TCR_Public/131007.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Monday, October 7, 2013, Vol. 17, No. 278


                            Headlines

22ND CENTURY: Grants BAT Access to Patented Technology
340-350 JUNIUS: Case Summary & Unsecured Creditor
AEROVISION HOLDINGS: Wants Motion to Dismiss Ch. 11 Case Denied
AFFIRMATIVE INSURANCE: Amends Report on Credit Suisse Facility
AGFEED INDUSTRIES: Judge Nixes Bid for Examiner to Probe Fraud

ALLIANCE CONSULTING: Involuntary Chapter 11 Case Summary
ALLIANCE HEALTHCARE: S&P Retains B+ Rating Following $70MM Add-On
AMERICAN AIRLINES: Union Backs Merger Deal in Bid to Enter Suit
AMERICAN AIRLINES: Post Petition Aircraft Financing, Seal Sought
AMERICAN MEDICAL: A.M. Best Lowers Fin. Strength Rating to 'C+'

AMNEAL PHARMACEUTICALS: S&P Assigns 'B' CCR; Outlook Stable
ARCH COAL: Bank Debt Trades at 3% Off
ARCHDIOCESE OF MILWAUKEE: Judge Won't Recuse in Trust Case
ATHABASCA OIL: DBRS Confirms 'B' Issuer Rating
ATP OIL: Seeks to Sell Netherlands Unit

BEN VENUE: Maker of J&J's Doxil and Other Drugs Will Shut Down
BENTLEY PREMIER: Hearing on Cash Use Continued Until Oct. 10
BKB LLC: Case Summary & 3 Largest Unsecured Creditors
BLACKBERRY INC: Draws Interest of Cerberus
BROOKFIELD OFFICE: S&P Puts 'BB+' Rating on CreditWatch Developing

BURLINGTON COAT: S&P Raises CCR to 'B'; Outlook Stable
CAESARS ENTERTAINMENT: Bank Debt Trades at 10% Off
CALFRAC WELL: Moody's Rates $150MM Sr. Unsecured Notes 'B1'
CHINA AUTO: Gets Nasdaq Listing Non-Compliance Notice
CHINA CABLECOM: Incurs $20.7-Mil. Net Loss in 2011

CHINA NATURAL: Hiring Approvals Sought
CHOPPER EXPRESS: Case Summary & 20 Largest Unsecured Creditors
CLASSIC BALLOON: Voluntary Chapter 11 Case Summary
CNH CAPITAL: S&P Rates New Sr. Unsecured Notes Due 2017 'BB'
COLORADO CUSTOMWARE: To Sell Assets to N. Harris for $3.25MM

CONTAINER STORE: Moody's Says IPO Filing is Credit Positive
CORD BLOOD: Tonaquint Wants to Dispose of Collateral
CROSSROADS SYSTEMS: Evaluates Options to Protect NOL Carryforwards
CUE & LOPEZ CONSTRUCTION: Case Summary & 20 Top Unsec. Creditors
CUE & LOPEZ CONTRACTORS: Case Summary & 16 Top Unsec. Creditors

CYCLONE POWER: Joel Mayersohn Appointed as Director
DART PEBBLE: Case Summary & 17 Unsecured Creditors
DELTA PETROLEUM: Execs Shake Securities Fraud Class Action
DESIGNLINE CORPORATION: Panel Taps CBIZ MHM as Financial Advisor
DESIGNLINE CORPORATION: Hires GGG Partner's Katie Goodman as CRO

DETROIT, MI: Judge Lets Union Seek 13th Pension Check Ruling
DETROIT, MI: Retirees May Pursue Ruling Over Extra Checks
DETROIT, MI: Defaults on More than $600MM of "Unsecured" GO Bonds
DETROIT, MI: Signs Deal to Lease Belle Isle to State
DEVER ELEMENTARY: Meetings Planned on Schools Facing Takeover

DIGITAL DOMAIN: Disney Loses Appeal for Broad License
DOGWOOD PROPERTIES: Court Approves Disclosure Statement
EAST END: Court Confirms Plan, Amalgamated Wins Auction
EASTMAN KODAK: Blackstone Holdings Owns 21.3% of Common Stock
ECOMETALS LIMITED: BSC Issues Cease Trade Order After Filing Delay

EXCEL MARITIME: Panel Hires Eckert Seamans as Conflicts Counsel
EXCEL MARITIME: Committee Taps Garden City as Information Agent
EXIDE TECHNOLOGIES: Nov. 14 Hearing on Equity Panel Appointment
EXIDE TECHNOLOGIES: Hires PricewaterhouseCoopers as Tax Advisor
FLATBUSH SQUARE: Voluntary Chapter 11 Case Summary

FLETCHER INT'L: Trustee Says Fund Money Used for Dakota Bias Suit
FLINTKOTE CO: Keeps Asbestos Coverage Disputes in Arbitration
FLORIDA GAMING: Next 3 Weeks Will Shape Miami Casino Bankruptcy
FOREVERGREEN WORLDWIDE: Jack Eldridge Appointed CFO
FREDERICK'S OF HOLLYWOOD: Receives "Going Private" Proposal

FREESEAS INC: Inks Exchange Agreement with Crede
FRESH & EASY: Tesco Wants U.S. Grocery Chain Sold by Thanksgiving
FRONTIER AIRLINES: Bill Franke's Indigo to Acquire Airline
FURNITURE BRANDS: KPS Beats Oaktree to Lead Auction
FURNITURE BRANDS: Sale Procedures Approved

GELT PROPERTIES: Creditors' Panel Hires Eckert Seamans as Counsel
GENERAL MOTORS: Spyker Seeks to Revive $3B Suit Over Saab Sale
GETTY IMAGES: Bank Debt Trades at 10% Off
GLOBE ENERGY: Moody's Withdraws All Ratings
GMX RESOURCES: Plan Support Agreement Approval Sought

GMX RESOURCES: Amended KERP Approved
GOLF TOWN: DBRS Confirms 'B(high)' Issuer Rating
GRANDIR GROUP: Voluntary Chapter 11 Case Summary
GRUBB & ELLIS: Avison Young Says Broker Hires Were Kosher
GYMBOREE CORP: Bank Debt Trades at 3% Off

HELIA TEC: Case Summary & 20 Largest Unsecured Creditors
HIGH MAINTENANCE: Gets Approval to Hire Neligan Foley as Counsel
HIGH MAINTENANCE: Clarion Financial Approved as Financial Advisors
HIGH MAINTENANCE: Wilkinson Barker Approved to Work on FCC Matters
HUNTSMAN INTERNATIONAL: S&P Rates New $1.15 Billion Loan 'BB+'

IG INVESTMENTS: S&P Revises Outlook to Positive & Affirms 'B' CCR
IMPLANT SCIENCES: Incurs $5.5 Million Net Loss in 4th Quarter
INDIANAPOLIS DOWNS: Axis Sues to Duck Coverage of $600-Mil. Row
INOVA TECHNOLOGY: Sells Trakkers to Xumanii
INTELLICELL BIOSCIENCES: Incurs $1MM Net Loss in March 31 Qtr.

INTELLIPHARMACEUTICS INT'L: Incurs $2MM Net Loss in 3rd Quarter
INVERSIONES ALSACIA: Supplements Consent Solicitation Statement
JC PENNEY: Bank Debt Trades at 3% Off
KALISPEL TRIBAL: S&P Withdraws 'B+' Issuer Credit Rating
KIWIBOX.COM INC: User Registrations Skyrocketed by 200%

KORESKO LAW FIRM: Involuntary Chapter 11 Case Summary
LEHMAN BROTHERS: Citi Rejects $2 Billion 'Provisional' Payout
LEHMAN BROTHERS: Elliott to Pay More than $1-Bil. for U.K. Claim
LOFINO PROPERTIES: Case Summary & 4 Unsecured Creditors
LYDIA CLADEK: U.S. Marshal Selling Men's Rolex & Diamond Earrings

MEMORIAL HERMANN: A.M. Best Hikes Fin. Strength Rating From 'B'
MERCANTILE BANCORP: Court Okays Sale of Mercantile Bank Shares
MERCK & CO: Pharmaceutical Company Plans Further Job Cuts
MF GLOBAL: Trustee Seeks to Return U.S. Customer Funds
MID SOUTH MACHINE: Case Summary & 20 Largest Unsecured Creditors

MILTON HOSPITAL: S&P Raises Rating on $27.6 Million Bonds to 'BB+'
MONTREAL MAINE: Residents Split Over Suits in Quebec, U.S.
MONTREAL MAINE: Chapter 11 Trustee Hires Shaw Fishman as Counsel
MORGAN'S FOODS: Incurs $577,000 Net Loss in Aug. 18 Quarter
MORGANS HOTEL: Voids Termination of Stockholder Rights Plan

MOUNTAIN CHINA: Posts Net Loss of $5.51 Mil. in 2nd Qtr. 2013
MSD PERFORMANCE: Cleared to Auction Assets Next Month
MSR RESORT: Trounces Five Mile in $59-Mil. Loan Fight
MUSTANG MARKET: Case Summary & 3 Unsecured Creditors
NEIMAN MARCUS: S&P Lowers CCR to 'B' & Rates $2.95BB Loan 'B'

NEW YORK CITY OPERA: Files for Chapter 11 Protection
NEW YORK CITY OPERA: Case Summary & 20 Top Unsecured Creditors
NGL ENERGY: Fitch Assigns 'BB' Issuer Default Rating
NGL ENERGY: Moody's Assigns Ba3 CFR & Rates Sr. Unsecured Notes B2
NGL ENERGY: S&P Assigns 'BB-' CCR & Rates $400MM Notes 'BB-'

NIRVANIX INC: Files for Chapter 11 Bankruptcy
NIRVANIX INC: Dell Financial Rips Proposed $1-Mil. DIP Loan
NNN 123: Case Summary & 4 Unsecured Creditors
NNN PARKWAY 400 14: Case Summary & 20 Largest Unsecured Creditors
NORTHWEST PARTNERS: Court Enters Final Decree Closing Ch. 11 Case

OASIS PETROLEUM: S&P Raises Corporate Credit Rating to 'BB-'
ONCURE HOLDINGS: Noteholders File Statement of Support
ONCURE HOLDINGS: Gets Green Light for Reorg. Plan, $125MM Sale
ONCURE HOLDINGS: Creditors Accept Company's Exit Plan
ORAGENICS INC: To Develop Genetically Modified Probiotics

ORCHARD SUPPLY: Seeks Extension of Lease Decision Deadline
ORMET CORP: Financing Amendment Approved
ORMET CORP: Ohio Utilities Body Approves Modified Power Deal
OVERSEAS SHIPHOLDING: Oslo Asset Holds 0.63% Stake at September 30
PACIFIC GOLD: To Merge with Subsidiary Pilot Mountain

PARTY CITY: Moody's Lowers Corp. Family Rating to 'B3'
PENNMONT BENEFIT: Consents to Chapter 11
PENN-MONT BENEFIT: Involuntary Chapter 11 Case Summary
PERSONAL COMMUNICATIONS: Creditors Seek to Probe Lenders
PUMPERNICKEL EXPRESS: Case Summary & 20 Top Unsecured Creditors

PVA APARTMENTS: Voluntary Chapter 11 Case Summary
QUALITY STORES: Supreme Court to Weigh Taxability of Severance Pay
QUIKRETE HOLDINGS: S&P Assigns 'B+' CCR; Outlook Stable
R.A.E.D. INVESTMENTS: Voluntary Chapter 11 Case Summary
RESIDENTIAL CAPITAL: Wants to Pay $2-Mil. Bonus to CRO

RG STEEL: to Sell Real Property to Bailey Bridges for $400,000
ROTECH HEALTHCARE: S&P Withdraws 'D' Corporate Credit Rating
RURAL/METRO CORP: Seeks to Poll Creditors on Chapter 11 Exit Plan
SABRE INDUSTRIES: S&P Lowers CCR to 'B'; Outlook Stable
SAVANNA ENERGY: DBRS Rates Senior Unsecured Notes 'B(high)'

