, showed $141.13 million in total
assets, $124.38 million in total liabilities and $16.75 million in
total stockholders' equity.

Crowe Horwath LLP, in San Francisco, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that the Company has incurred a current year net loss of $25.4
million, has an accumulated deficit of $23.8 million, has
experienced a significant reduction in working capital, has past
due related party accounts payable and material adverse change and
default clauses in certain debt facilities under which the banks
can declare amounts immediately due and payable.  Additionally,
the Company's parent company LDK Solar Co., Ltd, has experienced
financial difficulties, which among other items, has caused delays
in project financing.  These matters raise substantial doubt about
the Company's ability to continue as a going concern.


SENTINEL MANAGEMENT: Bank of New York Seeks Rehearing on Loss
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Bank of New York Mellon Corp., after a stinging
defeat last month in a lawsuit with the bankruptcy trustee for
defunct money manager Sentinel Management Group Inc., is asking
all active judges on the U.S. Court of Appeals in Chicago to
review and reverse an Aug. 26 opinion by a three-judge panel of
that court.

According to the report, in the Sept. 9 filing with the appellate
court, the bank said that the August opinion by the three judges
"conflicts with 400 years of fraudulent transfer law." The bank
believes the opinion is in conflict with opinions from the U.S.
Supreme Court from 1909 and 1938.

Mr. Rochelle notes that the opinion last month was unusual because
three appellate judges reversed themselves, at the bank's expense.

The bank initially emerged victorious when the Seventh Circuit
appeals court in Chicago upheld dismissal of the suit in August
2012. At the Sentinel trustee's request, the three judges
announced they would review their conclusion.  Reversing
themselves, the same three judges decided on Aug. 26 that the
district judge was wrong in dismissing fraudulent transfer and
equitable subordination claims against Bank of New York.  The
decision last month meant that the bank might find itself with an
unsecured rather than secured claim for $312 million.

Mr. Rochelle adds that last month's ruling might also eventually
mean that the bank's claim will come behind other creditors under
a theory known as equitable subordination.

Bank of New York, the report discloses, faults last month's ruling
by inferring intent to defraud just because Sentinel knew it was
misappropriating customers' segregated property.  The bank says
there is no intent to defraud when a company is only trying to
stay in business, even if Sentinel was stealing from one
creditor to pay another.

The appeal is In re Sentinel Management Group Inc., 1903378,
Seventh U.S. Circuit Court of Appeals (Chicago). The suit in
District Court is Grede v. Bank of New York, 08-cv-02582, U.S.
District Court, Northern District of Illinois (Chicago).

                     About Sentinel Management

Based in Northbrook, Illinois, Sentinel Management Group Inc. --
http://www.sentinelmgi.com/-- was a full service firm offering a
variety of security solutions.  The Company filed a voluntary
Chapter 11 petition (Bankr. N.D. Ill. Case No. 07-14987) on
Aug. 17, 2007.  Ronald Barliant, Esq., Randall Klein, Esq., and
Kathryn A. Pamenter, Esq., at Goldberg, Kohn, Bell & Black
Rosenbloom & Moritz, Ltd., represented the Debtor.  Lawyers at
Quinn, Emanuel Urquhart Oliver & Hedges, LLP, represented the
Official Committee of Unsecured Creditors.  When the Debtor sought
bankruptcy protection, it estimated assets and debts of more than
$100 million.

On Aug. 28, 2007, the Court approved Frederick Grede as the
Debtor's Chapter 11 Trustee.  Marc I. Fenton, Esq., at DLA Piper
US LLP, and Vincent E. Lazar, Esq, at Jenner & Block LLP,
represent the Chapter 11 Trustee.

The Court confirmed the Fourth Amended Chapter 11 Plan of
Liquidation for Sentinel on Dec. 15, 2008, which created a
Liquidation Trust.  The Plan became effective Dec. 17, 2008, and
Mr. Grede was appointed Liquidation Trustee.


SEVEN COUNTIES: Can Access Cash Collateral Until March 17
---------------------------------------------------------
In an interim order entered Sept. 6, 2013, the U.S. Bankruptcy
Court for the Western District of Kentucky authorized Seven
Counties Services, Inc., effective as of Sept. 1, 2013, to use
cash collateral of Fifth Third Bank through the earlier of (i) the
tenth calendar day following entry by the Court of an any order
ruling on the Motion for Preliminary Injunction (Adversary No. 13-
03019); or (ii) March 17, 2014.

A copy of the fifth interim cash collateral order is available at:

         http://bankrupt.com/misc/sevencounties.doc263.pdf

                        About Seven Counties

Seven Counties Services Inc., a not-for-profit behavioral
services provider from Louisville, Kentucky, filed for Chapter 11
protection (Bankr. W.D. Ky. Case No. 13-31442) in the hometown
on April 4, 2013.  The petition was signed by Anthony M. Zipple as
president/CEO.  The Debtor scheduled assets of $45,603,716 and
scheduled liabilities of $232,598,880.  Seiller Waterman LLC
serves as the Debtor's counsel.  Judge Joan A. Lloyd presides over
the case.

Wyatt, Tarrant & Combs LLP represents the Debtor as special
counsel.  Hall, Render, Killian, Heath & Lyman, PLLC, is special
counsel to represent and advise it in the implementation of its
new software system.

The agency generates more than $100 million a year in revenue and
employs a staff of 1,400 providing services at 21 locations and
120 schools and community centers.


STEREOTAXIS INC: Has Rights Offering of 6.3-Mil. Common Shares
--------------------------------------------------------------
Stereotaxis, Inc., is distributing, at no charge, to the holders
of the Company's common stock and of certain of its warrants,
transferable subscription rights to purchase an aggregate of up to
6,315,953 shares of the Company's common stock, par value $0.001
per share.  Holders will receive a subscription right to purchase
one-third of a share of common stock at a price of $3.00 per share
for each whole share of common stock that they owned as of 5:00
p.m. New York City time on [   ], 2013, the record date.

The Company has agreed with Broadridge Corporate Issuer Solutions,
Inc., to serve as the rights agent for the rights offering.  The
rights agent will hold in escrow the funds the Company receives
from subscribers until the Company completes or cancels the rights
offering.

The rights offering will expire at 5:00 p.m., New York City time,
on the date that is 21 days after the commencement of the rights
offering.  The rights offering is currently expected to expire at
5:00 p.m. New York City time, on [   ], 2013.

A copy of the Form S-1 prospectus is available for free at:

                        http://is.gd/R4ocOE

                         About Stereotaxis

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

Ernst & Young LLP, in St. Louis, Missouri, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012, citing recurring operating
losses and working capital deficiency which conditions raise
substantial doubt about the Company's ability to continue as a
going concern.

Stereotaxis incurred a net loss of $9.23 million in 2012, as
compared with a net loss of $32.03 million in 2011.  The Company's
balance sheet at June 30, 2013, showed $23.99 million in total
assets, $49.63 million in total liabilities and a $25.63 million
total stockholders' deficit.


SURTRONICS INC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Surtronics, Inc.
        P.O. Box 33459
        Raleigh, NC 27636

Bankruptcy Case No.: 13-05672

Chapter 11 Petition Date: September 9, 2013

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

Judge: Stephani W. Humrickhouse

Debtor's Counsel: David A. Matthews, Esq.
                  SHUMAKER, LOOP & KENDRICK, LLP
                  128 S. Tryon Street, Suite 1800
                  Charlotte, NC 28202
                  Tel: (704) 945-2140
                  Fax: (704) 332-1197
                  E-mail: dmatthews@slk-law.com

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

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

The petition was signed by Angela Stanley, president.

Debtor's List of Its 20 Largest Unsecured Creditors:

        Entity                     Nature of Claim    Claim Amount
        ------                     ---------------    ------------
Angela Stanley                     Trade Debt           $1,367,000
P.O. Box 33459
Raleigh, NC 27636

Perkinelmer Health Science         --                      $87,350
P.O. Box 101668
Atlanta, GA 30392-1668

I.D.S.C. Inc.                      --                      $30,707
P.O. Box 50107
Lighthouse, FL 33074

Precision Metal Sales              --                       $7,154

Brenntag Southeast, Inc.           --                       $4,128

Brenntag Southeast, Inc.           --                       $3,967

NET Global                         --                       $3,449

Triangle Refrigeration Services    --                       $3,432

Mid-Carolina Supply                --                       $2,822

Univar USA, Inc.                   --                       $2,787

Mid-Carolina Supply                --                       $2,587

Reliant Aluminum                   --                       $2,213

Mac Demid, Inc.                    --                       $2,101

Metal Chem, Inc.                   --                       $2,096

American Express-Delta             --                       $2,039

Metalast                           --                       $1,896

G & W Equipment Inc.               --                       $1,889

Technical Equipment                --                       $1,873

Alphanumeric Systems, Inc.         Debt                     $1,855

ChemPoint                          --                       $1,812


SWJ MANAGEMENT: Gets Approval to Hire David Carlebach as Counsel
----------------------------------------------------------------
SWJ Management LLC sought and obtained authority from the U.S.
Bankruptcy Court for the Southern District of New York to employ
the Law Offices of David Carlebach, Esq., as its counsel, nunc pro
tunc to June 28, 2013.

The professional services Carlebach will render include, but are
not limited to:

(a) providing the Debtor with legal counsel with respect to its
    powers and duties as a debtor-in-possession in the continued
    management of its property during the Chapter 11 case;

(b) preparing on behalf of the Debtor all necessary applications,
    answers, orders, reports, and other legal documents which may
    be required in connection with the Chapter 11 case;

(c) providing the Debtor with legal services with respect to
    formulating and negotiating a plan of reorganization with
    creditors; and

(d) performing other legal services for the Debtor as may be
    required during the course of the Chapter 11 case, including
    but not limited to, the institution of actions against third
    parties, objections to claims, and the defense of actions
    which may be brought by third parties against the Debtor.

The Debtors assured the Court that Carlebach has no connection
with, and no interests adverse to, the Debtor, its creditors,
other parties-in-interest, or their respective attorneys or
accountants.

The Debtor's Counsel may be reached at:

   David Carlebach, Esq.
   LAW OFFICES OF DAVID CARLEBACH, ESQ.
   40 Exchange Place, Suite 1306
   New York, NY 10005
   Tel: (212) 785-3041
   Fax: (646) 355-1916
   E-mail: david@carlebachlaw.com

                     About SWJ Management LLC

New York-based SWJ Management LLC filed for Chapter 11 (Bankr.
S.D.N.Y. Case No. 13-12123) on June 28, 2013.  Judge Allan L.
Gropper oversees the case.  The Law Offices of David Carlebach,
Esq., serves as the Debtor's counsel.  In its petition, the Debtor
estimated $50 million to $100 million in both assets and debts.
The petition was signed by Richard Annunziata, managing member.

An affiliate, Ridgewood Realty of LL, SK Mulberry Contract, filed
a separate Chapter 11 petition (Case No. 12-14085) on Sept. 28,
2012.


SWJ MANAGEMENT: Seeks to Tap EisnerAmper LLP as Accountants
-----------------------------------------------------------
SWJ Management LLC seeks authority from the U.S. Bankruptcy Court
for the Southern District of New York to employ the accounting
firm of EisnerAmper LLP, as its accountants, nunc pro tunc to June
28, 2013.

The Accounting Firm's Ira Spiegel assures the Court that
EisnerAmper has no connection with the Debtor, any of the
creditors, or any other party in interest in this case, or any of
the respective attorneys and accountants, and is a "disinterested
person" as that term is defined in 11 U.S.C. Section 101(14).