SIMON WORLDWIDE: R. Burkle Held 87.6% Equity Stake at Oct. 1
SOUTHLAND 75: Case Summary & 5 Unsecured Creditors
STETSON OIL: Terminates Farm-Out Agreement After Default
STOCKTON, CA: City Council Backs Plan to Exit Bankruptcy
SWIFT AIR: Reorganization Plan Gets Bankruptcy Court Final Okay

TALISMAN ENERGY: Fitch Affirms 'BB+' Preferred Stock Rating
TAYLOR BEAN: Deloitte Settles Suits Over Audits
TELETOUCH COMMUNICATIONS: Chapter 7 Petition Filed
THELEN LLP: Trustee Nets $1.2MM in Ex-Partner Settlements
THINKFILM LLC: Judge Asked To Step Aside Amid Prostitution Rumor

TRILOGY ENERGY: DBRS Confirms 'B' Issuer Rating
TXU CORP: Bank Debt Trades at 33% Off
UNITEK GLOBAL: Moody's Assigns Caa2 CFR & Rates $135MM Loan Caa2
UNIVAR N.V.: Bank Debt Trades at 4% Off
UNI-PIXEL INC: Presented at Williams Financial Conference

UNIVERSAL BIOENERGY: Delays 2013 10-K Over Business Matters
UNIVERSAL HEALTH: Moody's Revises Ratings Outlook to Positive
VALLEJO, CA: Again Mired in Pension Debt Two Years After Ch. 9
WALTER ENERGY: Bank Debt Trades at 4% Off
WAVE HOUSE: Court Confirms 1st Amended Plan

WORLD SURVEILLANCE: Signs Equity Conversion Agreements
YOD PARTNERSHIP: Case Summary & 20 Largest Unsecured Creditors

* Government Shutdown Hits U.S. Trustee Program
* U.S. Government Shutdown Hits Military Contractors, Suppliers
* Wells Fargo Said to Face Action over Mortgage Accord Compliance
* Bank Credit Card Fees Face New Scrutiny by U.S. Consumer Bureau
* British Regulator Plans New Rules for Payday Lenders

* CFPB Fines Meracord over Debt-Relief Firms' Illegal Fees
* Lenders Spell Out Plans to Wind Down in Event of Upheaval
* New York Businesses Win Ruling on Card Swipe-Fee Ban
* SEC Chairman: Congress, Courts Crowding in on Regulator's Role
* Small Firms Grapple with Roadblocks Caused by Shutdown

* FTI Named 2013 Turnaround & Transaction of the Year Winner
* Perkins Coie Adds Another Partner to Dallas Office

* BOND PRICING -- For Week From Sept. 30 to Oct. 4, 2013


                            *********


22ND CENTURY: Grants BAT Access to Patented Technology
------------------------------------------------------
22nd Century Group, Inc.'s subsidiary, 22nd Century Limited, LLC,
and British American Tobacco (Investments) Limited, a subsidiary
of British American Tobacco plc, have signed a worldwide research
license agreement granting BAT access to 22nd Century's patented
technology which alters levels of nicotinic alkaloids in tobacco
plants.

The Agreement grants British American Tobacco (Investments)
Limited and all other affiliates of British American Tobacco plc
rights to three of 22nd Century's patent families encompassing a
cumulative of 28 patents and patent applications in various
countries and regions and an option to enter into a worldwide
commercial license with 22nd Century.  22nd Century Group and its
affiliates retain worldwide rights to the technology and patents
licensed to BAT for use worldwide in 22nd Century's products and
brands.

The research term of the Agreement is for a period of up to four
years during which time 22nd Century and BAT will collaborate on
research efforts to further develop the subject technology.
Pursuant to the Agreement, BAT can exercise its option to enter
into a worldwide royalty-bearing commercial license at any time
during the research term.  If the option is exercised, the
Agreement would terminate and would be replaced by the License,
which would extend to at least the year 2028, unless sooner
terminated by either of the parties.

Simultaneous with the signing of the Agreement, BAT is making an
upfront payment of $7 million to 22nd Century.  Pursuant to the
Agreement, BAT is also agreeing to pay to 22nd Century up to an
additional $7 million during the course of the research term upon
the completion of certain development milestones.

"This partnership with British American Tobacco, which sells
product in approximately 180 countries, represents 22nd Century's
greatest growth milestone to date and an important step in the
development of 22nd Century's next generation tobacco products.
BAT has always been our first choice as a partner," stated Joseph
Pandolfino, 22nd Century's founder and chief executive officer.

Gary Nicholson, BAT's Head of Global Leaf Research, stated that,
"BAT is excited to be working with 22nd Century in this area of
developing technology.  This work is part of BAT's ongoing
Research & Development activities relating to tobacco products."

                         About 22nd Century

Clarence, New York-based 22nd Century Group, Inc., through its
wholly-owned subsidiary, 22nd Century Ltd, is a plant
biotechnology company using technology that allows for the level
of nicotine and other nicotinic alkaloids (e.g., nornicotine,
anatabine and anabasine) in tobacco plants to be decreased or
increased through genetic engineering and plant breeding.

22nd Century incurred a net loss of $6.73 million in 2012, as
compared with a net loss of $1.34 million in 2011.  As of June 30,
2013, the Company had $3.16 million in total assets, $10.37
million in total liabilities and a $7.21 million total
shareholders' deficit.

Freed Maxick CPAs, P.C., in Buffalo, New York, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that 22nd Century has suffered recurring losses from operations
and as of Dec. 31, 2012, has negative working capital of
$3.3 million and a shareholders' deficit of $6.1 million.
Additional capital will be required during 2013 in order to
satisfy existing current obligations and finance working capital
needs as well as additional losses from operations that are
expected in 2013.


340-350 JUNIUS: Case Summary & Unsecured Creditor
-------------------------------------------------
Debtor: 340-350 Junius Realty, LLC
        2198 East 4th Street
        Brooklyn, NY 11223

Case No.: 13-46029

Chapter 11 Petition Date: October 3, 2013

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

Judge: Hon. Carla E. Craig

Debtor's Counsel: Morris Fateha, Esq.
                  MORRIS FATEHA PC
                  911 Avenue U
                  Brooklyn, NY 11223
                  Tel: 718-627-4600

Estimated Assets: $1 million to $10 million

Estimated Debts: not indicated

The petition was signed by Joseph Sardar, manager.

The Debtor declared Stabilis Fund II, LLC, as its largest
unsecured creditor holding a $1.2 million claim.


AEROVISION HOLDINGS: Wants Motion to Dismiss Ch. 11 Case Denied
---------------------------------------------------------------
Aerovision Holdings 1 Corp., asks the U.S. Bankruptcy Court for
the Southern District of Florida to deny the motions (i) to
dismiss its Chapter 11 case; and for relief from the automatic
stay filed by Tiger Aircraft Corp., Logix Global, Inc. and
Aerovision, LLC.

The Debtor contends that the bankruptcy case was filed for the
purpose of reorganizing its business affairs.

The Debtor said it will agree to maintain the status quo regarding
the aircraft until the issue of ownership has been determined.   A
good faith effort will be made by the Debtor to resolve the
concerns of the Official Committee of Unsecured Creditors.
Specifically, prior to the hearing on the motion, the Debtor and
Tiger et al. will attend mediation scheduled by the Debtor with
Robert Furr, Esq., as the mediator.

As reported in the Troubled Company Reporter on Sept. 27, 2013,
the Court approved an agreed order continuing until Nov. 13, at
9:30 a.m., the hearing on the motion to dismiss, or in the
alternative, for relief of stay in the Debtor's case.  The agreed
order was entered among the Debtor and creditors Integration
Innovation, Inc., and i3 Aircraft Holdings 1, LLC.

As reported in the TCR on Sept. 23, 2013, a hearing on the motion
was scheduled for Oct. 1.

Tiger Aircraft Corporation, Logix Global, Inc., and M&M Aircraft
Acquisitions, Inc., sought dismissal of the case of the Debtor,
or, in the alternative, terminate the automatic stay imposed by
these bankruptcy proceedings so that the lawsuit captioned as,
Northrop TF51 Corp, et al v. Tiger Aircraft Corp, a Delaware
Corporation, et al, Case No CA 13-32, which is pending in the
Seventh Judicial Circuit in and for St. Johns County, Florida, may
proceed.

Tiger et al. also joined i3 Aircraft Holdings One, LLC, and
Integration Innovation, Inc.'s motion to dismiss or, in the
alternative, for relief from the automatic stay, filed June 28,
2013, in this bankruptcy case.

Tiger et al. asked the Court to dismiss Aerovision's petition "for
cause" pursuant to 11 U.S.C. Sec. 1112(b) and Sec. 105(a).  In the
alternative, Tiger et al. request that the Bankruptcy Court enter
an order granting Tiger et al. relief from the automatic stay "for
cause" pursuant to 11 U.S.C. Sec. 362(d)(1) and Eleventh Circuit
case law because the petition in this case was filed in "bad
faith" by Aerovision's, and the individuals behind the Debtor,
Mark Daniels and his attorney Steven Selz.

Tiger et al. said the relief requested will permit a pending
action on the fraudulent possession of the subject property in
this petition to continue in the Florida Circuit Court and will
prevent further fraud on the judicial process.  The relief
requested will also put a stop on the Debtor's intent to abuse the
purposes of the reorganization provisions by using such provisions
to delay the enforcement of the Circuit Court's order to return
the subject property and to further delay the Circuit Court from
proceeding with an evidentiary hearing regarding the fraudulent
actions of Mark Daniels and Steven Selz.

              About Aerovision Holdings 1 Corp.

Aerovision Holdings 1 Corp. filed a Chapter 11 petition (Bankr.
S.D. Fla. Case No. 13-24624) on June 21, 2013, in its home-town in
West Palm Beach, Florida.  Mark Daniels signed the petition as
president.  The Debtor estimated assets in excess of $10 million
and liabilities of $1 million to $10 million.  Craig I. Kelley,
Esq., at Kelley & Fulton, PL, serves as the Debtor's counsel.


AFFIRMATIVE INSURANCE: Amends Report on Credit Suisse Facility
--------------------------------------------------------------
Affirmative Insurance Holdings, Inc., has amended its current
report on Form 8-K filed with the U.S. Securities and Exchange
Commission on Sept. 30, 2013, to correct the maturity date of its
senior facility with Credit Suisse AG, Cayman Islands Branch, as
Administrative Agent and Collateral Agent, to March 30, 2016.
The Original Form 8-K incorrectly stated the Maturity Date of the
Company's $40 million senior secured credit facility with Credit
Suisse as March 31, 2016.

                    About Affirmative Insurance

Addison, Tex.-based Affirmative Insurance Holdings, Inc., is a
distributor and producer of non-standard personal automobile
insurance policies for individual consumers in targeted geographic
markets.  Non-standard personal automobile insurance policies
provide coverage to drivers who find it difficult to obtain
insurance from standard automobile insurance companies due to
their lack of prior insurance, age, driving record, limited
financial resources or other factors.  Non-standard personal
automobile insurance policies generally require higher premiums
than standard automobile insurance policies for comparable
coverage.

For the six months ended June 30, 2013, the Company reported a net
loss of $4.76 million on $136.59 million of total revenues, as
compared with a net loss of $14.17 million on $103.21 million of
total revenues for the same period during the prior year.  The
Company's balance sheet at March 31, 2013, showed $392.86 million
in total assets, $532.41 million in total liabilities and a
$139.55 million total stockholders' deficit.


AGFEED INDUSTRIES: Judge Nixes Bid for Examiner to Probe Fraud
--------------------------------------------------------------
Law360 reported that a Delaware bankruptcy judge rejected on Oct.
2 the U.S. Trustee's bid for a Chapter 11 examiner to probe AgFeed
Industries Inc.'s finances, saying a fraud investigation of the
company's Chinese units should occur, but at present could foil an
asset sale.

According to the report, the Tennessee-based hog farmer lost
millions of dollars in China between 2008 and 2011 due to the
allegedly fraudulent conduct of its Chinese management.  The U.S.
Trustee's office urged the court to appoint an examiner to
investigate the company's foreign finances, the report related.

                      About AgFeed Industries

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

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

The U.S. Trustee has appointed a five-member official committee of
unsecured creditors to the Chapter 11 cases.  The Creditors'
Committee tapped Lowenstein Sandler as lead bankruptcy counsel and
Greenberg Traurig, LLP, as co-counsel.  CohnReznick LLP serves as
the Creditors' Committee's financial advisor.

A three-member official committee of equity security holders was
also appointed to the Chapter 11 cases.  The Equity Committee
tapped Sugar Felsenthal Grais & Hammer LLP and Elliott Greenleaf
as co-counsel.


ALLIANCE CONSULTING: Involuntary Chapter 11 Case Summary
--------------------------------------------------------
Alleged Debtor: Alliance Consulting Group, L.L.C.
                3201 General DeGaulle Drive, Suite 200
                New Orleans, LA 70114

Case Number: 13-51937

Court: United States Bankruptcy Court
       Southern District of Mississippi (Gulfport Divisional
       Office)

Judge: Hon. Katharine M. Samson

Petitioner's Counsel: Patrick S. Garrity, Esq.
                      STEFFES, VINGIELLO & MCKENZIE, LLC
                      13702 Coursey Blvd., Building 3
                      Baton Rouge, LA 70817
                      Tel: 225-751-1751
                      Fax: 225-751-1998

                           - and -

                      William E. Steffes, Esq.
                      STEFFES, VINGLIELLO & MCKENZIE, LLC
                      13702 Coursey Blvd., Building 3
                      Baton Rouge, LA 70817
                      Tel: 225-751-1751
                      Fax: 225-751-1998

                           - and -

                      David Wheeler, Esq.
                      WHEELER & WHEELER, PLLC
                      PO Box 264
                      Biloxi, MS 39533
                      Tel: 228 374-6720
                      Email: david@wheelerattys.com

Chapter 11 petitioners:

     Name                       Nature of Claim      Claim Amount
     ----                       ---------------      ------------
Integrated Pro Services, LLC    Contracting Services  $2,780,697
9107 Hwy 23
Belle Chasse, LA 70037

E-Co Systems, LLC               Construction          $1,517,404
5821 Plauche St                 materials and
Harahan, LA 70123               labor costs

Ranger Contracting, LLC         Contracting           $1,008,846
252 Pi Street                   Services
Belle Chasse, LA 70037

AHG Soulutions, LLC             Leases                  $298,700
3201 General DeGaulle Drive
New Orleans, LA 70114

Linfield, Hunter & Junius, Inc  Engineering              $38,138
3608 18th Street                Services
Metairie, LA 70002

H&H Trucking, LLC               Services                 $69,840
3201 General DeGaulle Drive
New Orleans, LA 70114

Titan Rentals, LLC              Rentals                  $23,000
3201 General DeGaulle Drive
New Orleans, LA 70114

Advanced Group, Inc             Rentals                  $63,315
1900 West Main Street
Schriever, LA 70395


ALLIANCE HEALTHCARE: S&P Retains B+ Rating Following $70MM Add-On
-----------------------------------------------------------------
Standard & Poor's Ratings Services said its 'B+' issue-level
rating on Newport Beach, California-based Alliance HealthCare
Services' first-lien term loan are unchanged following an
incremental $70 million add-on.  The recovery rating remains '3'
on the first-lien debt reflecting S&P's expectation for meaningful
(50%-70%) recovery in the event of a default.

The company will use proceeds of the add-on, revolver borrowings,
and cash on the balance sheet to redeem its senior notes.  S&P
expects to withdraw the ratings on the senior notes once they have
been repaid.

The 'B+' corporate credit rating is unchanged and is based on
S&P's assessment of the company's business risk profile as "weak"
and financial risk profile as "aggressive".  The weak business
risk profile reflects a fragmented diagnostic imaging market with
somewhat low barriers to entry, reimbursement risk, and a
relatively high fixed-cost structure.  Adjusted debt leverage of
4.4x for the past 12 months ended June 30, 2013, is consistent
with the company's aggressive financial risk profile.

Ratings List

Alliance HealthCare Services
Corporate credit rating                        B+/Stable/--
  $410 mil* sr secd 1st-lien term ln due 2019   B+
   Recovery rating                             3

* Includes add-on.


AMERICAN AIRLINES: Union Backs Merger Deal in Bid to Enter Suit
---------------------------------------------------------------
Law360 reported that the union representing more than 23,000
American Airlines Inc. workers backed the company's $11 billion
merger with US Airways Group Inc. on Oct. 2 as it moved to
intervene in U.S. antitrust authorities' suit aimed at blocking
the deal, arguing the merger is in the best interest of the
bankrupt airline's workers.

According to the report, the Transport Workers Union of America
said the post-merger incarnation of American will be in a better
position to compete with other industry titans like Delta Air
Lines Inc. and United Air Lines Inc.

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

                      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 bankruptcy judge on Sept. 12, 2013, confirmed AMR Corp.'s plan
to exit bankruptcy through a merger with US Airways.  By
distributing stock in the merged airlines, the plan is designed to
pay all creditors in full, with interest.

Judge Sean Lane confirmed the Plan despite the lawsuit filed by
the U.S. Department of Justice and several states' attorney
general complaining that the merger violates antitrust laws.  The
plan confirmation order means that if AMR and US Airways win the
Justice Department lawsuit or settle with the government, the
merger plan can go into effect.

The antitrust suit is U.S. v. US Airways Group Inc., 13-cv-1236,
U.S. District Court, District of Columbia (Washington).

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: Post Petition Aircraft Financing, Seal Sought
----------------------------------------------------------------
BankruptcyData reported that AMR filed with the U.S. Bankruptcy
Court a motion for an order (i) authorizing the Debtors to obtain
postpetition financing in an amount of up to $785 million secured
on a first priority basis to buy up to 41 Boeing 737-823 aircraft,
14 Boeing 757-223 aircraft, 1 Boeing 767-323ER aircraft and 19
Boeing 777-223ER aircraft under up to two additional subordinated
tranches of enhanced equipment trust certificates to be issued in
connection with the American Airlines Pass Through Certificates,
Series 2013-2; (ii) approving and authorizing the Debtors' motion
to execute and perform the various agreements, instruments,
documents, amendments and supplements by which the new 2013-2
EETCs will be implemented; (iii) approving and authorizing the
extension of the liens and encumbrances previously granted on the
aircraft in connection with the existing 2013-2 EETC to secure the
new indebtedness to be incurred by the Debtors in connection with
the new 2013-2 EETCs; (iv) approving and authorizing payment by
the Debtors of all costs, expenses and fees in connection with the
new 2013-2 EETCs and (v) approving and authorizing payment by the
Debtors of all costs, expenses and fees in connection with the new
2013-2 EETCs, together with any additional fees, costs,
indemnities and expenses that may be payable from time to time
under the financing agreements.

The Court scheduled an October 16, 2013 hearing on this motion.

The Company concurrently sought Court approval to file parts of
this motion under seal, explaining, "The Purchase Agreement and
the Fee Letter referred to in the Financing Motion (the
'Confidential Documents') contain sensitive, confidential,
commercial information of the Debtors, the Initial Purchasers, and
the Class B Liquidity Provider, including, but without limitation,
fees and commissions payable by American to the Initial Purchasers
and structuring and commitment fees payable by American to the
Class B Liquidity Provider.  Because this information is not
typically disclosed to the public or to competing airlines or
financial institutions, the public disclosure of this confidential
and proprietary information would harm the Debtors, the Initial
Purchasers and the Class B Liquidity Provider by providing the
Debtors' competitors with sensitive information regarding the
Debtors' payment obligations pursuant to the Confidential
Documents and by enabling the competitors of the Debtors'
counterparties to gain a strategic advantage over such
counterparties in the marketplace."

                      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 bankruptcy judge on Sept. 12, 2013, confirmed AMR Corp.'s plan
to exit bankruptcy through a merger with US Airways.  By
distributing stock in the merged airlines, the plan is designed to
pay all creditors in full, with interest.

Judge Sean Lane confirmed the Plan despite the lawsuit filed by
the U.S. Department of Justice and several states' attorney
general complaining that the merger violates antitrust laws.  The
plan confirmation order means that if AMR and US Airways win the
Justice Department lawsuit or settle with the government, the
merger plan can go into effect.

The antitrust suit is U.S. v. US Airways Group Inc., 13-cv-1236,
U.S. District Court, District of Columbia (Washington).

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 MEDICAL: A.M. Best Lowers Fin. Strength Rating to 'C+'
---------------------------------------------------------------
A.M. Best Co. has downgraded the financial strength rating to C+
(Marginal) from C++ (Marginal) and issuer credit rating to "b-"
from "b" of American Medical and Life Insurance Company (AMLI)
(New York, NY).  Both ratings were removed from under review with
negativ/e implications and assigned a negative outlook.  AMLI is a
wholly owned subsidiary of TREK Holdings, Inc. (TREK).

The rating actions reflect the continued, albeit reduced, erosion
of AMLI's capital, its reported operating losses in four of the
last six quarters and numerous regulatory matters.  Additionally,
the ratings consider TREK's level of debt and the going concern
opinion issued by its independent auditors in conjunction with its
2012 financial statements.  A.M. Best remains concerned over some
uncertainties regarding AMLI's unsettled regulatory issues, as
well as the future ability of TREK to continue to extend the terms
of its note payable each year and currently due in December 2013.
The future ability of TREK to pay off or extend this obligation --
which exceeds its equity position -- currently remains
indeterminate, and A.M. Best will continue to monitor the
situation.

A.M. Best also will be monitoring the potential for additional
state regulatory actions and the ultimate impact of management's
corrective action plans.  Positive rating actions could occur if
AMLI were to resolve its ongoing regulatory issues, substantially
improve its capitalization, begin to generate regular operating
profitability and resolve its parent company's going concern
opinion.  Conversely, continued losses and erosion of capital
could result in further negative rating movement.


AMNEAL PHARMACEUTICALS: S&P Assigns 'B' CCR; Outlook Stable
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Bridgewater, N.J.-based pharmaceutical company
Amneal Pharmaceuticals LLC.  The outlook is stable.

At the same time, S&P assigned a 'B' issue-level rating to the
company's proposed $475 million term loan B due 2019.  The
recovery rating on the term loan is '4', reflecting S&P's
expectation of average (30%-50%) recovery in the event of a
payment default.

"The rating on Amneal reflects our assessment of its position as a
small generic pharmaceutical company and its lack of scale
compared with other larger generic companies," said Standard &
Poor's credit analyst Michael Berrian.  "The rating also reflects
our expectation that Amneal will continue to have neutral to
negative discretionary cash flow, even though we expect EBITDA
growth to modestly improve pro forma leverage of 5.2x."

The stable outlook reflects S&P's expectation that growth
objectives will be largely successful in the near term, while
sharply limiting cash flow generation.  S&P expects leverage
measures to remain around 5x through 2014.


ARCH COAL: Bank Debt Trades at 3% Off
-------------------------------------
Participations in a syndicated loan under which Arch Coal Inc is a
borrower traded in the secondary market at 97.06 cents-on-the-
dollar during the week ended Friday, October 4, 2013, according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal.  This represents a decrease of 0.51
percentage points from the previous week, The Journal relates.
Arch Coal Inc pays 450 basis points above LIBOR to borrow under
the facility.  The bank loan matures on May 17, 2018.  The bank
debt carries Moody's Ba3 rating and Standard & Poor's BB- rating.
The loan is one of the biggest gainers and losers among 209 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                             About Arch Coal

Arch Coal is one of the largest US coal producers which operate in
all of the major US coal basins. The company's production consists
mainly of low-sulfur thermal coal from its Power River Basin mines
and thermal and metallurgical coal from Appalachia. In 2012, the
company generated roughly $4 billion in revenues.

                         *     *     *

As reported in the Troubled Company Reporter on Aug. 7, 2013,
Moody's Investors Service placed all ratings of Arch Coal on
review for possible downgrade, including the company's B2
Corporate Family Rating, B2-PD Probability of Default Rating, Ba3
rating on senior secured credit facility, and the B3 rating on
senior unsecured debt. The rating action was prompted by recent
deterioration in performance and persistent weakness in market
conditions for both thermal and metallurgical coal.