                     About SWJ Management LLC

New York-based SWJ Management LLC filed for Chapter 11 (Bankr.
S.D.N.Y. Case No. 13-12123) on June 28, 2013.  Judge Allan L.
Gropper oversees the case.  The Law Offices of David Carlebach,
Esq., serves as the Debtor's counsel.  In its petition, the Debtor
estimated $50 million to $100 million in both assets and debts.
The petition was signed by Richard Annunziata, managing member.

An affiliate, Ridgewood Realty of LL, SK Mulberry Contract, filed
a separate Chapter 11 petition (Case No. 12-14085) on Sept. 28,
2012.


SWJ MANAGEMENT: Case Transferred to New Jersey Bankruptcy Court
---------------------------------------------------------------
U.S. Bankruptcy Judge Allan L. Gropper granted on September 4,
2013, the motion of First Connecticut Group, LLC IV to transfer
the Chapter 11 case of SWJ Management LLC, case 13-12123 (ALG),
and the related adversary proceeding 13-1385 (ALG), to the United
States Bankruptcy Court for the District of New Jersey pursuant to
28 U.S.C. Section 1412 and Fed. R. Bankr. Proc. 1014.

All outstanding discovery requests in the case and in adversary
proceeding 13-1385 are suspended, and all outstanding subpoenas
are quashed, without prejudice to the renewal of any appropriate
discovery after the transfer of venue, ruled Judge Gropper.

The Court further held that the pending application of the Debtor
for the retention of accountants should be renewed before the New
Jersey Bankruptcy Court.

The Debtor had objected to the Motion saying that the interests of
justice demand that the Debtor's bankruptcies remain in the
Southern District of New York where they are owned and properly
venued.  The Debtor demanded to have basic due process rights and
its day in court through an evidentiary hearing on the issues
raised by the Motion.

However, Judge Gropper held that the Motion was in the best
interests of the Debtors and their estates and creditors as well
as convenient for all parties-in-interest, and there was no need
for an evidentiary hearing.

                     About SWJ Management LLC

New York-based SWJ Management LLC filed for Chapter 11 (Bankr.
S.D.N.Y. Case No. 13-12123) on June 28, 2013.  Judge Allan L.
Gropper oversees the case.  The Law Offices of David Carlebach,
Esq., serves as the Debtor's counsel.  In its petition, the Debtor
estimated $50 million to $100 million in both assets and debts.
The petition was signed by Richard Annunziata, managing member.

An affiliate, Ridgewood Realty of LL, SK Mulberry Contract, filed
a separate Chapter 11 petition (Case No. 12-14085) on Sept. 28,
2012.


TARGETED MEDICAL: Files Copy of Presentation with SEC
-----------------------------------------------------
Targeted Medical Pharma, Inc., filed with the U.S. Securities and
Exchange Commission a form of presentation that the Company
expects to use in connection with presentations to certain
potential investors.  A copy of the presentation is available for
free at http://is.gd/LpOjMv

                      About Targeted Medical

Los Angeles, Calif.-based Targeted Medical Pharma, Inc., is a
specialty pharmaceutical company that develops and commercializes
nutrient- and pharmaceutical-based therapeutic systems.

Targeted Medical disclosed a comprehensive loss of $9.58 million
on $7.29 million of total revenue for the year ended Dec. 31,
2012, as compared with a comprehensive loss of $4.18 million on
$8.81 million of total revenue during the prior year.

The Company's balance sheet at March 31, 2013, showed $12.22
million in total assets, $14.20 million in total liabilities and a
$1.98 million total shareholders' deficit.

EFP Rotenberg, LLP, in Rochester, New York, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that the Company has losses for the year ended Dec. 31, 2012,
totaling $9,586,182 as well as accumulated deficit amounting to
$13,684,789.  Further the Company does not have adequate cash and
cash equivalents as of Dec. 31, 2012, to cover projected operating
costs for the next 12 months.  As a result, the Company is
dependent upon further financing, related party loans, development
of revenue streams with shorter collection times and accelerating
collections on the Company's physician managed and hybrid revenue
streams.


TECHDYNE LLC: Court OKs Settlement With HIOX; Case is Dismissed
---------------------------------------------------------------
On Sept. 4, 2013, the U.S. Bankruptcy Court for the District of
Arizona approved the settlement agreement between TechDyne, LLC,
and HIOX Capital, LLC.  The Bankruptcy Court also ordered the
dismissal of the Debtor's Chapter 11 case.

As reported in the TCR on Sept. 4, 2013, a hearing on the motion
to approve the settlement agreement between Debtor TechDyne, LLC,
and HIOX Capital, LLC, was set for Sept. 10, 2013, at 11:00 a.m.

As previously reported, the Debtor asked the Bankruptcy Court to
approve the settlement agreement with HIOX Capital, which
agreement will satisfy the debt owing by the Debtor to HIOX and
provide a buy/sell mechanism to retire HIOX's 4.8770546% member
interest in the Debtor.

The Debtor will pay HIOX $405,590, at $75,000 down payment upon
approval of the settlement and payments over time at 10% interest
in monthly installments of $15,000.  On or before the year after
the end of the payoff, the Debtor will buy and HIOX will sell its
4.8770546% member interest in TechDyne for 50% of the then-
existing fair market value of the Debtor.

According to the Debtor's counsel, Bradley J. Stevens, Esq., at
Jennings, Strouss & Salmon, P.L.C., in Phoenix, Arizona, the
satisfaction of the HIOX Claim will resolve all remaining issues
with the case.  Accordingly, the Debtor also asks the Court to
dismiss the bankruptcy case upon the Court's approval of the
settlement.

David D. Cleary, Esq. -- cleary@gtlaw.com -- at Greenberg Traurig,
LLC, in Phoenix, Arizona, represents HIOX Capital.

                       About TechDyne, LLC

Scottsdale, Arizona-based TechDyne, LLC, is a developer and
entrepreneur of two patented technologies: light armor and a
medical cervical devise to prevent premature births.

The Company filed for Chapter 11 protection (Bankr. D. Ariz. Case
No. 11-16739) on June 9, 2011.  Judge Charles G. Case, II,
presides over the case.  In its schedules, the Debtor disclosed
$100,000,070 in assets and $701,313 in debts.  The petition was
signed by Benjamin V. Booher, Sr., managing member.

The U.S. Trustee for Region 8, has not appointed an official
committee of unsecured creditors in the Debtor's case because an
insufficient number of persons holding unsecured claims have
expressed interest in serving on a committee.  The U.S. Trustee
reserves the right to appoint such a committee would interest
develop among the creditors.

Bradley J. Stevens, Esq. -- bstevens@jsslaw.com -- at Jennings,
Strouss & Salmon, PLC, in Phoenix, Ariz., represents the Debtor as
counsel.


TOMSTEN INC: Taps SIB Development as Billings Consultant
--------------------------------------------------------
Tomsten, Inc. seeks permission from the U.S. Bankruptcy Court for
the District of Minnesota to employ SIB Development & Consulting,
Inc., as consultant, to provide services including evaluation of
the Debtor's vendor billings relating to utilities and related
services; to identify opportunities for cost savings; and
negotiate agreements to achieve those savings.

SIB will be paid a fee contingent on achieving the cost savings
with the fee being equal to 50% of the savings over a 60 month
period commencing when the particular vendor relationship is
reviewed.  SIB estimates cost savings for the Debtor of $30-50,000
per year.

Tom Loutrel, Senior Vice President of SIBS, assures the Court that
the firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code, and does not
hold or represent any interest adverse to the Debtor with respect
to the matter upon which it is to be engaged.

                    About Tomsten, Inc.

Hennepin, Minnesota-based Tomsten, Inc., doing business as
Archiver's, filed a bare-bones Chapter 11 petition (Bankr. D.
Minn. Case No. 13-42153) in Minneapolis on April 29, 2013.  The
Debtor estimated assets of at least $10 million and liabilities of
at least $1 million as of the Chapter 11 filing.  The Debtor has
tapped and Michael L. Meyer, Esq., and the firm of Ravich Meyer
Kirkman McGrath Nauman & Tansey as counsel.  Judge Gregory F.
Kishel presides over the case.

Steven M. Rubin and the law firm of Leonard Street and Deinard
serve as the Debtor's corporate counsel.  M Squared Group, Inc.,
is the Debtor's marketing consultant while Lighthouse Management
Group, Inc., is the Debtor's financial consultant.  Baker Tilly
Virchow Krause, LLP, serve as tax accountant to the Debtor.

The Official Unsecured Creditors' Committee is represented by Jay
Jaffe, Esq., at Faegre Baker Daniels LLP.  CBIZ Accounting, Tax
and Advisory of New York, LLC, serves as the Committee's financial
advisor.


TONGJI HEALTHCARE: Two Directors Quit for Personal Reasons
----------------------------------------------------------
Mr. Jingxi Lu, vice president and director and Mr. Lin Lin, vice
president and director, resigned from all positions they held with
Tongji Healthcare Group, Inc., for personal reasons.  Messrs. Lu
and Lin did not resign due to any disagreement with the Company,
its board of directors or its management regarding any matters
relating to the Company's operations, policies or practices.

                      About Tongji Healthcare

Based in Nanning, Guangxi, the People's Republic of China, Tongji
Healthcare Group, Inc., a Nevada corporation, operates Nanning
Tongji Hospital, a general hospital with 105 licensed beds.

Tongji Healthcare disclosed a net loss of $1.20 million on $2.77
million of total operating revenue for the year ended Dec. 31,
2012, as compared with a net loss of $218,150 on $2.68 million of
total operating revenue during the prior year.

The Company's balance sheet at March 31, 2013, showed $14.20
million in total assets, $15.50 million in total liabilities and a
$1.29 million total stockholders' deficit.

EFP Rotenberg, LLP, in Rochester, New York, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that the Company has negative working capital of $12,264,823, an
accumulated deficit of $1,785,336, and shareholders' deficit of
$1,208,670 as of Dec. 31, 2012.  The Company's ability to continue
as a going concern ultimately is dependent on the management's
ability to obtain equity or debt financing, attain further
operating efficiencies, and achieve profitable operations."


TOWNE INC: Charging Legal Fees to Collateral Difficult to Achieve
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the U.S. Court of Appeals in Philadelphia ruled on
Aug. 29 that locating a buyer and negotiating a contract to sell
real property don't entitle a lawyer to collect fees from a later
sale.

The report recounts that a law firm serving as a Chapter 11
debtor's special counsel received an offer from a prospective
buyer and negotiated a contract.  The sale was never completed
because the secured lender didn't consent.  After the
reorganization was converted to a liquidation in Chapter 7, the
law firm withdrew as counsel.  The property was sold later to a
different buyer.  Although the bankruptcy court granted the firm
about $90,000 in fees for services in Chapter 11, there were no
funds to pay the award.  The firm sought to compel the secured
lender to pay the fees under Section 506(c) of the Bankruptcy Code
that permits a professional to recover reasonable expenses from a
secured creditor for the cost of "preserving or disposing" of
collateral.

According to the report, Circuit Judge Thomas I. Vanaskie wrote an
opinion on Aug. 29 upholding the bankruptcy court's conclusion
that the firm wasn't entitled to fees paid by the lender.  He
cited case law under Section 506(c) requiring that the services
"directly benefit" the lender.  Because a different buyer
eventually purchased the property, Judge Vanaskie said that
finding a potential buyer and signing a contract weren't
"necessary to the preservation or disposition" of the property.