ARCHDIOCESE OF MILWAUKEE: Judge Won't Recuse in Trust Case
----------------------------------------------------------
Annysa Johnson, writing for Milwaukee-Wisconsin Journal Sentinel,
reported that U.S. District Judge Rudolph T. Randa on Oct. 1
refused to recuse himself from a lawsuit involving the Archdiocese
of Milwaukee's cemetery trust, calling the motion requesting that
he do so a waste of time and judicial resources.

"The Seventh Circuit, if not the Supreme Court, will be the final
word on the issues raised by the Cemetery Trust litigation," Randa
said in the order explaining his decision, according to the
report.  "The last thing this case needs is another decision by
another lower court federal judge before it reaches the Seventh
Circuit."

Judge Randa's decision, in a lawsuit related to the Archdiocese of
Milwaukee's bankruptcy, is in some ways moot, the report related.
The case has already been sent to the Seventh Circuit for review.

At issue in the lawsuit is whether $50 million or more held by the
archdiocese in the cemetery trust can be used to fund settlements
with sex abuse victims who have filed claims in the archdiocese's
bankruptcy, the report said.

Judge Randa ruled in August that tapping any of that trust would
substantially burden the archdiocese's free exercise of religion
under the First Amendment and a 1993 law aimed at protecting
religious freedom, the report further related.

Lawyers for the creditors committee argued Judge Randa had a
financial interest in the bankruptcy because he had purchased his
parents' crypts, the report added.  Judge Randa rejected that
argument.

                  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)


ATHABASCA OIL: DBRS Confirms 'B' Issuer Rating
----------------------------------------------
DBRS Inc. has confirmed the Issuer Rating of Athabasca Oil
Corporation and its Senior Secured Second-Lien Notes (the Notes)
at "B", both with a Stable trend.  The Recovery Rating for the
Notes is RR4. The confirmation is based on DBRS's view that the
Company's liquidity is sufficient to fund its capex through most
of 2014, even if the $1.3 billion put/call option on the remaining
40% interest in Dover assets is delayed (the Dover Option).  This
view is based on the Company's cash on hand ($481 million as at
June 30, 2013), its $200 million credit facility, the expected
$145 million to be received by the end of 2013 from the exercise
of the Company's option to sell its 50% light oil infrastructure
assets and the Company's ability to curtail capex.

Under the Dover Option agreement between the Company and
PetroChina, the $1.3 billion option being exercised is conditional
on the regulatory approval for the Dover assets.  In August 2013,
the Alberta Energy Regulatory (AER) panel approved the Dover
Commercial Project, which was the first of three steps required to
exercise the Dover Option.  The remaining two steps include
obtaining receipt of Order in Council and approval from Alberta
Environment.  Subsequent to the approval by the AER, the Fort
McKay First Nation filed a notice seeking permission from the
Court of Appeal of Alberta to appeal the AER's decision; however,
Athabasca expects remaining approvals will continue to progress
and be unaffected by the application for leave to appeal.  The
Company expects to obtain the remaining approvals and exercise
their Dover Option prior to the end of 2013.

The timing of the Dover Option being exercised remains critical
for Athabasca to maintain its liquidity.  In the event that there
are further delays and the Dover Option cannot be exercised by
April 2014, this could lead to a negative rating action by DBRS,
barring further liquidity risk mitigation.

DBRS acknowledges that the Company has attractive light oil assets
located in the liquids-rich Montney and the Duvernay, which could
be monetized to maintain liquidity and to complete the development
of its Hangingstone Project 1 (first steam is expected in late
2014 and a full ramp-up is expected within 18 to 24 months
following the first steam).  The timing of the potential asset
sales would be critical should there be further delays in
exercising the Dover Option post April 2014.


ATP OIL: Seeks to Sell Netherlands Unit
---------------------------------------
Jacqueline Palank, writing for Daily Bankruptcy Review, reported
that ATP Oil & Gas Corp. is seeking to sell its Netherlands
subsidiary as it also works to finalize the sale of its main
assets to its lenders.

                         About ATP Oil

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

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

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

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

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

ATP is seeking court approval to sell substantially all of its
Deepwater Assets and Shelf Property Assets.


BEN VENUE: Maker of J&J's Doxil and Other Drugs Will Shut Down
--------------------------------------------------------------
Jonathan D. Rockoff, writing for The Wall Street Journal, reported
that a Boehringer Ingelheim GmbH unit that has been beset by
manufacturing difficulties said it plans to shut down starting
this month, eliminating 1,100 jobs and exacerbating shortages of
cancer and other drugs.

According to the report, the Ben Venue Laboratories unit, which
makes drugs for other companies and for its own sale, has
struggled over the past few years with production problems that
prompted tight monitoring by the U.S. Food and Drug Administration
and disrupted the supply of cancer drugs like Doxil. Johnson &
Johnson, which sells Doxil made for it by Ben Venue, said last
week that it expected more shortages of the drug because of
"external difficulties."

A J&J spokeswoman said the company is talking with Ben Venue about
ways to ensure continued supplies of Doxil into 2014, the report
related.  The spokeswoman said that Ben Venue was just "one of
several options we continue to explore in order to keep this
therapy accessible for patients, in both the short- and long-
term."

Ben Venue, based in Bedford, Ohio, said on Oct. 3 that the company
has spent more than $350 million to date to upgrade its
production, but still projected operating losses over the next
five years of about $700 million if it kept trying to meet good
manufacturing standards. Instead, the company said it would cease
production by the end of this year and end packaging, labeling and
all other activities next year.

"The effort, magnitude of investment, and additional years
required to remediate the facility before Ben Venue can return to
sustainable production is not feasible," the company said, the
report cited.  "Ben Venue understands the importance of the drugs
the company produces, and will work to help ensure that these
critical medicines continue to reach the patients who need them."


BENTLEY PREMIER: Hearing on Cash Use Continued Until Oct. 10
------------------------------------------------------------
The Bankruptcy Court entered an order continuing until Oct. 10,
2013, at 1:30 p.m., the hearing on Bentley Premier Builders LLC's
motion for:

   1. authorization to use cash collateral;

   2. authorization to pay prepetition obligations of certain
      critical vendors and to amend interim cash collateral order
      and budget.

As reported in the Troubled Company Reporter on Aug. 27, 2013,
Judge Brenda Rhoades authorized the Debtor to use the cash
collateral of its lenders, The Phillip M. Pourchot Revocable Trust
and/or The Starside, LLC.

The Bankruptcy Court agreed that the Debtor needs cash to enable
it to pay necessary operating expenses, including fees, insurance
premiums, utilities, among other things.

As adequate protection for the Debtor's cash collateral use and
any diminution in value in other collateral, the Lenders are
granted a continuing and replacement security interest in all of
the same property of the Debtor that it had pursuant to the
Prepetition Loan Documents.

In the event adequate protection to the Lenders is insufficient to
protect the Lenders, then the Lenders' claim will have a priority
under Sec. 507(b) of the Bankruptcy Code over all administrative
expenses incurred in the Chapter 11 case.

Mark E. Andrews, Esq., of 1201 Elm Street, Suite 3300, Dallas
Texas, 75270, serve as attorney for the Lenders.  He can be
reached at tel no. (214) 698-7819 and fax no. (214) 698-7899.

                     About Bentley Premier

Bentley Premier Builders, LLC, is a Texas limited liability
company in the business of real estate development and building
custom houses.  It filed a Chapter 11 petition (Bankr. E.D. Tex.
Case No. 13-41940) on Aug. 6, 2013 in Sherman, Texas.  Judge
Brenda Rhoades presides over the case.  Gerald P. Urbach, Esq.,
and Jason A. Katz, Esq., at Hiersche, Hayward, Drakeley & Urbach,
P.C., in Addison, Texas, serve as counsel.  The Debtor disclosed
$35,793,857 in assets and $30,428,782 in liabilities as of the
Chapter 11 filing.


BKB LLC: Case Summary & 3 Largest Unsecured Creditors
-----------------------------------------------------
Debtor: BKB, LLC
        5651 E Imperial Hwy
        South Gate, CA 90280

Case No.: 13-34413

Chapter 11 Petition Date: October 3, 2013

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

Judge: Hon. Ernest M. Robles

Debtor's Counsel: David B Golubchik, Esq.
                  LEVENE NEALE BENDER RANKIN & BRILL LLP
                  10250 Constellation Blvd Ste 1700
                  Los Angeles, CA 90067
                  Tel: 310-229-1234
                  Email: dbg@lnbrb.com

Total Assets: $2.5 million

Total Liabilities: $2.48 million

The petition was signed by Behzad Lavian, manager.

A list of the Debtor's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/cacb13-34413.pdf


BLACKBERRY INC: Draws Interest of Cerberus
------------------------------------------
Sharon Terlep and Dana Cimilluca, writing for The Wall Street
Journal, reported that BlackBerry Ltd. has drawn the interest of
distressed-investing specialists including Cerberus Capital
Management LP, according to people familiar with the matter, as
the smartphone maker seeks a buyer to rescue the company.

According to the report, Cerberus is aiming to sign a
confidentiality agreement with BlackBerry that would allow it to
access the company's private financial information, one of the
people said. The firm may well opt against pursuing a bid, the
person said.

At least one other distressed-investing firm has also been
sniffing around BlackBerry, according to another person familiar
with the matter, the report related.  It's not clear who that is
or if they're still interested.

BlackBerry in August announced a review of strategic alternatives,
including a possible sale, following a dramatic erosion in the
market share of its signature devices, the report recalled.  That
led last month to a preliminary deal to sell the company to
Fairfax Financial Holdings Ltd. for $4.7 billion, or $9 a share.

Concerned the deal won't stick at that price, and reacting to
another bleak financial report from the company, investors have
driven down BlackBerry shares, the report said.  The shares ended
Wednesday up 4 cents to $7.96 on the Nasdaq Stock Market,
recouping losses earlier in the session after the Journal reported
on Cerberus's interest.

                         About BlackBerry

BlackBerry(R) revolutionized the mobile industry when it was
introduced in 1999.  Based in Waterloo, Ontario, BlackBerry
operates offices in North America, Europe, Asia Pacific and Latin
America. BlackBerry is listed on the NASDAQ Stock Market (NASDAQ:
BBRY) and the Toronto Stock Exchange (TSX: BB).  See
http://www.blackberry.com/

In September 2013, The Wall Street Journal, reported that
BlackBerry Ltd. is letting go of up to 40% of its employees by the
end of the year.  BlackBerry had 12,700 employees as of
March, the last time it disclosed a total number.

BlackBerry, once a dominant smartphone maker, has lost market
share to competitors such as Apple Inc. and Samsung
Electronics Co.

The Company's balance sheet at June 1, 2013, showed $13.07 billion
in total assets, $3.67 billion in total liabilities and
$9.39 billion in shareholders' equity.


BROOKFIELD OFFICE: S&P Puts 'BB+' Rating on CreditWatch Developing
------------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BBB-' corporate
credit rating, 'BB+' unsecured debt rating, and 'BB/P-3' preferred
stock rating on Brookfield Office Properties Inc. and Brookfield
Office Properties Canada (collectively BPO) on CreditWatch with
developing implications.  The CreditWatch placement affects
roughly $350 million of unsecured notes and $764 million of
preferred stock.

"The CreditWatch listing indicates that we could raise, lower, or
affirm the ratings following our review," said Standard & Poor's
credit analyst Elizabeth Campbell.

Brookfield Property Partners L.P. (BPY) has announced a proposal
to acquire through a tender offer the 49% stake in Brookfield
Office Properties Inc. (BPO) that it does not already own.  The
consideration value being offered to BPO shareholders of $19.34
per share represents an approximately 15% premium to the closing
price of BPO's shares on Sept. 27, 2013 (on both the NYSE and TSX
exchanges).  Shareholders will have the choice of receiving
consideration in the form of cash or BPY limited partnership units
(on a tax-deferred basis), subject in each case to pro-ration
based on a maximum cash consideration of $1.7 billion and a
maximum of 174 million Brookfield Property Partners limited
partnership units.  The transaction is valued at $5 billion.

In response to the proposal, BPO's board has appointed a committee
of independent directors to commission an independent valuation to
assess the proposal on behalf of the company's shareholders.  Once
this valuation is available, BPY will file a prospectus with U.S.
and Canadian securities regulators.  The formal offer is not
expected to be presented to shareholders until the first quarter
of 2014.

S&P's current ratings for BPO acknowledges the company's "strong"
business risk profile, as characterized by a sizable
($27.8 billion in total assets), competitively positioned, and
high-quality office portfolio that is increasingly global in
scope.  The company's lower debt coverage measures and higher debt
to EBITDA relative to peers results in a "significant" financial
risk profile, though S&P views BPO's liquidity position as
"adequate".  Due to high encumbrance levels, S&P rates the
company's unsecured bonds a notch lower than the corporate credit
rating.

BPY's real estate holdings (about $31.2 billion as of June 30,
2013) are presently dominated by the company's current 51% stake
in BPO.  But its investment platform is much broader than that of
BPO, is also global in scope, and is diversified across multiple
asset classes, including investments in retail (via current stakes
in U.S. REITs, General Growth Properties Inc., and Rouse
Properties Inc.), multifamily, industrial, hotels, and other
assets.  Both BPO and BPY are currently externally managed by
Brookfield Asset Management, though S&P has not historically
factored any explicit support into its ratings for BPO.

BPY's proposal has stated that BPO's rated unsecured debt
securities would remain in place, but that some convertible
preferred shares could be exchanged for equivalent shares of a BPY
subsidiary.  It is not clear to S&P whether the debt securities
would be guaranteed by BPY and the extent to which BPO's current
operating and financial strategies as well as its legal structure
could change once absorbed into the BPY platform.

S&P currently sees downside risk to ratings as somewhat less
likely, given the potential benefits of BPY's larger, more diverse
platform.  However, the expected growth and financing strategies
for BPY's other operating platforms is at this time unknown to
S&P.  S&P will seek to meet with management of BPY in the coming
month to gain clarity on these issues, so as to ascertain the
impact, if any, of the proposed acquisition on BPO's credit
profile.


BURLINGTON COAT: S&P Raises CCR to 'B'; Outlook Stable
------------------------------------------------------
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Burlington, N.J.-based off-price retailer
Burlington Coat Factory Warehouse Corp. to 'B' from 'B-'.  The
outlook is stable.  At the same time, S&P raised the issue-level
rating on the company's term loan to 'BB-' from 'B+'.  The
recovery rating remains '1', indicating S&P's expectation for very
high (90%-100%) recovery in the event of payment default.  S&P
also raised its issue-level rating on the company senior unsecured
notes to 'CCC+' from 'CCC'.  The recovery rating remains '6',
indicating S&P's expectation for negligible (0%-10%) recovery in
the event of payment default.  S&P also removed the ratings from
CreditWatch, where it placed them with positive implications on
Sept. 30, 2013.

"The upgrade reflects proceeds from the company's recent IPO used
to repay debt.  We estimate the $190 million repayment of the
senior unsecured pay-in-kind (PIK) toggle notes results in
leverage in the high-5.0x area compared with our pre-IPO forecast
of about 6.0x," said credit analyst David Kuntz.  "It also
incorporates our view that the company's financial policies --
although still considered "very aggressive" because of the
substantial sponsor ownership -- could potentially moderate over
the next 12 months."

S&P's stable rating outlook reflects its forecast that merchandise
enhancements, improved operating efficiencies, and positive
operating leverage will result in performance gains over the next
year.  In S&P's view, moderate EBITDA growth coupled with further
debt repayment will result in a modestly better credit protection
profile over the next year.  However, S&P do expect that credit
protection measures to remain commensurate with a highly leveraged
financial risk profile.

S&P could consider a negative action if consumer spending drops
because of weakness in the U.S. economy or merchandise missteps
hurt BCF's performance and credit measures deteriorate.  Under
this scenario, sales would be flat to slightly down and margins
would erode by more than 50 basis points (bps).  At that time,
leverage would be above 6.5x and interest coverage would be below
2.0x.

Conversely, S&P could consider an upgrade if the company continues
to demonstrate stable performance gains and repays debt by a
moderate amount.  This could occur if sales growth is in the mid-
single digits, margins increase by more than 25 bps, and the
company repays debt by $250 million.  This could cause S&P to
revise its business risk profile assessment to weak from
vulnerable.  At that time, leverage would be below 5.0x and
interest coverage would approach the 3.0x area.


CAESARS ENTERTAINMENT: Bank Debt Trades at 10% Off
--------------------------------------------------
Participations in a syndicated loan under which Caesars
Entertainment Inc is a borrower traded in the secondary market at
90.91 cents-on-the-dollar during the week ended Friday, October 4,
2013, according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in The Wall Street Journal.  This represents
a decrease of 0.43 percentage points from the previous week, The
Journal relates.  Caesars Entertainment Inc pays 525 basis points
above LIBOR to borrow under the facility.  The bank loan matures
on Jan. 1, 2018.  The bank debt carries Moody's B3 rating and
Standard & Poor's B- rating.  The loan is one of the biggest
gainers and losers among 209 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.

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

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

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

                           *     *     *

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

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

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

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


CALFRAC WELL: Moody's Rates $150MM Sr. Unsecured Notes 'B1'
-----------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Calfrac Well
Services Ltd.'s US$150 million senior unsecured notes add-on.
Calfrac 's other ratings are unchanged. The rating outlook is
stable.

The proceeds of the notes will be used to reduce borrowings under
Calfrac 's C$300 million committed revolving credit facilities.

Upgrades:

Issuer: Calfrac Holdings, LP

  Senior Unsecured Regular Bond/Debenture Dec 1, 2020, Upgraded to
  a range of LGD4, 62 % from a range of LGD4, 63 %

Assignments:

Issuer: Calfrac Holdings, LP

  Senior Unsecured Regular Bond/Debenture, Assigned B1

  Senior Unsecured Regular Bond/Debenture, Assigned a range of
  LGD4, 62 %

Ratings Rationale

Calfrac's Ba3 Corporate Family Rating (CFR) considers the
company's relatively small size, and niche focus on fracturing
services and resultant exposure to cyclical oil and natural gas
land drilling activities, mitigated by low leverage, a high
quality and mobile equipment fleet, technical expertise, and
strong customer relationships.

The SGL-2 Speculative Grade Liquidity rating reflects good
liquidity. Pro forma the notes add-on Calfrac will have C$31
million in cash and about C$256 million available, after C$18
million in letters of credit, under its C$300 million revolving
credit facilities, due September 2016. We expect C$50 million of
negative free cash flow through 2014 and for Calfrac to have ample
room under its three financial covenants (Funded Debt to EBITDA
not to exceed 2.25x, Total Debt to Capitalization not to exceed
0.6x, and Current Ratio not to fall below 1.15x) during this
period. The company has no significant debt maturities until 2020.
Alternative liquidity is limited given that all North American
assets are pledged to the revolver lenders.

Calfrac's revolving credit facility is secured by a first priority
lien on substantially all of Calfrac's North American assets, but
excludes assets in Russia, Mexico and Argentina. Calfrac Holdings
LP senior notes are unsecured. Under Moody's LGD methodology, the
size of the prior ranking senior secured revolver results in the
notes being rated B1, one notch below the Ba3 CFR.

The stable outlook reflects Calfrac's strong customer
relationships, high quality fleet, and Moody's expectation that
debt to EBITDA will trend toward 2.5x through 2014. The rating
could be upgraded if Calfrac can improve the scale and scope of
its operations, broaden its geographic footprint and product
diversification, and strengthen its market position while
maintaining its strong credit metrics. The rating could be
downgraded if debt to EBITDA cannot be sustained under 3.0x.

Calfrac Well Services Ltd. is a Calgary, Alberta based provider of
pressure pumping services to exploration and production companies.


CHINA AUTO: Gets Nasdaq Listing Non-Compliance Notice
-----------------------------------------------------
China Auto Logistics Inc. on Oct. 3 disclosed that it received a
letter from the Listings Qualification Department of the Nasdaq
Stock Market ("NASDAQ") stating that on September 27, 2013, for
the previous 30 consecutive business days, the market value of
publicly held shares ("MVPHS") of the Company's common stock had
closed below the minimum $5 million requirement for continued
inclusion on The Nasdaq Global Market pursuant to Nasdaq Listing
Rule 5450(b)(1)Copyright.

The letter states that the Company will be provided 180 calendar
days, or until March 26, 2014, to regain compliance with the
minimum MVPHS requirement.  In accordance with Rule 5810(c)(3)(D),
the Company can regain compliance if at any time during the 180-
day period the closing MVPHS is at least $5 million for a minimum
of 10 consecutive business days.  In the event the Company does
not regain compliance with the MVPHS requirement prior to March
26, 2014, the Common Stock will be subject to delisting.

The Company intends to monitor the MVPHS of the Common Stock and
may, if appropriate, consider implementing available options to
regain compliance or submitting an application to transfer to The
Nasdaq Capital Market.  However, there can be no assurance that
the Company will be able to regain compliance or successfully
transfer to The Nasdaq Capital Market.

Mr. Tong Shiping, Chairman and CEO of the Company, stated, "We
remain committed to growing our business in the Chinese luxury
auto market where we continue to be a significant player.  We
further believe that at some point investors will recognize our
strengths and value our shares more realistically."

                   About China Auto Logistics

China Auto Logistics Inc. -- http://www.chinaautologisticsinc.com/
-- is one of China's top sellers of imported luxury vehicles, and
also manages China's largest imported auto mall in Tianjin.


CHINA CABLECOM: Incurs $20.7-Mil. Net Loss in 2011
---------------------------------------------------
China Cablecom Holdings, Ltd., filed on Oct. 2, 2013, its annual
report on Form 20-F for the fiscal year ended Dec. 31, 2011.

UHY Vocation HK CPA Limited, in Hong Kong, said the Company has
incurred significant losses during 2011, 2010 and 2009, and has
relied on debt and equity financings to fund their operations.
The independent auditors noted that these conditions raise
substantial doubt about the Company's ability to continue as a
going concern.

The Company reported a net loss of $20.7 million for the year
ended Dec. 31, 1022, compared to a net loss of $14.4 million for
the year ended Dec. 31, 2011.

Management fee income for the year ended Dec. 31, 2011, were
$4.6 million, an increase of $0.1 million from $4.5 million for
the year ended Dec. 31, 2010.

"From September 2011, the business operation in Binzhou
Broadcasting was suspended as a result of the Government of
Shandong Province's initiatives to consolidate all cable operators
within the province into Shandong Broadcasting and Television
Network Co., Ltd.  The Company has not reached any settlement
agreement with either Binzhou SOE or Shandong Broadcasting and
Television Network Co., Ltd., by the time of this report and
decided to make a full provision of $9.8 million on its investment
in Binzhou Broadcasting."

The Company's balance sheet at Dec. 31, 2011, showed $52.4 million
in total assets, $44.4 million in total liabilities, and
shareholders' equity of $8.0 million.

A copy of the Form 20-F is available at http://is.gd/SvIpL5

Prior to March 2012, China Cablecom Holdings, Ltd., was a joint-
venture provider of cable television services in the PRC,
operating in partnership with a local state-owned enterprise
authorized by the PRC government to control the distribution of
cable TV services ("SOE").  The Company acquired the networks it
previously operated in Binzhou, Shandong Province in
September 2007 and in Hubei Province in June 2008 by entering into
a series of asset purchase and services agreements with companies
organized by SOEs owned directly or indirectly by local branches
of the State Administration of Radio, Film, and Television (SARFT)
to serve as holding companies of the relevant businesses.
Following the recent disposal of its interest in the Hubei network
and suspension of operations in Binzhou, the Company is a dormant,
non-operating company.

China Cablecom Holdings, Ltd., is headquartered in Jinan, People's
Republic of China.