The case is In re Towne Inc., 12-3069, U.S. Court of Appeals for
the Third Circuit (Philadelphia).  A copy of the Third Circuit's
ruling is available at http://is.gd/gzoi8Cfrom Leagle.com.

Towne Inc. and DMD Towne Inc. were in business of operating BMW
automotive dealerships.  Towne and DMD Towne filed voluntary
Chapter 11 bankruptcy petitions on February 5, 2009 and April 6,
2009, respectively.  For procedural efficiency, the Court
administratively consolidated the two cases (Bankr. D.N.J. Lead
Case No. 09-12804).  Lawrence Morrison, Esq., in New York, served
as counsel to the Debtors.  Towne Inc. estimated $1 million to
$10 million in both assets and debts.


TRAINOR GLASS: Court Approves Epiq as Balloting & Claims Agent
--------------------------------------------------------------
Trainor Glass Company obtained authority from the U.S. Bankruptcy
Court to enter into an agreement with Epiq Bankruptcy Systems,
LLC.

The Debtor is also authorized to pay the retainer to Epiq and to
make all other payments under the Epiq Agreement without further
Court order.

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

   a. provide balloting services in connection with the
      solicitation process of any chapter 11 plan for which a
      disclosure statement has been approved by the court;

   b. post-filing date collection; and

   c. claims management services.

The firm's rates are:

    Title                                    Rates
    -----                                    -----
Clerical/ Administrative Support            $35 -  $50
Case Manager                                $60 -  $95
IT/Programming                              $80 - $150
Senior Case Manager                        $100 - $140
Consultant                                 $120 - $170
Senior Consultant                          $175 - $225
Sr. Managing Consultant/VP/Director        $230 - $270
Communications Counselor                   $230 - $295
Executive Vice President                          $325

                    About Trainor Glass

Trainor Glass Company, doing business as Trainor Modular Walls,
Trainor Solar, and Trainor Florida, filed for Chapter 11
bankruptcy (Bankr. N.D. Ill. Case No. 12-09458) on March 9, 2012.
Trainor was founded in 1953 by Robert J. Trainor Sr. to pursue a
residential glass business in Chicago, Illinois.  Trainor's
business model was focused on quality fabrication, design,
engineering, and installation of glass products and framing
systems in virtually every architectural application, including
(a) new construction, (b) green-building solutions, (c) building
rehabilitation, (d) storefronts and entrances, (e) tenant
interiors, and (f) custom-specialty work.

The Hon. Carol A. Doyle oversees the Chapter 11 case.  David A.
Golin, Esq., Michael L. Gesas, Esq., and Kevin H. Morse, Esq., at
Arnstein & Lehr LLP, serve as the Debtor's counsel.  High Ridge
Partners, Inc., serves as its financial consultant.  The Debtor
has tapped Cole, Martin & Co., Ltd., to render certain auditing
services related to the Debtor's 401(k) and profit sharing plan.

The Debtor scheduled $14,276,745 in assets and $64,840,672 in
liabilities.

A three-member official committee of unsecured creditors has been
appointed in the case.  The committee retained Sugar Felsenthal
Grais & Hammer LLP as counsel.


TRIBUNE CO: Court Tosses Emerson Tucker's Claims
------------------------------------------------
Bankruptcy Judge Kevin J. Carey sustained Tribune Company's
objection to two proofs of claim filed by Emerson Tucker.  Claim
Nos. 6477 and 6462 are disallowed and expunged in their entirety.

Mr. Tucker filed claim numbers 6447 and 6462 against Debtor
Chicago Tribune Company alleging damages arising out of a pro se
action filed by Mr. Tucker in United States District Court for the
District of New Jersey on May 2, 2008.  Mr. Tucker's claims
against CTC and other media defendants alleged that the Media
Defendants acted in concert with one another and conspired with
the New York Police Department to defame, libel, and slander him
by calling him a "serial killer" following his arrest.  The
Debtors objected to the Tucker Claims because, among other
reasons, the claims against the Media Defendants (including CTC)
were dismissed by the opinion of the District Court dated Feb. 23,
2010.

A copy of the Court's Sept. 6, 2013 Memorandum Order is available
at http://is.gd/or8LrBfrom Leagle.com.

                        About Tribune Co.

Chicago, Illinois-based Tribune Co. -- http://www.tribune.com/--
and 110 of its affiliates filed for Chapter 11 protection (Bankr.
D. Del. Lead Case No. 08-13141) on Dec. 8, 2008.  The Debtors
proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel,
Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez
& Marsal North America LLC as financial advisors; and Epiq
Bankruptcy Solutions LLC as claims agent.  As of Dec. 8, 2008, the
Debtors listed $7,604,195,000 in total assets and $12,972,541,148
in total debts.  Chadbourne & Parke LLP and Landis Rath LLP served
as co-counsel to the Official Committee of Unsecured Creditors.
AlixPartners LLP served as the Committee's financial advisor.
Landis Rath Moelis & Company served as the Committee's investment
banker.  Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in
Wilmington, Delaware, represented the Committee in connection with
the lawsuit filed against former officers and shareholders for the
2007 LBO of Tribune.

Protracted negotiations and mediation efforts and numerous
proposed plans of reorganization filed by Tribune Co. and
competing creditor groups delayed Tribune's emergence from
bankruptcy.  Many of the disputes among creditors center on the
2007 leveraged buyout fraudulence conveyance claims, the
resolution of which is a key issue in the bankruptcy case.

Judge Kevin J. Carey issued an order dated July 13, 2012,
overruling objections to the confirmation of Tribune Co. and its
debtor affiliates' Plan of Reorganization.  In November 2012,
Tribune received approval from the Federal Communications
Commission to transfer media licenses, one of the hurdles to
implementing the reorganization plan.  Aurelius Capital Management
LP failed in halting implementation of the plan pending appeal.

Tribune Co. exited Chapter 11 protection Dec. 31, 2012, ending
four years of reorganization.  The reorganization allowed a group
of banks and hedge funds, including Oaktree Capital Management and
JPMorgan Chase & Co., to take over the media company.


UNIVERSAL HEALTH CARE: AMC Files List of Top Unsecured Creditors
----------------------------------------------------------------
American Managed Care, LLC submitted a list that identifies its
top 20 unsecured creditors.

American Managed is an affiliate of Universal Health Care Group,
Inc.  The companies' bankruptcy cases are jointly administered.

Creditors with the three largest claims are:

  Entity                 Nature of Claim        Claim Amount
  ------                 ---------------        ------------
Receivable Management                             $294,000
Servic
c/o Registered Agent
CT Corporation System
1200 South Pine Island
Road
Plantation, FL 33324

CDW Direct LLC                                    $132,175
c/o Registered Agent
Corporation Service Company
1210 Hays Street
Tallahassee, FL 32301-2525

Health Data Vision, Inc.                          $131,125
1405 N. San Fernando Blvd.
Suite 302
Burabank, CA 91504

A copy of the creditors' list is available for free at:

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

                 About Universal Health Care

Universal Health Care Group, Inc., owns an insurance company and
three health-maintenance organizations that provide managed care
services for government sponsored health care programs, focusing
on Medicare and Medicaid.

Universal Health was founded in 2002 by Dr. A.K. Desai and grew
its operations of offering Medicare plans to more than 37,000
members to over 20 states.

Universal Health filed a Chapter 11 bankruptcy protection (Bankr.
M.D. Fla. Case No. 13-01520) on Feb. 6, 2013, after Florida
regulators moved to put two of the company's subsidiaries in
receivership.

Universal Health Care estimated assets of up to $100 million and
debt of less than $50 million in court filings in Tampa, Florida.

Harley E. Riedel, Esq., at Stichter Riedel Blain & Prosser, in
Tampa, serves as counsel to the Debtor.

In April 2013, Soneet R. Kapila was appointed Chapter 11 trustee
for Universal Health Care Group, Inc.  The trustee has hired
Trenam, Kemker, Scharf, Barkin, Frye, O'Neill & Mullis, P.A. as
his special counsel to render general bankruptcy services; Kapila
& Company as his financial advisors and accountants; Theresa Van
Vliet, Esq., and the law firm of Genovese Jobless & Battista, P.A.
as special counsel; Dennis S. Jennis, Esq., and Jennis & Bowen,
P.L., as special conflicts counsel; Mark Hall as healthcare
consultant; and E-Hounds, Inc. as forensic imaging consultant.


US AIRWAYS: PBGC Incorrectly Nixed Pilot Benefits, DC Circ. Hears
-----------------------------------------------------------------
Law360 reported that a group of retired U.S. Airways Inc. pilots
asked the D.C. Circuit on Sept. 10 to restore benefits terminated
by the Pension Benefit Guaranty Corp. after the airline went
bankrupt in 2002, saying the court should give less deference to
the agency's decision-making when it is acting as a trustee.

According to the report, the pilots' attorney, Anthony F. Shelley,
said the PBGC was not necessarily entitled to deference under the
U.S. Supreme Court's guidance on when to accede to an agency's
interpretation of a statute that it administers.

Tempe, Ariz.-based US Airways Group, Inc. (NYSE: LCC) is a holding
company whose primary business activity is the operation of a
major network air carrier through its wholly owned subsidiaries US
Airways, Piedmont Airlines, Inc., PSA Airlines, Inc., Material
Services Company, Inc., and Airways Assurance Limited.

The Company operates the fifth largest airline in the United
States as measured by domestic revenue passenger miles and
available seat miles.

In February 2013, US Airways Group announced its intention to
merge with AMR, the parent company of American Airlines, Inc.
Under the terms of the Merger Agreement, US Airways Group will
become a wholly owned subsidiary of AMR and the merged company
will be operated under the single brand name of American Airlines.
The Merger is to be effected pursuant to a plan of reorganization
in AMR's currently pending cases under Chapter 11 of the
Bankruptcy Code in the Bankruptcy Court.  The Merger is
conditioned on the approval by the Bankruptcy Court, regulatory
approvals, approval by US Airways Group shareholders, other
customary closing conditions, and confirmation and consummation of
the plan of reorganization.


VALEANT PHARMACEUTICALS: S&P Rates $1.28 Million Term Loan 'BB'
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' issue-level
rating to Laval-based pharmaceutical company Valeant
Pharmaceuticals International Inc.'s proposed $1.287 million term
loan B (tranche D-2) and $990 million term loan B (tranche C-2).
S&P assigned a recovery rating of '2', reflecting its expectation
for substantial (70%-90%) recovery of principal in the event of a
payment default.  The terms for the tranche D-2 and C-2 loans,
which mature on Feb. 13, 2019, and Dec. 11, 2019, respectively,
are substantially unchanged except for the lower expected interest
rates.

Valeant's 'BB-' corporate credit rating reflects S&P's view that
the company' financial risk profile is "highly leveraged"
following the recent acquisition of Bausch & Lomb (B&L), despite
S&P's belief that the business risk has improved with the broader
business that B&L provided.  S&P considers Valeant's business to
be "satisfactory" primarily because of the addition of B&L (which
had a satisfactory business risk profile on standalone basis) to
Valeant's already diversified business.

The highly leveraged financial risk profile reflects a financial
policy that is more aggressive than S&P previously factored into
the rating, Valeant's capacity, but not willingness, to repay
debt, and S&P's belief that additional acquisitions will disrupt
the trajectory of deleveraging.  Leverage, pro forma for B&L, is
5.7x (excluding synergies), contributing to S&P's assessment of
Valeant's financial risk as highly leveraged.

RATINGS LIST

Valeant Pharmaceuticals International Inc.

Corporate Credit Rating                     BB-/Stable/--

New Ratings

Valeant Pharmaceuticals International Inc.

$1.287 million term loan B (tranche D-2)     BB
  Recovery Rating                            2
$990 million term loan B (tranche C-2)       BB
  Recovery Rating                            2


VIRGINIA BROADBAND: Committee Fails in Bid to Dismiss Case
----------------------------------------------------------
Bankruptcy Judge Rebecca B. Connelly denied the request of the
official committee of unsecured creditors in the Chapter 11 case
of Virginia Broadband, LLC, to dismiss the case.  The Committee's
motion to dismiss rests entirely on the allegedly flawed
authorization for the petition due to a member's individual
bankruptcy filing.  Judge Connelly said that member's economic and
non-economic interest in VABB became property of his estate under
section 541(c)(1) despite VA. CODE ANN. Sec. 13.1-1040.1(6)(a) and
revested in him upon the dismissal of his case pursuant to
Bankruptcy Code section 349(b)(3).

The Committee's motion, filed seven months after the petition
date, alleges that a majority of VABB's Board did not authorize
the filing of a chapter 11 petition. According to the Committee,
the lack of authorization compels dismissal of the chapter 11
case.

VABB filed an answer and memorandum in opposition to the
Committee's motion along with an amended memorandum in opposition.

Four separate creditors filed pleadings in opposition to the
motion, and two appeared by counsel at the hearing and urged the
Court to deny the motion.

The Court heard the Committee's motion on June 17, 2013 and took
the matter under advisement. Pursuant to 11 U.S.C. Sec.
1112(b)(3), the Court was to prepare and issue a decision on the
Committee's motion within 15 days of hearing the motion. Shortly
after the hearing, however, the parties contacted the Court and
requested the Court reserve judgment to allow them an opportunity
to reach a compromise.

During a telephone conference call on Aug. 12, 2013, the parties
informed the Court that a compromise would not be forthcoming and
asked that the Court issue an opinion. The parties agreed to allow
the Court 30 days to issue its decision.

Warren P. Manuel, Hunter Chapman, III, Larry Chang, and Richard
Smith served as managers on VABB's Board of Managers.  Mr. Chapman
was one of the larger equity holders on the Board with a 28.2317%
stake in VABB.

On Aug. 23, 2012, Mr. Chapman filed a chapter 13 petition in the
Bankruptcy Court for the Eastern District of Virginia.  Four days
later, a group of VABB's members executed a Consent in Lieu of
Member's Meeting.  The August Consent removed Messrs. Chang and
Smith from management and appointed Robert Sullivan and Thomas
Huggins as managers of VABB.  On that same day, the Board, based
on the votes of Messrs. Sullivan, Huggins, and Chapman, removed
Mr. Manuel from his positions as Chief Operating Officer, Chief
Executive Officer, and Chairman of the Board.

On Sept. 12, 2012, Chapman's chapter 13 bankruptcy was dismissed
by order of the court.  Over the course of Oct. 27th and 28th of
2012, a group of VABB's members executed a second Consent in Lieu
of Member's Meeting.  The October Consent ratified the August
Consent and all actions taken by the Board in reliance of the
August Consent.  The October Consent was made retroactively
effective as of Aug. 27, 2012.  After the October Consent was
issued, Mr. Huggins resigned from his role as manager of VABB.

On Nov. 1, 2012, Messrs. Sullivan and Chapman, representing two-
thirds of the Board, authorized VABB to file a chapter 11 petition
with the Bankruptcy Court.

According to Judge Connelly, as of Sept. 12, 2012, Mr. Chapman had
all the rights and interests in VABB that he held prior to the
filing of his individual bankruptcy case on Aug. 23, 2012,
including the right to vote as a member of VABB and serve as a
manager on the Board.  Therefore, Mr. Chapman's vote in favor of
the October Consent was valid and helped to form a majority
coalition ratifying the August Consent and any action taken by the
Board in reliance on such. In taking such action, the October
Consent had the effect of ratifying the removal of Chang and Smith
from the Board and appointing Sullivan and Huggins to the Board.
After Huggins subsequent resignation, the Board consisted of
Messrs. Sullivan, Manuel, and Chapman.  On Nov. 1, 2012, Messrs.
Sullivan and Chapman, forming a majority coalition of the Board,
validly authorized a petition for chapter 11 relief on behalf of
VABB.  As such, no cause exists to find that the filing by VABB
was invalid, Judge Connelly said.

A copy of the Court's Sept. 9, 2013 Memorandum Opinion is
available at http://is.gd/RnOUDzfrom Leagle.com.

Virginia Broadband, LLC, in Culpeper, Virginia, filed for Chapter
11 bankruptcy (Bankr. W.D. Va. Case No. 12-62535) on Nov. 5, 2012,
in Lynchburg.  Judge William E. Anderson was first assigned to the
case.  Richard C. Maxwell, Esq. -- rmaxwell@woodsrogers.com -- at
Woods Rogers PLC, serves as counsel to the Debtor.  In its
petition, VABB estimated $1 million to $10 million in assets and
debts.  A list of the Company's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/vawb12-62535.pdf
The petition was signed by Robert M. Sullivan, president.


VERITY CORP: Edward Jakos Appointed as Director
-----------------------------------------------
Edward J. Jakos, CPA, was appointed as a member of the Board of
Directors of Verity Corp. effective Sept. 6, 2013.

Mr. Jakos joined Verity Farms, LLC, in 2012 as operations manager
and was appointed chief financial officer in May 2013.  From 2005
to 2012, Mr. Jakos was a senior accountant with CNA Surety.  From
2000 to 2005, Mr. Jakos worked as an accountant for Great West
Casualty Company.  From 1986 through 2005, Mr. Jakos held various
positions in financial and accounting matters.  Mr. Jakos received
a BS in Forestry from North Carolina State University.

There is no understanding or arrangement between Mr. Jakos and any
other person pursuant to which Mr. Jakos was selected as a
director of the Corporation.  Mr. Jakos does not have any family
relationship with any director, executive officer or person
nominated or chosen by us to become a director or executive
officer.

                            About Verity

Sioux Falls, South Dakota-based Verity Corp., formerly AquaLiv
Technologies, Inc., is the parent of Verity Farms II, Inc.,
Aistiva Corporation (formerly AquaLiv, Inc.).  Verity Farms II is
dedicated to providing consumers with safe, high-quality and
nutritious food sources through sustainable crop and livestock
production.  Aistiva's technology alters the behavior of
organisms, including plants and humans, without chemical
interaction.  Aistiva's platform technology influences biological
processes naturally and without chemical interaction.  To date,
Aistiva has released products in the industries of water
treatment, skincare, and agriculture.

Bongiovanni & Associates, C.P.A.'s, in Cornelius, North Carolina,
expressed substantial doubt about AquaLiv's ability to continue as
a going concern following their audit of the Company's financial
statements for the year ended Sept. 30, 2012.  The independent
auditors noted that the Company has incurred recurring losses from
operations, has a liquidity problem, and requires funds for its
operational activities.

The Company's balance sheet at June 30, 2013, showed $4.69 million
in total assets, $7.06 million in total liabilities and a
$2.36 million total stockholders' deficit.


VPR CORP: Names Stalking-Horse Bidders for Oil and Gas Wells
------------------------------------------------------------
Marie Beaudette, writing for DBR Small Cap, reported that oil and
gas driller VPR Corp. has named lead bidders for its 53 wells in
Oklahoma and New Mexico, which are slated to hit the auction block
later this month.

                        About VPR Operating

VPR Operating, LLC, and three related entities sought Chapter 11
protection (Bankr. W.D. Tex. Lead Case No. 13-10599) in Austin
on March 29, 2013.  Brian John Smith, Esq., at Patton Boggs LLP,
serves as the Debtor's counsel.  Judge Craig A. Gargotta presides
over the case.

The Debtor disclosed $13,400,000 in assets and $11,119,045 in
liabilities as of the Chapter 11 filing.

Privately owned VPR is an oil and gas company focused on acquiring
and developing assets in the domestic onshore basins of the United
States.  It has 53 producing wells, which generate revenue of
approximately $375,000 per month on average after royalty
payments.  VPR was founded in 2008, and maintains producing oil
and gas properties in Oklahoma and New Mexico.

The U.S. Trustee appointed five entities to an official committee
of creditors.  Kell C. Mercer, Esq., at Brown McCarroll, L.L.P.
represents the Official Committee of Creditors.


W.R. GRACE: Facing 430 Property Damage Claims as of June 30
-----------------------------------------------------------
Approximately 430 asbestos-related property damage claims remain
outstanding against W.R. Grace & Co., according to the Company's
Form 10-K filing with the U.S. Securities and Exchange Commission
for the fiscal year ended June 30, 2013.

Grace is a defendant in property damage and personal injury
lawsuits relating to previously sold asbestos-containing
products.  As of April 2, 2001 ("Filing Date"), Grace was a
defendant in 65,656 asbestos-related lawsuits, 17 involving
claims for property damage (one of which has since been
dismissed), and the remainder involving 129,191 claims for
personal injury. Due to the Filing, holders of asbestos-related
claims are stayed from continuing to prosecute pending litigation
and from commencing new lawsuits against the Debtors. Grace's
obligations with respect to present and future asbestos claims
will be determined through the Chapter 11 process.

The plaintiffs in asbestos property damage lawsuits generally
seek to have the defendants pay for the cost of removing,
containing or repairing the asbestos-containing materials in the
affected buildings. Various factors can affect the merit and
value of PD Claims, including legal defenses, product
identification, the amount and type of product involved, the age,
type, size and use of the building, the legal status of the
claimant, the jurisdictional history of prior cases, the court in
which the case is pending, and the difficulty of asbestos
abatement, if necessary.

Out of 380 asbestos property damage cases (which involved
thousands of buildings) filed prior to the Filing Date, 16 remain
unresolved. Eight cases relate to ZAI and eight relate to a
number of former asbestos-containing products (two of which also
are alleged to involve ZAI).

Approximately 4,400 additional PD claims were filed prior to the
March 31, 2003, claims bar date established by the Bankruptcy
Court. (The March 31, 2003, claims bar date did not apply to ZAI
claims.) Grace objected to virtually all PD claims on a number of
legal and factual bases. As of June 30, 2013, approximately 430
PD Claims subject to the March 31, 2003, claims bar date remain
outstanding. The Bankruptcy Court has approved settlement
agreements covering approximately 410 of such claims for an
aggregate allowed amount of $151.7 million.

                         About W.R. Grace

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.  Grace employs
approximately 6,500 people in over 40 countries and had 2012 net
sales of $3.2 billion.

The company and its debtor-affiliates filed for chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura
Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring efforts.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.

Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent
the Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.

Roger Frankel serves as legal representative for victims of
asbestos exposure who may file claims against W.R. Grace.  Mr.
Frankel, a partner at Orrick Herrington & Sutcliffe LLP, replaces
David Austern, who was appointed to that role in 2004.  Mr.
Frankel has served as legal counsel for Mr. Austern who passed
away in May 2013.  The FCR is represented by Orrick Herrington &
Sutcliffe LLP as counsel; Phillips Goldman & Spence, P.A., as
Delaware co-counsel; and Lincoln Partners Advisors LLC as
financial adviser.

Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

W.R. Grace obtained confirmation of a plan co-proposed with the
Official Committee of Asbestos Personal Injury Claimants, the
Official Committee of Equity Security Holders, and the Asbestos
Future Claimants Representative.   The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims.  Implementation of the Plan has
been held up by appeals in District Court from various parties,
including a group of prepetition bank lenders and the Official
Committee of Unsecured Creditors.

District Judge Ronald Buckwalter on Jan. 31, 2012, entered an
order affirming the bankruptcy court's confirmation of the Plan.
Bankruptcy Judge Judith Fitzgerald had approved the Plan on
Jan. 31, 2011.

The plan can't be implemented because pre-bankruptcy secured bank
lenders filed an appeal currently pending in the U.S. Court of
Appeals in Philadelphia.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000).


W.R. GRACE: To End Silica SOL FCC Catalyst Production
-----------------------------------------------------
W.R. Grace & Co. said that during the third quarter of this year,
it will close its 35,000 metric ton per year silica sol based
fluidized catalytic cracking (FCC) catalyst manufacturing
operation in Lake Charles, LA.

Grace introduced silica sol catalysts in the late 1970s.  Since
then, its industry-leading research, technical service, and
flexible manufacturing systems have introduced a number of new
and improved catalyst technology platforms customized to support
the varying needs of its refining industry customers around the
globe.

"We believe the silica sol catalyst technology has reached the
end of its life cycle," said Shawn Abrams, President, Grace
Catalysts Technologies.  "Other technologies in our portfolio are
meeting the demands of modern day refiners far more effectively."

Grace is the world's largest producer of FCC catalysts and
additives and has developed a broad portfolio of products
manufactured at locations in the US, Canada, Germany, and China.
Nearly 40 percent of transportation fuels worldwide are processed
with Grace catalysts. In 2012, Grace announced plans to build a
state-of-the-art FCC catalyst plant in Abu Dhabi, to meet growing
demand in the Middle East.

                         About W.R. Grace

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.  Grace employs
approximately 6,500 people in over 40 countries and had 2012 net
sales of $3.2 billion.

The company and its debtor-affiliates filed for chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura
Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring efforts.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.

Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent
the Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.

Roger Frankel serves as legal representative for victims of
asbestos exposure who may file claims against W.R. Grace.  Mr.
Frankel, a partner at Orrick Herrington & Sutcliffe LLP, replaces
David Austern, who was appointed to that role in 2004.  Mr.
Frankel has served as legal counsel for Mr. Austern who passed
away in May 2013.  The FCR is represented by Orrick Herrington &
Sutcliffe LLP as counsel; Phillips Goldman & Spence, P.A., as
Delaware co-counsel; and Lincoln Partners Advisors LLC as
financial adviser.

Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

W.R. Grace obtained confirmation of a plan co-proposed with the
Official Committee of Asbestos Personal Injury Claimants, the
Official Committee of Equity Security Holders, and the Asbestos
Future Claimants Representative.   The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims.  Implementation of the Plan has
been held up by appeals in District Court from various parties,
including a group of prepetition bank lenders and the Official
Committee of Unsecured Creditors.

District Judge Ronald Buckwalter on Jan. 31, 2012, entered an
order affirming the bankruptcy court's confirmation of the Plan.
Bankruptcy Judge Judith Fitzgerald had approved the Plan on
Jan. 31, 2011.

The plan can't be implemented because pre-bankruptcy secured bank
lenders filed an appeal currently pending in the U.S. Court of
Appeals in Philadelphia.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000).


W.R. GRACE: Files Post-Confirmation Report for 2nd Quarter
----------------------------------------------------------
W.R. Grace & Co. and its debtor affiliates filed a post-
confirmation quarterly summary report for the quarter ended
June 30, 2013.

Grace reported that at the end of the quarter, it had
$1,137,692,995 in cash and disbursements totaling $1,747,199,599,
composed of $413,361 for administrative claims of bankruptcy
professionals and $1,746,786,238 for disbursements made in the
ordinary course.

A full-text copy of the Post-Confirmation Report for the quarter
ended June 30, 2013, is available for free at:

        http://bankrupt.com/misc/gracejune2013pcr.pdf

                         About W.R. Grace

Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.  Grace employs
approximately 6,500 people in over 40 countries and had 2012 net
sales of $3.2 billion.

The company and its debtor-affiliates filed for chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura
Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP,
represent the Debtors in their restructuring efforts.  The Debtors
hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.

Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent
the Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.

Roger Frankel serves as legal representative for victims of
asbestos exposure who may file claims against W.R. Grace.  Mr.
Frankel, a partner at Orrick Herrington & Sutcliffe LLP, replaces
David Austern, who was appointed to that role in 2004.  Mr.
Frankel has served as legal counsel for Mr. Austern who passed
away in May 2013.  The FCR is represented by Orrick Herrington &
Sutcliffe LLP as counsel; Phillips Goldman & Spence, P.A., as
Delaware co-counsel; and Lincoln Partners Advisors LLC as
financial adviser.

Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla
R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants.  The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it.  Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.

W.R. Grace obtained confirmation of a plan co-proposed with the
Official Committee of Asbestos Personal Injury Claimants, the
Official Committee of Equity Security Holders, and the Asbestos
Future Claimants Representative.   The Chapter 11 plan is built
around an April 2008 settlement for all present and future
asbestos personal injury claims, and a subsequent settlement for
asbestos property damage claims.  Implementation of the Plan has
been held up by appeals in District Court from various parties,
including a group of prepetition bank lenders and the Official
Committee of Unsecured Creditors.

District Judge Ronald Buckwalter on Jan. 31, 2012, entered an
order affirming the bankruptcy court's confirmation of the Plan.
Bankruptcy Judge Judith Fitzgerald had approved the Plan on
Jan. 31, 2011.

The plan can't be implemented because pre-bankruptcy secured bank
lenders filed an appeal currently pending in the U.S. Court of
Appeals in Philadelphia.

Bankruptcy Creditors' Service, Inc., publishes W.R. Grace
Bankruptcy News.  The newsletter tracks the Chapter 11 proceeding
undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000).


WENDY'S INT'L: Moody's Rates $225MM Loan 'B1' & Hikes CFR to 'B1'
-----------------------------------------------------------------
Moody's Investors Service upgraded Wendy's International, Inc.'s
Corporate Family Rating to B1 from B2 and Probability of Default
Rating to B1-PD from B2-PD. In addition, Moody's assigned a B1
rating to Wendy's proposed $225 million term loan add-on and
affirmed the B1 rating on its secured bank facility. Moody's also
upgraded Wendy's $100 million senior unsecured note rating to B3
from Caa1. The ratings outlook is stable.

Ratings Rationale:

Proceeds from the proposed $225 million term loan add-on will be
used to refinance Wendy's $225 million 6.2% unsecured notes due
June 15, 2014. Upon successful completion of the refinancing the
rating on the $225 million 6.2% unsecured notes will be withdrawn.
There will be no additional material changes to the credit
facility such as covenants, maturities or various basket levels.

"The upgrade of Wendy's CFR to B1 from B2 reflects the company's
steady operating performance and earnings that have resulted in
credit metrics and liquidity that warrant the higher ratings"
stated Bill Fahy, Moody's Senior Credit Officer. "The upgrade also
reflects Moody's expectation that Wendy's successfully executes
the proposed transaction as planned and refinances the $225
million 6.2% unsecured notes in the very near term" stated Fahy.

The B1 Corporate Family Rating reflects Wendy's strong brand
awareness, relatively strong credit metrics, meaningful scale and
good liquidity. The ratings also consider Wendy's significant
capital expenditure requirements to reimage restaurants as well as
Moody's view that soft consumer spending and high level of
promotions and discounting by competitors will continue to
pressure earnings.

Ratings raised are:

  Corporate Family Rating to B1 from B2

  Probability of Default Rating to B1-PD from B2-PD

  $100 million 7% senior unsecured notes due 12/15/2025 raised to
  B3 (LGD6, 96%) from Caa1 (LGD 6, 92%)

Rating assigned are:

  $225 million senior secured term loan add-on, rated B1
  (LGD 3, 48%)

Ratings affirmed and LGD point estimates adjusted are:

  $200 million revolving credit facility, due 5/15/18 at B1
  (LGD 3, 48% from LGD 3, 39%)

  $350 million senior secured term loan A, due 5/15/18 at B1
  (LGD 3, 48% from LGD 3, 39%)

  $770 million senior secured term loan B, due 5/15/19 at B1
  (LGD 3, 48% from LGD 3, 39%)

Rating affirmed and to be withdrawn are;

  $225 million 6.2% senior unsecured notes due 6/15/2014 at Caa1
  (LGD 6, 92%)

The stable outlook incorporates Moody's view that Wendy's debt
protection measures should gradually improve over the next twelve
to eighteen months despite persistently soft consumer spending as
it continues to introduce new products, focuses on reducing costs
and begins to realize the benefits from a more asset-lite business
model and re-imaged restaurants. The outlook also reflects Moody's
expectation that Wendy's financial policy, particularly towards
dividends and share purchases remains appropriate for the B1 CFR
and results in the company maintaining good liquidity.

A ratings upgrade would require a sustained improvement in
operating performance, driven in part by positive traffic and
average check that results in stronger earnings, operating margins
and debt protection metrics. Specifically, debt to EBITDA below
4.25 times and EBITA coverage of interest approaching 3.0 times. A
higher rating would also require maintaining good liquidity.

Factors that could result in a downgrade would include an
inability to successfully execute the proposed transaction as
planned and re-finance the $225 million unsecured notes in the
near term. Negative ratings pressure could also result from a
decline in operating performance that results in a sustained
deterioration in earnings and a weakening of debt protection
metrics. Specifically, a downgrade could occur if debt to EBITDA
were sustained above 5.0 times or EBITA coverage of interest fell
below 2.0 times on a sustained basis. A more aggressive financial
policy towards dividends and share repurchases or deterioration in
liquidity for any reason could also result in negative ratings
pressure.

Wendy's International, Inc., a wholly owned subsidiary of The
Wendy's Company, owns, operates and franchises approximately 6,542
quick-service hamburger restaurants. Annual revenues are
approximately $2.5 billion.

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


WILLIAMS LOVE: Oregon Court Affirms Ruling on Brann Dispute
-----------------------------------------------------------
Chief District Judge Ann Aiken in Oregon affirmed a bankruptcy
court decision in the Chapter 11 case of Williams, Love, O'Leary &
Powers, P.C. overruling Heather Brann's objection to the
postpetition interest rate applicable to her allowed contract
claims.

Williams, Love, O'Leary & Powers, P.C. is a law firm specializing
in medical and pharmaceutical products liability and mass tort
litigation.  WLOP represented over one hundred clients in products
liability cases involving medical devices known as pain pumps.

Ms. Brann is an attorney licensed to practice law in Oregon who
entered into a contractual agreement with WLOP to provide legal
services in pain pump cases.  Ms. Brann's agreement provided that
WLOP would pay Ms. Brann hourly rates for her services, along with
enhanced hourly rates if WLOP obtained favorable settlements or
judgments in a certain number of cases.

On December 31, 2010, WLOP terminated Ms. Brann's agreement
pursuant to its terms. At that time, WLOP had paid Ms. Brann the
full amount of her hourly fees; however, WLOP maintained that it
did not have sufficient funds to pay Ms. Brann her enhanced fees.
In June 2011, Ms. Brann filed suit against WLOP to recover these
fees.