CHINA NATURAL: Hiring Approvals Sought
--------------------------------------
BankruptcyData reported that China Natural Gas filed with the U.S.
Bankruptcy Court a motion to retain Schiff Hardin (Contact: Louis
T. DeLucia) as counsel at the following hourly rates: partner at
$435 to $880, of counsel/counsel at $325 to $845, associate at
$205 to $560 and legal assistant/paralegal at $125 to $515.

The motion explains, "The Debtor seeks to retain Schiff because of
Schiff's recognized expertise and extensive knowledge in the field
of debtor's protections, creditors' rights, and business
reorganizations under Chapter 11 of the Bankruptcy Code."

The Company also filed a motion to retain Warren Street Global
(Contact: J. Gregg Pritchard) to provide the services of J. Gregg
Pritchard to serve as chief restructuring officer for $15,000 per
month, a success fee of $30,000 if a settlement is reached on or
before the end of the fourth month or a success fee of $15,000 if
the settlement is approved after the end of the fourth month but
before the eight month.

                        About China Natural

Headquartered in Xi'an, Shaanxi Province, P.R.C., China Natural
Gas, Inc., was incorporated in the State of Delaware on March 31,
1999.  The Company through its wholly owned subsidiaries and
variable interest entity, Xi';an Xilan Natural Gas Co., Ltd., and
subsidiaries of its VIE, which are located in Hong Kong, Shaanxi
Province, Henan Province and Hubei Province in the People's
Republic of China ("PRC"), engages in sales and distribution of
natural gas and gasoline to commercial, industrial and residential
customers through fueling stations and pipelines, construction of
pipeline networks, installation of natural gas fittings and parts
for end-users, and conversions of gasoline-fueled vehicles to
hybrid (natural gas/gasoline) powered vehicles at 0ptmobile
conversion sites.

On Feb. 8, 2013, an involuntary petition for bankruptcy was filed
against the Company by three of the Company's creditors, Abax
Lotus Ltd., Abax Nai Xin A Ltd., and Lake Street Fund LP (Bankr.
S.D.N.Y. Case No. 13-10419).  The Petitioners claimed that they
have debts totaling $42,218,956.88 as a result of the Company's
failure to make payments on the 5% Guaranteed Senior Notes issued
in 2008.  The Company says it intends to oppose the motion.

Adam P. Strochak, Esq., at Weil, Gotshal & Manges, LLP, in
Washington, D.C., represents the Petitioners as counsel.


CHOPPER EXPRESS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Chopper Express Inc.
        350 Main Road
        Montville, NJ 07045

Case No.: 13-31849

Debtor entity filing separate Chapter 11 petition:

       Entity                      Case No.
       ------                      --------
       Pumpernickel Express, Inc.   13-31851

Chapter 11 Petition Date: October 3, 2013

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

Judge: Hon. Donald H. Steckroth

Debtor's Counsel: Jeffrey A. Cooper, Esq.
                  RABINOWITZ, LUBETKIN & TULLY, LLC
                  293 Eisenhower Parkway, Suite 100
                  Livingston, NJ 07039
                  Tel: 973-597-9100
                  Fax: 973-597-9119
                  Email: jcooper@rltlawfirm.com

Total Assets: $9.30 million

Total Liabilities: $12.31 million

The petition was signed by Joseph P. Guttilla, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/njb13-31849.pdf


CLASSIC BALLOON: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Classic Balloon Corporation
        1416 Upfield Drive
        Carrollton, TX 75006

Case No.: 13-35153

Chapter 11 Petition Date: October 3, 2013

Court: United States Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Hon. Stacey G. Jernigan

Debtor's Counsel: Edwin Paul Keiffer, Esq.
                  WRIGHT GINSBERG BRUSILOW P.C.
                  Republic Center, Suite 4150
                  325 North St. Paul Street
                  Dallas, TX 75201
                  Tel: (214) 651-6517
                  Fax: (214) 744-2615
                  Email: pkeiffer@wgblawfirm.com

                       - and -

                  Shane Austin Lynch, Esq.
                  WRIGHT GINSBERG BRUSILOW, PC
                  Republic Center, Ste. 4150
                  325 N. St. Paul Street
                  Dallas, TX 75219
                  Tel: (214) 651-6516
                  Email: slynch@wgblawfirm.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Leslie W. Barton, president.

The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.


CNH CAPITAL: S&P Rates New Sr. Unsecured Notes Due 2017 'BB'
------------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned its
'BB' issue rating to U.S.-based CNH Capital LLC's proposed senior
unsecured notes due 2017.  CNH Capital is a wholly owned
subsidiary of Netherlands-based CNH Industrial N.V. (CNHI).  CNH
Capital America LLC and New Holland Credit Co. LLC, each a wholly
owned subsidiary of CNH Capital, will guarantee the notes.  The
company expects to use the proceeds from the issuance for working
capital and other general corporate purposes or to repay other
debt.

The 'BB+' corporate credit rating on CNH Capital (a wholly owned
captive finance company that provides financial services for
CNHI's customers in the U.S. and Canada) reflects the long-term
rating on CNHI, its parent.  S&P views this subsidiary as a core
holding of CNHI, given its strategic importance to the parent
(financial services are a key offering that facilitates the sale
of CNHI's equipment), CNHI's ability to influence CNH Capital's
actions, and S&P's expectation that the parent would provide
financial support to CNH Capital in times of need.  There is a
support agreement between the two companies, and CNH Capital's
receivables account for more than half of the total managed
portfolio of CNHI's financial services organization globally.

The rating on CNH Capital's senior unsecured notes reflects the
company's reliance on secured debt, primarily through asset-backed
security transactions, which S&P believes continues to encumber a
significant majority (about 65% after giving effect to the
proposed issuance) of the assets on its balance sheet.  S&P also
believes that these transactions would materially weaken the
recovery prospects for unsecured debtholders in the event of a
default.  Still, the ratio of secured debt to assets has declined
over the past two years, the company has access to unsecured
committed credit lines, and S&P view the proposed notes issuance
as a consistent step toward achieving greater funding
diversification.  This should gradually reduce reliance on the
asset-backed securities market, which S&P would consider a
positive rating factor over time.

RATINGS LIST

CNH Capital LLC
Corporate Credit Rating               BB+/Stable/--

New Ratings

CNH Capital LLC
Senior unsecured notes due 2017       BB


COLORADO CUSTOMWARE: To Sell Assets to N. Harris for $3.25MM
------------------------------------------------------------
Steve Lynn, writing for North Colorado Business Report, relates
that Colorado Customware Inc., is seeking approval for a sale of
its assets to Ontario, Canada-based N. Harris Computer Corp., for
$3.25 million in cash.  The purchase price would cover one third
of the company's $10 million in liabilities, according to
documents filed in U.S. Bankruptcy Court for the District of
Colorado.  N. Harris Computer, which sells software, would buy
software and other assets from Colorado Customware if the deal is
approved.  The companies would close the deal Nov. 25.

Creditors holding the largest unsecured claims include Fort
Collins-based Verus Bank of Commerce at $7.1 million, Vision
Appraisal in Massachusetts at $2.6 million and Marshall & Swift in
Wisconsin at $815,000, according to court documents.  According to
the report, Verus Bank has agreed to the sale.

The report notes that according to a Sept. 27 filing, the
Bankruptcy Court approved $100,000 in debtor-in-possession
financing from Verus to Colorado Customware "to bridge through a
sale process."

Colorado Customware, Inc., based in Fort Collins, Colorado, filed
for Chapter 11 bankruptcy (Bankr. D. Colo. Case No. 13-22227) on
July 17, 2013.  Judge Elizabeth E. Brown oversees the case.
Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck, LLP,
serves as the Debtor's counsel.  In its petition, Colorado
Customware estimated under $50,000 in assets and $10 million to
$50 million in debts.  A list of the COmpany's 20 largest
unsecured creditors is available for free at
http://bankrupt.com/misc/cob13-22227.pdf The petition was signed
by Lori D. Burge, president.


CONTAINER STORE: Moody's Says IPO Filing is Credit Positive
-----------------------------------------------------------
Moody's Investors Service said that The Container Store, Inc.'s
September 30, 2013 announcement that it intends to pursue a public
equity offering, is a credit positive. The company's B3 Corporate
Family Rating and stable outlook are currently unaffected.

The principal methodology used in this rating was Global Retail
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.

The Container Store, Inc., headquartered near Dallas, TX, is a
retailer of storage and organization products in the United States
and Europe.  The company operates 62 leased specialty retail
stores in the United States and operates in Europe through its
wholly owned Swedish subsidiary, Elfa International. Net revenue
for the latest twelve month period ended August 31, 2013 exceeded
$735 million.


CORD BLOOD: Tonaquint Wants to Dispose of Collateral
----------------------------------------------------
Cord Blood America, Inc., on Aug. 30, 2013, filed a Complaint in
the United States District Court for the District of Utah, Central
Division, against Tonaquint, Inc., and St. George Investments,
LLC, case number 2:13-cv-00806-PMW.  The Company brought this
legal action against the Defendants alleging fraud in the
inducement, breach of agreement, breach of implied covenant of
good faith and fair dealing and unjust enrichment.

In particular, among other things, the Complaint alleges that the
Defendants have fraudulently induced the Company to enter into the
June 27, 2012, Secured Convertible Promissory Note, Securities
Purchase Agreement, and related documentation through
misrepresentations including but by no means limited to: (i)
representing that the Tonaquint Note would be consecutively
amortized with the March 10, 2011, Secured Convertible Promossory
Note issued to St. George by the Company, and that these would not
become due and owing simultaneously, and (ii) that the St. George
Note would be replaced by an amended note to be paid off according
to a set amortization schedule.

The Company seeks relief in the form of rescission or reformation
of the Tonaquint Note, St. George Note, the Warrant issued to St.
George as part of the March 10, 2011, transaction, as well as
related agreements and documents, an order enjoining the
Defendants from foreclosing on the Notes or selling the Company's
assets, punitive and other damages in an unspecified amount,
costs, attorneys' fees, interest and such other relief as the
Court deems just and proper.

Subsequently, on Sept. 25, 2013, the Defendants each filed their
Answer and Counterclaim in the Action.  In their Counterclaims,
the Defendants allege causes of action against the Company for
Breach of the March 10, 2011, Note and Warrant Purchase Agreement
between St. George and the Company, Breach of the Tonaquint
Purchase Agreement and Tonaquint Note, Breach of the Implied
Covenant of Good Faith and Fair Dealing, and Unjust Enrichment.
The Defendants claim that the Company purportedly breached the SGI
Purchase Agreement, Tonaquint Purchase Agreement, and Tonaquint
Convertible Note, by, among other things, failing to maintain a
share reserve, failing to increase the number of authorized
shares, failing to call or hold a meeting to increase the
authorized shares of Common Stock of the Company, and failing to
make installment payments under the Tonaquint Convertible Note.

The Defendants seek relief in the form of damages in an
unspecified amount and an order from the Court requiring the
Company to establish and maintain a share reserve for the benefit
of the Defendants, along with costs, attorneys' fees and such
other relief as the Court deems just and proper.

The Company believes the Counterclaims lack merit and will
vigorously defend itself against the claims.

Also on Sept. 25, 2013, the Company received from Tonaquint a
Notice of Disposition of Collateral advising of Tonaquint's intent
to sell all assets of the Company at a public auction on Nov. 4,
2013, at 11:00 a.m. PST at 1857 Helm Drive, Las Vegas, Nevada,
89119.  The Company disagrees with Tonaquint's allegations and
does not believe Tonaquint is entitled to the relief.  The Company
said it intends to vigorously defend itself against Tonaquint's
attempt to sell these assets, as well as Defendants' counterclaims
in general, and will continue to take legal action to protect the
interests of the Company and its shareholders.