In August 2011, WLOP filed a voluntary bankruptcy proceeding under
Chapter 11, and Ms. Brann submitted claims for her enhanced hourly
fees.  She asserted that they were secured claims; in a related
adversary proceeding, the Bankruptcy Court ruled that they were
unsecured, and this court affirmed that ruling. Subsequently, the
Bankruptcy Court allowed Ms. Brann's claims in an amount
determined by the court, including pre-petition interest at the
rate specified in her agreement with WLOP (the contractual rate).

On August 8, 2012, WLOP submitted its Third Amended Plan of
Reorganization, which provided for payment of unsecured creditors
in full, with post-petition interest at the federal judgment rate.
Ms. Brann objected and claimed that post-petition interest on her
claims should be paid according to the contractual rate.

The Bankruptcy Court overruled Ms. Brann's objection and confirmed
WLOP's plan. Ms. Brann then filed an appeal.

The appellate case is HEATHER A. BRANN, Appellant, v. WILLIAMS,
LOVE, O'LEARY & POWERS, P.C., and STERLING SAVINGS BANK,
Appellees, Civ. No. 3:12-cv-02049-AA (D. Ore.).  A copy of the
District Court's Sept. 3, 2013 Opinion and Order is available at
http://is.gd/x1O7o5from Leagle.com.

                About Williams Love O'Leary & Powers

Williams, Love, O'Leary & Powers, P.C. is a law firm specializing
in the areas of medical and pharmaceutical products liability and
mass tort litigation.  Based in Portland, Oregon, Williams Love,
fdba Williams, Dailey & O'Leary, P.C., dba WLOP and WDO.com, filed
for Chapter 11 bankruptcy (Bankr. D. Ore. Case No. 11-37021) on
Aug. 14, 2011.  Judge Elizabeth L. Perris presides over the case.
The Debtor disclosed $8,602,955 in assets and $6,734,830 in
liabilities as of the Chapter 11 filing.  The petition was signed
by Michael L. Williams, its president.  Albert N. Kennedy, Esq.,
and Michael W. Fletcher, Esq., at Tonkon Torp LLP, in Portland,
Oregon, represent the Debtor as counsel.

In September 2012, Judge Perris said she would confirm the third
amended Chapter 11 plan of Williams Love.  Sterling Savings Bank
voted in favor of the Debtor's plan.

According to a statement posted at The Lund Report's
thelundreport.org, attorney Mike Williams said March 14, 2013, his
Portland law firm has successfully emerged from its Chapter 11
bankruptcy.  The firm's plan of reorganization was confirmed and
became effective late last year.  The case was expected to be
formally closed in April.  Williams reported all of the law firm's
creditors have been paid in full with interest, and the firm is
back on solid financial ground.


WVSV HOLDINGS: Sept. 30 Hearing on Adequacy of Plan Outline
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona will convene
a hearing on Sept. 30, 2013, at 1:45 p.m., to consider adequacy of
information in the Disclosure Statement explaining the proposed
Chapter 11 Plan as proposed by WVSV Holdings, L.L.C., and 10K,
LLC, a secured creditor.  Objections, if any, are due Sept. 23.

As reported in the Troubled Company Reporter on Sept. 2, 2013, the
proponents revised the plan of reorganization and accompanying
disclosure statements.

Under the Debtor-proposed Plan, funding to pay creditors will be
from cash on hand; proceeds from the sale of any of the Debtor's
property; DIP Loan proceeds; and infusions of equity, if
necessary.  The Debtor believes that it will have sufficient cash
on hand to meet all the Plan's obligations.  The Debtor's best
projections are this figure will be no less than $300,000 (for
attorneys' fees), and perhaps as much as $800,000 -- if the
January 15, 2013 payment is factored, as well as additional
expenses.

10K's Plan proposes two options:

     Option A -- The Plan will be funded by the Bankruptcy
                 Estate's sale of 855 acres of Tract A to 10K
                 for the purchase price of $8,551,000; and

     Option B -- 10K's Class 2 judgment claim, Class 4 secured
                 claim, Class 6 litigation claim, and Class 7
                 administrative claim against the Bankruptcy
                 Estate will be deemed satisfied by the transfer
                 to 10K of all of the Bankruptcy Estate's right,
                 title, and interests, both legal and equitable,
                 in and to all real property, personal property,
                 and contract rights.

The Debtor-proposed Plan will impair the secured claim of KPHV,
LLC, which will release its lien for payment at the rate of $200
per acre sold.  All unpaid principal and interest at the rate of
12% per annum will be due and payable on or before March 20, 2015.
The 10K Amended Creditor's Plan will not impair KPHV's secured
claim and will pay the allowed amount of the claim in full from
cash on hand of the bankruptcy estate.

10K LLC's judgment claim is unimpaired and will be paid in full
under the Debtor-sponsored Plan although the Debtor disputes the
asserted amount of the claim, which is $284,179.  Under 10K's
Plan, its judgment claim will be deemed satisfied by a credit
against the purchase price to be paid by 10K as part of the sale.
10K, LLC's secured claim is also unimpaired and will be paid in
full under the Debtor-sponsored Plan.  10K also asserts an
unsecured claim in the amount of $417,000,000.  The Debtor denies
liability on this claim.

General unsecured claims under the Debtor-sponsored Plan are
impaired and will receive 100% of its allowed general unsecured
claim.  Payments to general unsecured claims will be made in four
equal semi-annual payments, the first of which will commence 60
days after the Effective Date. Interest will accrue on these
claims at the federal judgment interest rate.

A full-text copy of the Disclosure Statement explaining the
Debtor's Amended Plan, dated Aug. 27, 2013, is available for free
at http://bankrupt.com/misc/WVSVdebtords0827.pdf

A full-text copy of the Disclosure Statement, explaining the 10K
Creditor's Amended Plan, dated Aug. 27, 2013, is available for
free at http://bankrupt.com/misc/WVSV10kds0827.pdf

The Debtor is represented by the Law Offices of MICHAEL W. CARMEL,
LTD., in Phoenix, Arizona.

10K is represented by Michael McGrath, Esq., and David J. Hindman,
Esq., at MESCH, CLARK & ROTHSCHILD, P.C., in Tucson, Arizona; and
Daniel Dowd, Esq., and Daniel Durchslag, Esq., at COHEN KENNEDY
DOWD & QUIGLEY, P.C., in Phoenix, Arizona.

                        About WVSV Holdings

W.V.S.V. Holdings LLC, the owner of about 13,000 acres of vacant
land in Buckeye, Arizona, filed a petition for Chapter 11
protection (Bankr. D. Ariz. Case No. 12-10598) on May 14, 2012, in
Phoenix.  The Debtor claims that the three tracts of land planned
for "future development" are worth $120 million and secure $57.3
million in debt.  The Debtor scheduled $120.04 million in assets
and $57.35 million in liabilities.

West Valley Ventures, LLC, owns 75% of the Debtor, and Breycliffe,
LLC, owns the remaining 25%.

Judge Redfield T. Baum, Sr., presides over the case.  Michael W.
Carmel, Esq., serves as the Debtor's counsel.  The petition was
signed by Lee Allen Johnson, manager of West Valley Ventures,
manager.

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

Under the Plan filed in the Debtor's case, each holder of general
unsecured claims will receive 100% of its allowed general
unsecured claim.  Payments will be made in four equal semi-annual
payments.


* Executive Benefits Case Addresses Stern Rights Waiver
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that creditors seldom relish being sued in bankruptcy
court, and if the U.S. Supreme Court agrees with Executive
Benefits Insurance Agency, bankruptcy judges will be stripped of
the power to make even preliminary rulings in some disputes
arising under state law.

The Supreme Court decided this year to hear an appeal on the
question of whether someone in bankruptcy court can waive the
right to have certain state-law claims decided on a final basis by
a life-tenured federal district judge.

The report recounts that in June 2011, the high court said in
Stern v. Marshall that bankruptcy judges, who aren't appointed for
life, can make final decisions only in disputes arising under
federal law.  If the dispute involves state law and the creditor
didn't file a claim in bankruptcy court, the bankruptcy judge at
most may be able to write a recommended decision.  When the matter
goes before the district court, the district judge owes no
deference to the bankruptcy judge's findings of fact or
conclusions of law.

The Executive Benefits case will directly address whether the
right for a final decision from a district judge can be waived,
either explicitly or inadvertently.  The federal appeals court in
San Francisco ruled in December that it can.  An appeals court in
Cincinnati ruled in October that so-called Stern rights cannot be
waived, creating a circuit split to be resolved by the Supreme
Court.

Executive Benefits filed its brief this week, saying waiver is
antithetical to the separation-of-powers doctrine in the U.S.
Constitution.  A bankruptcy trustee, who takes the opposite
position, will file a brief in November.  The case may not be
argued until early next year.

In the Executive Benefits case, the bankruptcy judge entered a
final judgment for about $400,000 against the insurance company on
a state-law fraudulent-transfer claim.  That ruling was upheld on
appeal in district court.  The U.S. Court of Appeals in San
Francisco affirmed, ruling the insurance company waived the right
to a final judgment by a life-tenured federal district judge.

Executive Benefits said the right to a final ruling in district
court is engrafted in the Constitution and therefore can't be
waived explicitly or inadvertently.  According to the insurance
company, it's akin to subject-matter jurisdiction, which parties
can't bestow on courts by consent.

On certain non-core issues, bankruptcy judges can make recommended
rulings.  Executive Benefits takes the position that on a core
matter such as fraudulent transfer the bankruptcy judge can't even
make recommendations because there's no basis for it in the
statute.

The insurance company cited the federal Magistrates Act, which
permits parties to consent to a final judgment by a nonlife-
tenured magistrate judge.  Under those circumstances, the statute
explicitly allows for consent to the exercise of a district
court's power.

Even such explicit consent isn't allowed in bankruptcy cases
because the statute has no consent mechanism.  The insurance
company said the Supreme Court has never "explicitly" ruled on the
constitutionality of the Magistrates Act.

If the Supreme Court decides that Stern rights can be waived, life
will go on in bankruptcy court pretty much as before. If waiver is
impossible, the implications and complications will be felt for
years to come.

The high court case is Executive Benefits Insurance Agency v.
Arkison, 12-01200, U.S. Supreme Court. The circuit case is
Executive Benefits Insurance Agency v. Arkison (In re Bellingham
Insurance Agency Inc.), 11-35162, U.S. Court of Appeals for the
Ninth Circuit (San Francisco).


* Reference Not Withdrawn on Post-Petition Contract
---------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that according to a Sept. 4 decision by a district
court in Richmond, Virginia, a lawsuit over a postpetition
contract with a Chapter 11 debtor doesn't lay the foundation for
removing the suit from bankruptcy court.

The case involved a company in Chapter 11 that hired a debt-
collection agency to collect receivables. The liquidating trustee
sued the debt collector in bankruptcy court for damages resulting
from the use of prohibited collection techniques.  The debt
collector filed a motion asking U.S. District Judge James R.
Spencer to remove the suit from bankruptcy court.  Judge Spencer
refused.

According to the report, Judge Spencer first confronted the
question of whether the suit was core or noncore. He recited how
three circuit courts answered the question, all in cases decided
before the U.S. Supreme Court's Stern v. Marshall opinion two
years ago.  In view of Stern, Judge Spencer was more persuaded by
the appeals court in New Orleans, which ruled that a breach of
contract lawsuit is non-core even though based on a post-petition
contract.  He declined to follow the courts of appeal in Boston
and New York, which saw similar suits as core.  There was
jurisdiction in bankruptcy court because the suit was related to
the bankruptcy.  Judge Spencer ruled there was no right to a jury
trial.

Even though the suit was non-core, Judge Spencer said an objection
to a final ruling by the bankruptcy judge could be waived.  By
waiting nine months to file a removal motion and by having
previously filed a motion to dismiss in bankruptcy court, Judge
Spender found waiver.  Judge Spencer said that signing a post-
petition contract by itself might be waiver, citing other courts
finding waiver on that basis alone.

The report notes that the opinion doesn't deal with the question
of whether socalled Stern objections can be waived.

The case is Corliss Moore & Associates LLC v. Credit Control
Services Inc., 13-cv-00115, U.S. District Court, Eastern District
of Virginia (Richmond).


* Turnover and Fraudulent Transfer Not Inconsistent
---------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that, according to the U.S. Appeals Court in Philadelphia,
a bankruptcy trustee is at liberty to file a turnover action and a
separate fraudulent transfer lawsuit, and obtain judgments in both
based on the same facts.  The case is Carroll v. Prosser (In re
Prosser), 12-02864, U.S. Court of Appeals for the Third Circuit
(Philadelphia).


* Bankrupt's Domicile Determines Residence on Diversity
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that U.S. District Judge Wilma A. Lewis in the U.S. Virgin
Islands answered the question -- when a trustee sues in federal
district court based on diversity of jurisdiction, is it the
residence of the trustee or the domicile of the bankrupt that
determines if there is diversity?

According to the report, Judge Lewis held that the bankrupt's
residence controls.  Judge Lewis cited a 1906 decision from the
U.S. Supreme Court in Bush v. Elliott for ruling that the
bankrupt's residence controls in determining diversity.  She
acknowledged that some courts no longer follow Bush because it was
decided under the prior Bankruptcy Act that was repealed by the
Bankruptcy Code in 1978.  Judge Lewis decided that Bush remains
good law.

The case is FirstBank Puerto Rico v. AMJ Inc., 11-00063,
U.S. District Court of the Virgin Islands (St. Croix).


* Filling Out Chapter 13 Petition Isn't Ghost Writing
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that according to the U.S. Court of Appeals in Atlanta,
preparing and filing a Chapter 13 petition by filling in the
printed form with answers supplied by the client doesn't amount to
"ghost writing."  Circuit Judge Charles R. Wilson said in his
Aug. 29 opinion that filling in a petition is unlike ghost writing
a brief, which can be an ethical violation. He said that filling
in the blanks doesn't amount to drafting a petition.  The case is
Torrens v. Hood (In re Hood), 12-15925, U.S. Court of Appeals for
the Eleventh Circuit (Atlanta).


* S&P Capital Publishes 10 Warning Signs of Municipal Bankruptcy
----------------------------------------------------------------
In the wake of Detroit's bankruptcy, S&P Capital IQ has published
a list of ten warning signs that could indicate if a city or
county is at risk of defaulting on its general obligation bonds.

"Detroit experienced the vast majority of these warning signs,"
said Bob Durante, leader of the Americas Solutions and Services
Team for S&P Capital IQ Risk Solutions.  "If a city or county
experiences even half of these, we would consider them an at risk
candidate, and deeper and more frequent surveillance would be
conducted."

Top 10 Warning Signals To Determine Bankruptcy Candidates

Management Credit Risk Factors:1. Late budget adoption, or late
receipt of audited financial statements2.  High degree of senior
administrative turnover3. Government showing lack of willingness
to support the debt

Economic Credit Risk Factors:4. Unemployment rate over 10% 5.
Income level that is less than 75% of U.S. average6.  Tax base
market value that is less than $50,000 per capita

Debt Credit Risk Factors:7. Total debt service that represents
more than 25% of expenditures8.  Unaddressed exposures to large
unfunded pension or OPEB obligations

Financial Credit Risk Factors:9. Limited capacity or willingness
to cut expenditures 10. Overall general fund balance of less than
1% of expenditures, or general fund deficit

From the management credit risk perspective, Mr. Durante said that
the city government of Detroit suffered from an inability and
unwillingness to pay their debt.  He added that from the economic
perspective, Detroit had an average unemployment rate 24 months
before filing for bankruptcy of 18.7%, which was higher than the
rates for other bankrupt cities such as San Bernardino and
Vallejo, CA, Harrisburg, PA, and Bridgeport, CT.

Mr. Durante said that generally speaking if the municipality or
county's debt service is more than 25% of total governmental funds
expenditures, the debt burden would be considered a weak credit
risk factor.  He added that off-balance-sheet items such as
pension funds, other post-employment benefit obligations (OPEB),
and contingent liabilities should also be examined closely.
Detroit joined Prichard, AL, Vallejo, CA, Central Falls, RI and
Harrisburg, PA in filing for bankruptcy due to an inability to pay
either their pension fund obligations or their exposure to
significant pension liabilities.

"Detroit's economic strength has been in serious decline for the
past decade," said Mr. Durante.  "The city's depleted economic
base, massive debt burden, and below average financial management
were the key drivers of its very weak credit profile.  These ten
warning signs, which are part of our methodology, are designed to
help find the next Detroit before it files for bankruptcy."

To view a video of Mr. Durante discussing these warning signs,
click on the following link.
http://www.youtube.com/watch?v=4s_oNM4-r9s

An article by Mr. Durante, "How Detroit Went Bankrupt, And The 10
Key Warning Signals To Determine Who's Next," will appear in the
November issue of The RMA Journal.

                       About S&P Capital IQ

S&P Capital IQ -- http://www.spcapitaliq.com-- is a business line
of McGraw Hill Financial.  It is a provider of multi-asset class
and real time data, research and analytics to institutional
investors, investment and commercial banks, investment advisors
and wealth managers, corporations and universities around the
world.  Evaluated pricing is prepared by Standard & Poor's
Securities Evaluations, Inc., a part of S&P Capital IQ and a
registered investment adviser with the U.S. Securities and
Exchange Commission.  S&P Capital IQ provides a broad suite of
capabilities designed to help track performance, generate alpha,
and identify new trading and investment ideas, and perform risk
analysis and mitigation strategies.  Through leading desktop
solutions such as the S&P Capital IQ, Global Credit Portal, and
MarketScope Advisor desktops; enterprise solutions such as S&P
Capital IQ Valuations; and research offerings, including Leveraged
Commentary & Data, Global Markets Intelligence, and company and
funds research, S&P Capital IQ sharpens financial intelligence
into the wisdom today's investors need.


* Yelp Inc. Sues McMillan Law Group for Fake Positive Reviews
-------------------------------------------------------------
Joyce E. Cutler, writing for Bloomberg Law, reported that Yelp,
Inc. sued a San Diego bankruptcy law boutique Aug. 20 alleging
that the firm used the online consumer-review website to post fake
glowing reviews and testimonials about itself in violation of
California consumer protection laws (Yelp, Inc. v. McMillan Law
Group Inc., Cal. Super. Ct., S.F., No. CGC13-533654, filed
8/20/13).

According to the report, the complaint, filed in the California
Superior Court for San Francisco County, alleges that McMillan Law
Group sent Yelp positive reviews of the firm purportedly written
by bankruptcy clients but actually originated by employees of the
firm. Yelp alleges that this deceived consumers and violates the
state's unfair business practices act, California Business and
Professions Code Section 17200, as well as Section 17500, the
state false advertising law.

                        YELP VS. FIRM

"Online reviews are a great resource for consumers to learn about
local businesses and professionals. Unfortunately, however, some
businesses try to game the system by stacking the deck in their
favor with planted or fake reviews. The McMillan Law Group?run by
Julian McMillan?is one such business," the complaint asserts, the
report related.

San Francisco-based Yelp prohibits deceptive and bogus reviews
through its terms of service, and the company alleges that it has
developed sophisticated technologies to detect and remove such
content, the report said.  Yelp said it aggressively investigates
businesses that post or purchase fake reviews, and works
diligently to warn consumers about them.

"The McMillan Law Group's efforts to mislead consumers are
particularly brazen and disappointing given they have targeted
some of the most vulnerable consumers of all?individuals who may
be facing bankruptcy and who are looking for potential legal
representation," the complaint says, the report further related.


* Recent Small-Dollar & Individual Chapter 11 Filings
-----------------------------------------------------

In re Cuisine Investment Group LLC
   Bankr. D. Ariz. Case No. 13-15290
     Chapter 11 Petition filed September 3, 2013
         Filed as Pro Se

In re Noi Phanucharas
   Bankr. C.D. Cal. Case No. 13-17441
      Chapter 11 Petition filed September 3, 2013

In re Tylie, Inc.
        dba Tylie Malibu
   Bankr. C.D. Cal. Case No. 13-32131
     Chapter 11 Petition filed September 3, 2013
         See http://bankrupt.com/misc/cacb13-32131.pdf
         represented by: Shane M. Popp, Esq.
                         THE LAW OFFICE OF SHANE M. POPP
                         E-mail: smp@smplogicsystems.com

In re Garrett Riller, Sr.
   Bankr. N.D. Cal. Case No. 13-45007
      Chapter 11 Petition filed September 3, 2013

In re Beatriz Martinez
   Bankr. N.D. Cal. Case No. 13-54716
      Chapter 11 Petition filed September 3, 2013

In re Green Cove Springs Industrial Properties, LLC
   Bankr. M.D. Fla. Case No. 13-05357
     Chapter 11 Petition filed September 3, 2013
         See http://bankrupt.com/misc/flmb13-05357p.pdf
         See http://bankrupt.com/misc/flmb13-05357c.pdf
         represented by: Jason A. Burgess, Esq.
                         THE LAW OFFICES OF JASON A. BURGESS, LLC
                         E-mail: jason@jasonaburgess.com

In re Jeffs Excavating, Inc.
   Bankr. M.D. Fla. Case No. 13-05358
      Chapter 11 Petition filed September 3, 2013

In re Assurance Trust Services Inc.
   Bankr. M.D. Fla. Case No. 13-10964
     Chapter 11 Petition filed September 3, 2013
         See http://bankrupt.com/misc/flmb13-10964.pdf
         represented by: Brett Norvig, Esq.
                         THE LAW OFFICE OF BRETT M. NORVIG, P.A.
                         E-mail: bnorvig@gmail.com

In re Paul Houillon
   Bankr. N.D. Ill. Case No. 13-35123
      Chapter 11 Petition filed September 3, 2013

In re M&D Holding Co.
   Bankr. M.D. La. Case No. 13-11219
     Chapter 11 Petition filed September 3, 2013
         See http://bankrupt.com/misc/lamb13-11219.pdf
         represented by: John Marston Fowler, Esq.
                         FOWLER LAW FIRM
                         E-mail: marston@jmfowlerlaw.com

In re Danny Newman
   Bankr. W.D. La. Case No. 13-12245
      Chapter 11 Petition filed September 3, 2013

In re Hamlin-Ranes Investment, Inc.
        dba Country Food & Beverage
   Bankr. M.D. Mich. Case No. 13-07003
     Chapter 11 Petition filed September 3, 2013
         See http://bankrupt.com/misc/miwb13-07003p.pdf
         See http://bankrupt.com/misc/miwb13-07003c.pdf
         represented by: Kerry D. Hettinger, Esq.
                         KERRY HETTINGER, PLC
                         E-mail: khett57@hotmail.com