                     About Cord Blood America

Based in Las Vegas, Nevada, Cord Blood America, Inc., is primarily
a holding company whose subsidiaries include Cord Partners, Inc.,
CorCell Co. Inc., CorCell Ltd.; CBA Professional Services, Inc.
D/B/A BodyCells, Inc.; CBA Properties, Inc.; and Career Channel
Inc, D/B/A Rainmakers International.  Cord specializes in
providing private cord blood stem cell preservation services to
families.  BodyCells is a developmental stage company and intends
to be in the business of collecting, processing and preserving
peripheral blood and adipose tissue stem cells allowing
individuals to privately preserve their stem cells for potential
future use in stem cell therapy.  Properties was formed to hold
the corporate trademarks and other intellectual property of CBAI.
Rain specializes in creating direct response television and radio
advertising campaigns, including media placement and commercial
production.

Cord Blood disclosed a net loss of $3.49 million on $5.99 million
of revenue for the year ended Dec. 31, 2012, as compared with a
net loss of $6.51 million on $5.07 million of revenue during the
prior year.  The Company's balance sheet at March 31, 2013, showed
$6.37 million in total assets, $5.76 million in total liabilities
and $606,561 in total stockholders' equity.

Rose, Snyder & Jacobs, LLP, in Encino, 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 sustained recurring operating losses and has
an accumulated deficit at Dec. 31, 2012.  These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.


CROSSROADS SYSTEMS: Evaluates Options to Protect NOL Carryforwards
------------------------------------------------------------------
Crossroads Systems, Inc. on Oct. 3 disclosed that it is evaluating
alternatives to protect its existing net operating loss (NOL)
carryforwards and attempt to avoid a potential "triggering event,"
as defined in Section 382 of the Internal Revenue Code of 1986, as
amended. Subject to the receipt of applicable approvals required
from the holders of the Company's 5.0% Series F Convertible
Preferred Stock, the company announced that its Board of Directors
intends to adopt a tax benefit preservation plan to protect the
value of its NOL carryforwards and other related tax assets (an
"NOL Plan").

As of July 31, 2013, the Company had total federal NOL
carryforwards of approximately $100 million.

The impairment of the Company's NOL carryforwards would be
triggered by a 50-percentage-point or more "ownership shift" by
"5% shareholders" (as defined in Section 382 of the Internal
Revenue Code) during a rolling three-year period, all as
calculated under Internal Revenue Service regulations.  Even small
fluctuations in the ownership of "5% shareholders" could trigger
the Section 382 impairment of the Company's NOL carryforwards.

At this time, Crossroads is urging any shareholder or prospective
shareholder who is, or may be close to becoming, a "5%
shareholder" and any current 5% or more shareholder to contact
Mark Hood, the Company's Executive Vice President of Corporate
Communications, or Jennifer Crane, the Company's Chief Financial
Officer, at the contact information above before completing any
trades to discuss the possible consequences of such trades with
respect to the Company's NOL carryforwards.

Following the receipt of certain approvals required to be obtained
from the holders of a majority of the Company's 5.0% Series F
Convertible Preferred Stock, the Board's adoption of an NOL Plan
would be intended to serve the interest of all Crossroads
shareholders by reducing the likelihood of an ownership change
that would impair the Company's use of its NOL carryforwards,
thereby helping to protect the Company's ability to use the NOL
carryforwards to offset future tax liabilities.  The company
intends to begin seeking the requisite approvals from the holders
of its 5.0% Series F Convertible Preferred Stock relating to the
NOL Plan shortly following the date of this release.  The
likelihood and timing of such stockholder approval cannot be
determined at this time and, accordingly, whether an NOL Plan will
be adopted cannot be ascertained at this time.

In the event an NOL Plan is adopted, the Board of Directors would
expect to declare a non-taxable dividend of one preferred share
purchase right for each outstanding share of common stock and each
outstanding share of 5.0% Series F Convertible Preferred Stock to
holders of record as of the close of business on the record date
set by the Board of Directors.  Any share issued after that date
would also receive a Right.  If an NOL Plan is adopted, any person
or group that acquires beneficial ownership of 4.99% or more of
the Company's common stock without Board approval would be subject
to significant dilution in the ownership interest of that person
or group, subject to limited exceptions, and the Rights held by
such person or group would become void.  Shareholders who
currently beneficially own 4.99% or more will not trigger the
preferred share purchase rights unless they acquire beneficial
ownership of additional shares.

The Company expects to submit an NOL Plan for shareholder approval
at the next annual meeting of stockholders following the
implementation of such NOL Plan.

If adopted, the terms of the NOL Plan are expected to provide that
the NOL Plan would expire on the earliest of (i) 5:00 p.m., New
York time, on the date that the votes of the stockholders of the
Company, with respect to the Company's next annual meeting of
stockholders following the implementation of such NOL Plan, are
certified, unless the continuation of the Rights is approved by
the affirmative vote of the majority of the voting power of the
shares present in person or represented by proxy at the Company's
next annual meeting of stockholders following the implementation
of such NOL Plan (or any adjournment or postponement thereof) duly
held in accordance with the Company's Amended and Restated Bylaws
and applicable law; (ii) 5:00 p.m., New York time, on the date
that is three years after the NOL Plan is adopted; (iii) the time
at which the Rights are redeemed or exchanged under the Plan; (iv)
the repeal of Section 382 or any successor status and the Board's
determination that the Plan is no longer necessary for
preservation of the Company's NOLs; or (v) the beginning of a
taxable year of the Company to which the Board of Directors
determines that no NOLs may be carried forward.  In addition, the
Board of Directors would be able to terminate the NOL Plan at any
time in its discretion.

The above summary description of the expected terms of any NOL
Plan reflects the Company's current plans only and is subject to
change.  If it adopts an NOL Plan, the Company will file
additional definitive information regarding such NOL Plan with the
U.S. Securities and Exchange Commission.

        About Crossroads Systems Crossroads Systems, Inc.

Headquartered in Austin, Texas, Crossroads Systems, Inc. ?
http://www.crossroads.com -- is a global provider of data archive
solutions.


CUE & LOPEZ CONSTRUCTION: Case Summary & 20 Top Unsec. Creditors
----------------------------------------------------------------
Debtor: Cue & Lopez Construction, Inc.
        PO BOX 193899
        San Juan, PR 00926 3899

Case No.: 13-08297

Chapter 11 Petition Date: October 4, 2013

Court: United States Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Judge: Hon. Brian K. Tester

Debtor's Counsel: Charles Alfred Cuprill, Esq.
                  CHARLES A CURPILL, PSC LAW OFFICE
                  356 Calle Fortaleza, Second Floor
                  San Juan, PR 00901
                  Tel: 787 977-0515
                  Email: cacuprill@cuprill.com

Total Assets: $12.65 million

Total Liabilities: $16.66 million

The petition was signed by by Frank F. Cue Garcia, president.

List of Debtor's 20 Largest Unsecured Creditors:

     Entity                     Nature of Claim     Claim Amount
     ------                     ---------------     ------------
Caribbean Property Group LLC    Loans                $2,033,000
500 Plantation Drive, Suite 2
Dorado PR 00646

Oriental Financial Group        Commercial Loan      $1,561,498
Eurobank-Oriental
PO Box 195115
San Juan PR 00919 5115

Bermudez, Longo,                Sub-contractor         $569,111
Diaz-Masso, LLC
PO Box 191213
San Juan PR 00919 1213

IDS Office/Scotiabak of PR      Furniture Supplier     $470,662
Centro Int'l De Mercadio II
90 CARR 165 Suite 405
Guaynabo PR 00968

MAKKO Construction LLC          Sub-contractor         $462,303
PMB 383
352 Ave. San Claudio
San Juan PR 00926

Caribbean Data System, Inc.     Computer Materials     $342,422
1129 Munoz Rivera Avenue
San Juan PR 00925 2729

Internal Revenue Service        Payroll Taxes          $278,809
Post Office Box 7346
Philadelphia PA 19101-7346

Departmento De Hacienda de PR   Payroll Taxes          $258,732
P.O. Box 9024140                Withheld
San Juan PR 00902-4140

Air Master Windows & Doors      Construction           $232,046
                                Materials

SESCO Technology Solutions      Sub-contractor         $203,693

Professional Iron Works         Sub-contractor         $176,854

Jaica Plumbing                  Sub-contractor         $135,485

American Agencies Co., Inc.     Sub-contractor         $135,111

Maite Ortiz Morales             DACO Claim             $128,390

Departamento Del Trabajo Y      Unemployment           $127,000
                                insurance

ET Construction Corp            Architectural          $115,836
                                services

The Tile Shop, Inc.             Tiles material         $115,449
                                supplier

Superasphalt Payment Corp       Sub-contractor         $102,201

Frama Rental Corp               Equipment rental        $99,200

Midsun Group Caribe, Inc.       Sub-contractor          $86,631


CUE & LOPEZ CONTRACTORS: Case Summary & 16 Top Unsec. Creditors
---------------------------------------------------------------
Debtor: Cue & Lopez Contractors, Inc.
         PO Box 193899
         San Juan, PR 00919 3899

Case No.: 13-08299

Type of Business: General Contractor

Chapter 11 Petition Date: October 4, 2013

Court: United States Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Judge: Hon. Mildred Caban Flores

Debtor's Counsel: Charles Alfred Cuprill, Esq.
                  CHARLES A CURPILL, PSC LAW OFFICE
                  356 Calle Fortaleza, Second Floor
                  San Juan, PR 00901
                  Tel: 787 977-0515
                  Email: cacuprill@cuprill.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Frank F. Cue Garcia, executive vice-
president.

A list of the Debtor's 16 largest unsecured creditors is available
for free at http://bankrupt.com/misc/prb13-8299.pdf


CYCLONE POWER: Joel Mayersohn Appointed as Director
---------------------------------------------------
Joel Mayersohn has been appointed to Cyclone Power Technologies,
Inc.'s Board of Directors, to serve in that position until the
next meeting of the Company's shareholders.  This appointment was
made by unanimous consent of the Board of Directors on Sept. 17,
2013, with an effective date as of Sept. 30, 2013.

Mr. Mayersohn is a partner in the Ft. Lauderdale, FL, office of
Roetzell & Andress, where he specializes in corporate, securities
and business law.  He advises a diversified client base in private
placements, public offerings, mergers and acquisitions, financing
transactions and general securities, as well as corporate law
matters.  He also has experience in venture capital, bridge loans
and pipe financings.  Mr. Mayersohn is a member of the Florida and
New York Bars, and received his J.D. and B.A from The State
University of New York at Buffalo.

                       About Cyclone Power

Pompano Beach, Fla.-based Cyclone Power Technologies, Inc. (Pink
Sheets: CYPW) is a clean-tech engineering company, whose business
is to develop, commercialize and license its patented Rankine
cycle engine technology for applications ranging from renewable
power generation to transportation.  The Company is the successor
entity to the business of Cyclone Technologies LLLP, a limited
liability limited partnership formed in Florida in June 2004.
Cyclone Technologies LLLP was the original developer and
intellectual property holder of the Cyclone engine technology.

Cyclone Power disclosed a net loss of $3 million on $1.13 million
of revenue for the year ended Dec. 31, 2012, as compared with a
net loss of $23.70 million on $250,000 of revenue in 2011.  The
Company's balance sheet at June 30, 2013, showed $1.36 million
in total assets, $4.26 million in total liabilities and a $2.89
million total stockholders' deficit.

Mallah Furman, in Mallah Furman, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012.  The independent auditors noted that the
Company's dependence on outside financing, lack of sufficient
working capital, and recurring losses raises substantial doubt
about its ability to continue as a going concern.


DART PEBBLE: Case Summary & 17 Unsecured Creditors
--------------------------------------------------
Debtor: Dart Pebble Creek, LLC
        480 W. Deuce of Clubs
        Show Low, AZ 85901

Case No.: 13-17326

Chapter 11 Petition Date: October 3, 2013

Court: United States Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Hon. George B. Nielsen Jr.

Debtor's Counsel: William R. Richardson, Esq.
                  RICHARDSON & RICHARDSON, P.C.
                  1745 S. ALMA SCHOOL RD., #100
                  Mesa, AZ 85210-3010
                  Tel: 480-464-0600
                  Fax: 480-464-0602
                  Email: wrichlaw@aol.com

Total Assets: $1.07 million

Total Liabilities: $2.01 million

The petition was signed by Randolph H. Tenney, managing member.