In re The One Productions LLC
   Bankr. D. Nev. Case No. 13-51752
     Chapter 11 Petition filed September 3, 2013
         See http://bankrupt.com/misc/nvb13-51752.pdf
         represented by: Tory M. Pankopf, Esq.
                         TORY M. PANKOPF LTD.
                         E-mail: tory@pankopfuslaw.com

In re Mays & Jeune, Inc.
   Bankr. N.D.N.Y. Case No. 13-12195
     Chapter 11 Petition filed September 3, 2013
         See http://bankrupt.com/misc/nynb13-12195.pdf
         represented by: Francis J. Brennan, Esq.
                         NOLAN & HELLER, LLP
                         E-mail: fbrennan@nolanandheller.com

In re North Pittsburgh Powerhouse, Inc.
        dba Women Only Workouts
   Bankr. W.D. Pa. Case No. 13-23747
     Chapter 11 Petition filed September 3, 2013
         See http://bankrupt.com/misc/pawb13-23747.pdf
         represented by: Kenneth Steidl, Esq.
                         STEIDL & STEINBERG
                         E-mail: julie.steidl@steidl-steinberg.com

In re Todd Hertzberg
   Bankr. W.D. Pa. Case No. 13-23753
      Chapter 11 Petition filed September 3, 2013

In re Jack Homitz
   Bankr. W.D. Pa. Case No. 13-23757
      Chapter 11 Petition filed September 3, 2013

In re Raquel Rodriguez Duran
   Bankr. D.P.R. Case No. 13-07304
      Chapter 11 Petition filed September 3, 2013

In re Stephen Meade
   Bankr. M.D. Tenn. Case No. 13-7737
      Chapter 11 Petition filed September 3, 2013

In re Hitech Salvage & Demolition, LLC
   Bankr. E.D. Tex. Case No. 13-10473
     Chapter 11 Petition filed September 3, 2013
         See http://bankrupt.com/misc/txeb13-10473.pdf
         represented by: Frank J. Maida, Esq.
                         MAIDA LAW FIRM
                         E-mail: maidalawfirm@gt.rr.com

In re JMH Investments, Inc.
   Bankr. N.D. Tex. Case No. 13-44084
     Chapter 11 Petition filed September 3, 2013
         See http://bankrupt.com/misc/txnb13-44084.pdf
         represented by: Howard Marc Spector, Esq.
                         SPECTOR & JOHNSON, PLLC
                         E-mail: hspector@spectorjohnson.com

In re Talavera Apartments, Ltd.
   Bankr. S.D. Tex. Case No. 13-35515
     Chapter 11 Petition filed September 3, 2013
         See http://bankrupt.com/misc/txsb13-35515.pdf
         represented by: Barbara Mincey Rogers, Esq.
                         ROGERS & ANDERSON, PLLC
                         E-mail: brogers@ralaw.net

In re Rodolfo Valtierra
   Bankr. W.D. Tex. Case No. 13-31460
      Chapter 11 Petition filed September 3, 2013

In re LaVesta Locklin
   Bankr. C.D. Cal. Case No. 13-24951
      Chapter 11 Petition filed September 4, 2013

In re Brian Hurley
   Bankr. N.D. Cal. Case No. 13-54739
      Chapter 11 Petition filed September 4, 2013

In re 48-54 Hartford Avenue LLC
   Bankr. D. Conn. Case No. 13-51396
     Chapter 11 Petition filed September 4, 2013
         See http://bankrupt.com/misc/ctb13-51396.pdf
         Filed pro se

In re 56 Hartford Avenue, LLC
   Bankr. D. Conn. Case No. 13-51394
     Chapter 11 Petition filed September 4, 2013
         See http://bankrupt.com/misc/ctb13-51394.pdf
         Filed pro se

In re 58-62 Hartford Avenue LLC
   Bankr. D. Conn. Case No. 13-51397
     Chapter 11 Petition filed September 4, 2013
         See http://bankrupt.com/misc/ctb13-51397.pdf
         Filed pro se

In re Yagoda Transport, Inc.
   Bankr. N.D. Ill. Case No. 13-35247
     Chapter 11 Petition filed September 4, 2013
         See http://bankrupt.com/misc/ilnb13-35247.pdf
         represented by: Patrick G. Somers, Esq.
                         Somers Law Group, P.C.
                         E-mail: psomers@somerslaw.net

In re Reliable Human Services, Inc.
   Bankr. D. Minn. Case No. 13-44330
     Chapter 11 Petition filed September 4, 2013
         See http://bankrupt.com/misc/mnb13-44330.pdf
         represented by: Steven B Nosek, Esq.
                         E-mail: snosek@noseklawfirm.com

In re William Hensarling
   Bankr. S.D. Miss. Case No. 13-51725
      Chapter 11 Petition filed September 4, 2013

In re KEJ, LLC
   Bankr. D. Nev. Case No. 13-17603
     Chapter 11 Petition filed September 4, 2013
         See http://bankrupt.com/misc/nvb13-17603p.pdf
         See http://bankrupt.com/misc/nvb13-17603c.pdf
         represented by: Amanda M. Perach, Esq.
                         McDonald Carano Wilson
                         E-mail: aperach@mcdonaldcarano.com

In re George Randolph
   Bankr. D. S.C. Case No. 13-5204
      Chapter 11 Petition filed September 4, 2013

In re Mahbobeh Shariati
   Bankr. E.D. Va. Case No. 13-14059
      Chapter 11 Petition filed September 4, 2013

In re Robert Wells
   Bankr. E.D. Ark. Case No. 13-14951
      Chapter 11 Petition filed September 5, 2013

In re Daniel Brock
   Bankr. E.D. Calif. Case No. 13-32258
      Chapter 11 Petition filed September 5, 2013

In re Michael Mclychok
   Bankr. D. Hawaii Case No. 13-01492
      Chapter 11 Petition filed September 5, 2013

In re Michael Brown
   Bankr. E.D. Ky. Case No. 13-52181
      Chapter 11 Petition filed September 5, 2013

In re Calvin Williams
   Bankr. E.D. La. Case No. 13-51047
      Chapter 11 Petition filed September 5, 2013

In re Stephen Lunsford
   Bankr. S.D. Miss. Case No. 13-51732
      Chapter 11 Petition filed September 5, 2013

In re Transporte Supremo, LLC
        aka Transportes Supremo, LLC
          aka Transporte Supremo, LLC
   Bankr. D. Ariz. Case No. 13-15527
     Chapter 11 Petition filed September 6, 2013
         See http://bankrupt.com/misc/azb13-15527.pdf
         represented by: Jonathan Frutkin, Esq.
                         Carolyn R. Tatkin, Esq.
                         The Frutkin Law Firm, PLC
                         E-mail: jfrutkin@frutkinlaw.com
                                 tatkin@frutkinlaw.com

In re Alba Rodriguez
   Bankr. C.D. Cal. Case No. 13-32340
      Chapter 11 Petition filed September 6, 2013

In re Juan Meave
   Bankr. C.D. Cal. Case No. 13-32341
      Chapter 11 Petition filed September 6, 2013

In re Victor Parshin
   Bankr. E.D. Calif. Case No. 13-31754
      Chapter 11 Petition filed September 6, 2013

In re Patrick Partners, LLC
   Bankr. N.D. Cal. Case No. 13-32006
     Chapter 11 Petition filed September 6, 2013
         See http://bankrupt.com/misc/canb13-32006.pdf
         Filed pro se

In re Creative Payment Processing, Inc.
   Bankr. D. Del. Case No. 13-12298
     Chapter 11 Petition filed September 6, 2013
         See http://bankrupt.com/misc/deb13-12298.pdf
         represented by: Michael G. Busenkell, Esq.
                         Gellert Scali Busenkell & Brown, LLC
                         E-mail: mbusenkell@gsbblaw.com

In re Kyung Lee
   Bankr. M.D. Fla. Case No. 13-11926
      Chapter 11 Petition filed September 6, 2013

In re Culinary Expressions, LLC
        dba Mozaik
   Bankr. N.D. Fla. Case No. 13-40557
     Chapter 11 Petition filed September 6, 2013
         See http://bankrupt.com/misc/flnb13-40557.pdf
         represented by: Jerry L. Rumph, Esq.
                         Hayward & Grant, P.A.
                         E-mail: jerryrumph@haywardgrant.com

In re Jerry Morgan
   Bankr. D. Nebr. Case No. 13-81896
      Chapter 11 Petition filed September 6, 2013

In re Jamiju, LLC
   Bankr. D. N.J. Case No. 13-29618
     Chapter 11 Petition filed September 6, 2013
         See http://bankrupt.com/misc/njb13-29618.pdf
         represented by: John J. Scura, III, Esq.
                         Scura, Mealey, Wigfield & Heyer
                         E-mail: jscura@scuramealey.com

In re Clyde Case
   Bankr. E.D. N.C. Case No. 13-5638
      Chapter 11 Petition filed September 6, 2013

In re Jason Pate
   Bankr. E.D. N.C. Case No. 13-5654
      Chapter 11 Petition filed September 6, 2013

In re Kluttz Piano Co.
   Bankr. M.D. N.C. Case No. 13-51108
     Chapter 11 Petition filed September 6, 2013
         See http://bankrupt.com/misc/ncmb13-51108.pdf
         represented by: Brian Hayes, Esq.
                         Ferguson, Scarbrough, Hayes,
                         Hawkins & DeMay, PA
                         E-mail: bphafd@fspa.net

In re Dr. Gary E Burkhart, DMD LLC
   Bankr. M.D. Pa. Case No. 13-04584
     Chapter 11 Petition filed September 6, 2013
         See http://bankrupt.com/misc/pamb13-4584.pdf
         represented by: Philip W. Stock, Esq.
                         E-mail: pwstock@ptd.net

In re G. E. Burkhart, LLC
   Bankr. M.D. Pa. Case No. 13-04583
     Chapter 11 Petition filed September 6, 2013
         See http://bankrupt.com/misc/pamb13-4583.pdf
         represented by: Philip W. Stock, Esq.
                         E-mail: pwstock@ptd.net

In re John Ridella
   Bankr. W.D. Pa. Case No. 13-70649
      Chapter 11 Petition filed September 6, 2013

In re Adam Brock
   Bankr. M.D. Tenn. Case No. 13-7823
      Chapter 11 Petition filed September 6, 2013

In re Superior Enterprises, Inc.
   Bankr. W.D. Tenn. Case No. 13-12373
     Chapter 11 Petition filed September 6, 2013
         See http://bankrupt.com/misc/tnwb13-12373.pdf
         represented by: Robert B. Vandiver, Jr., Esq.
                         E-mail: bankruptcy@robvandiver.com

In re Texas Palm Trees & Plants, Inc.
   Bankr. N.D. Tex. Case No. 13-34646
     Chapter 11 Petition filed September 6, 2013
         See http://bankrupt.com/misc/txnb13-34646.pdf
         represented by: Joyce W. Lindauer, Esq.
                         E-mail: courts@joycelindauer.com

In re Thomas Goodwin
   Bankr. S.D. Tex. Case No. 13-80379
      Chapter 11 Petition filed September 6, 2013

In re 739 N. Mariposa, LLC
   Bankr. C.D. Cal. Case No. 13-32424
     Chapter 11 Petition filed September 7, 2013
         See http://bankrupt.com/misc/cacb13-32424.pdf
         represented by: Leonard J. Cravens, Esq.
                         E-mail: cravenslaw@dslextreme.com



                            *********

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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