A list of the Debtor's 17 largest unsecured creditors is available
for free at http://bankrupt.com/misc/azb13-17326.pdf


DELTA PETROLEUM: Execs Shake Securities Fraud Class Action
----------------------------------------------------------
Law360 reported that Delta Petroleum Corp. dodged on Sept. 30 a
proposed shareholder class action that accused the now bankrupt
oil and gas company's top executives of defrauding investors by
misrepresenting Delta's financial position so as to artificially
inflate stock prices.

According to the report, U.S. District Judge Christine Arguello
dismissed the case, saying the suit failed to specifically
identify how statements made by the executives were false or could
have misled a reasonable investor, according to the order.

The case is Darwin v. Taylor et al., Case No. 1:12-cv-01038 (D.
Colo.) before Judge Christine M. Arguello.

                       About Delta Petroleum

Delta Petroleum Corporation (NASDAQ: DPTR) is an independent oil
and gas company engaged primarily in the exploration for, and the
acquisition, development, production, and sale of, natural gas and
crude oil.  Natural gas comprises over 90% of Delta's production
services.  The core area of its operations is the Rocky Mountain
Region of the United States, where the majority of the proved
reserves, production and long-term growth prospects are located.

Delta and seven of its subsidiaries sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Case Nos. 11-14006 to 11-14013,
inclusive) on Dec. 16, 2011, roughly six weeks before the Jan. 31,
2012 scheduled maturity of its $38.5 million secured credit
facility with Macquarie Bank Limited and after several months of
unsuccessful attempts to sell the business.  Delta disclosed
$375,498,248 in assets and $310,679,157 in liabilities, which also
include $152,187,500 in outstanding obligations on account of the
7% senior unsecured notes issued in March 2005 with US Bank
National Association indenture trustee; and $115,527,083 in
outstanding obligations on account of 3-3/4% Senior Convertible
Notes due 2037 issued in April 2007.  In its amended schedules,
the Delta Petroleum disclosed $373,836,358 in assets and
$312,864,788 in liabilities.

W. Peter Beardsley, Esq., Christopher Gartman, Esq., Kathryn A.
Coleman, Esq., and Ashley J. Laurie, Esq., at Hughes Hubbard &
Reed LLP, in New York, N.Y., represent the Debtors as counsel.
Derek C. Abbott, Esq., Ann C. Cordo, Esq., and Chad A. Fights,
Esq., at Morris, Nichols, Arsht & Tunnel LLP, in Wilmington, Del.,
represent the Debtors as co-counsel.  Conway Mackenzie is the
Debtors' restructuring advisor.  Evercore Group L.L.C. is the
financial advisor and investment banker.  The Debtors selected
Epiq Bankruptcy Solutions, LLC as claims and noticing agent.  The
petition was signed by Carl E. Lakey, chief executive officer and
president.

Delta Petroleum won confirmation of its reorganization plan at a
hearing on Aug. 15.  Laramie Energy II LLC is the plan sponsor.
Delta Petroleum emerged from bankruptcy as Par Petroleum
Corporation.  At closing, Laramie and Par Petroleum contributed
their respective assets in Mesa and Garfield counties, Colorado,
to form a new joint venture called Piceance Energy, LLC.  Laramie
and Par Petroleum hold 66.66% and 33.34% ownership interests in
Piceance Energy, respectively.

The Company reported a net loss of $470.04 in 2011, a net loss of
$194.01 million in 2010, and a net loss of $349.68 million in
2009.


DESIGNLINE CORPORATION: Panel Taps CBIZ MHM as Financial Advisor
----------------------------------------------------------------
The Official Committee of Unsecured Creditors of DesignLine
Corporation and Designline USA, LLC, sought and obtained
permission from the U.S. Bankruptcy Court for the Western District
of North Carolina to retain CBIZ MHM, LLC as their financial
advisor, nunc pro tunc to Aug. 27, 2013.

The Committee seeks to retain CBIZ MHM to provide financial
advisory services including, but not limited to:

   (a) reviewing and analyzing the businesses, management,
       operations, properties, financial condition and prospects
       of the Debtors;

   (b) reviewing and analyzing historical financial performance,
       and transactions between and among the Debtors, their
       creditors, affiliates and other entities;

   (c) reviewing the assumptions underlying the business plans and
       cash flow projections for the assets involved in any
       potential asset sale or plan of reorganization;

   (d) determining the reasonableness of the projected performance
       of the Debtors, both historically and future;

   (e) monitoring, evaluating and reporting to the Committee with
       respect to the Debtors' near-term liquidity needs, material
       operational changes and related financial and operational
       issues, if any;

   (f) reviewing and analyzing all material contracts and
       agreements;

   (g) assisting and procuring and assembling any necessary
       validations of asset values;

   (h) providing ongoing assistance to the Committee and the
       Committee's legal counsel;

   (i) evaluating the Debtor's capital structure and making
       recommendations to the Committee with respect to the
       Debtors' efforts to reorganize their business operations
       and confirm a restructuring or liquidating plan;

   (j) assisting the Committee in preparing documentation required
       in connection with creating, supporting or opposing a plan
       and participating in negotiations on behalf of the
       Committee with the Debtors or any groups affected by a
       plan;

   (k) assisting the Committee in marketing the Debtors' assets
       with the intent of maximizing the value received for any
       assets from any sale;

   (l) providing ongoing analysis of the Debtors' financial
       condition, business plans, capital spending budgets,
       operating forecasts, management and the prospects for their
       future performance; and

   (m) other tasks as the Committee or its counsel may
       reasonably request in the course of exercise of the
       Committee's duties in these cases.

CBIZ MHM will be paid at these hourly rates:

       Brian K. Ryniker          $575
       Gary Rosen                $595
       Gerard D'Amato            $265

Other CBIZ MHM professionals may be involved in these cases as
needed.  Hourly rates for these professionals range from $100 to
$695 per hour.

CBIZ MHM will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Brian K. Ryniker, managing director of CBIZ MHM, assured the Court
that the firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code and does not represent
any interest adverse to the Debtors and their estates.

CBIZ MHM can be reached at:

       Brian Ryniker, CPA, CFF, CIRA
       CBIZ MHM, LLC
       1065 Avenue of the Americas
       New York, NY  10018
       Tel: (212) 790-5899
       E-mail: bryniker@cbiz.com

                       About DesignLine

DesignLine Corporation is a manufacturer of coach, electric and
range-extended electric (hybrid) buses founded in Ashburton, New
Zealand in 1985.  It was acquired by American interests in 2006,
and DesignLine Corporations' headquarters was relocated to
Charlotte, North Carolina.  DesignLine Corporation is no longer
affiliated with the DesignLine operations in New Zealand, which
was placed in liquidation in 2011.

DesignLine Corporation and DesignLine USA LLC originally sought
Chapter 11 protection with the U.S. Bankruptcy Court for the
District of Delaware (Lead Case Nos. 13-12089 and 13-12090), on
Aug. 15, 2013.  Katie Goodman signed the petitions as chief
restructuring officer.  The Debtors estimated assets and debts of
at least $10 million.  On Sept. 5, 2013, the case was transferred
to the U.S. Bankruptcy Court for the Western District of North
Carolina (Case Nos. 13-31943 and 13-31944).

Mark D. Collins, Esq., and Michael Joseph Merchant, Esq., at
Richards, Layton & Finger, P.A.; and Terri L. Gardner, Esq., at
Nelson Mullins Riley & Scarborough, LLP, serve as the Debtors'
bankruptcy counsel.  The Debtors' financial advisor is GGG
Partners LLC.

A five-member unsecured creditors panel has been appointed in the
Debtors' cases.  Moon Wright & Houston PLLC and Benesch,
Friedlander, Coplan & Aronoff LLP are co-counsel to the Committee.


DESIGNLINE CORPORATION: Hires GGG Partner's Katie Goodman as CRO
----------------------------------------------------------------
Designline Corporation and Designline USA, LLC, ask permission
from the U.S. Bankruptcy Court for the Western District of North
Carolina to employ GGG Partners, LLC, to provide Katie Goodman as
the Debtors' chief restructuring officer, nunc pro tunc to
Aug. 15, 2013.

In addition to the chief restructuring officer, GGG Partners will
provide additional employees as necessary to assist Ms. Goodman in
the execution of her duties.

Working collaboratively with the Debtors' Board of Directors, as
well as the Debtors' other professionals, Ms. Goodman and the
Additional Personnel will assist the Debtors in evaluating and
implementing strategic and tactical options throughout the Chapter
11 process.  Among other things, Ms. Goodman and the Additional
Personnel's services to the Debtors will include:

   (a) putting together materials and communicating with potential
       purchasers;

   (b) communicating with purchasers and other stakeholders
       regarding any proposals;

   (c) working with the Debtors, any committee appointed under
       11 U.S.C. Section 1102(A) and other parties in interest as
       appropriate to evaluate options;

   (d) overseeing the necessary reporting requirements under the
       Bankruptcy Code and any orders of the Court;

   (e) interacting with the DIP lender, any Committee and other
       parties in interest as appropriate, concerning the business
       of the Debtors;

   (f) overseeing the collection and disbursement of funds; and

   (g) approving disbursements of the Debtors.

GGG Partners will be paid at these hourly rates:

          Managing Partner          $350
          Partner                   $325

GGG Partners will also be reimbursed for reasonable out-of-pocket
expenses incurred.

GGG Partners received $35,000 in connection with preparing for and
conducting the filing of these chapter 11 cases.  GGG Partners
received a payment of $25,000 on July 30, 2013 and a payment of
$10,000 on August 7, 2013 for services performed for the Debtors
from July 30, 2013 through the petition date. Previously, GGG
Partners received a payment of $25,000 on February 28, 2013 for
services performed for the Debtors. GGG Partners has applied these
funds to amounts due for services rendered and expenses incurred
prior to the petition date and has no unapplied residual retainer.

Katie Goodman, managing partner of GGG Partners, assured the Court
that the firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code and does not represent
any interest adverse to the Debtors and their estates.

GGG Partners can be reached at:

         Katie Goodman
         GGG PARTNERS, LLC
         5883 Glenridge Drive NE, Suite #160
         Atlanta, GA 30328
         Tel: (404) 293-0137
         E-mail: kgoodman@gggmgt.com

                       About DesignLine

DesignLine Corporation is a manufacturer of coach, electric and
range-extended electric (hybrid) buses founded in Ashburton, New
Zealand in 1985.  It was acquired by American interests in 2006,
and DesignLine Corporations' headquarters was relocated to
Charlotte, North Carolina.  DesignLine Corporation is no longer
affiliated with the DesignLine operations in New Zealand, which
was placed in liquidation in 2011.

DesignLine Corporation and DesignLine USA LLC originally sought
Chapter 11 protection with the U.S. Bankruptcy Court for the
District of Delaware (Lead Case Nos. 13-12089 and 13-12090), on
Aug. 15, 2013.  Katie Goodman signed the petitions as chief
restructuring officer.  The Debtors estimated assets and debts of
at least $10 million.  On Sept. 5, 2013, the case was transferred
to the U.S. Bankruptcy Court for the Western District of North
Carolina (Case Nos. 13-31943 and 13-31944).

Mark D. Collins, Esq., and Michael Joseph Merchant, Esq., at
Richards, Layton & Finger, P.A.; and Terri L. Gardner, Esq., at
Nelson Mullins Riley & Scarborough, LLP, serve as the Debtors'
bankruptcy counsel.  The Debtors' financial advisor is GGG
Partners LLC.

A five-member unsecured creditors panel has been appointed in the
Debtors' cases.  Moon Wright & Houston PLLC and Benesch,
Friedlander, Coplan & Aronoff LLP are co-counsel to the Committee.


DETROIT, MI: Judge Lets Union Seek 13th Pension Check Ruling
------------------------------------------------------------
Steven Church, writing for Bloomberg News, reported that a Detroit
municipal-workers' union can ask a Michigan employment judge to
put in writing his opinion that the city violated labor laws when
it unilaterally barred retirees from getting an extra pension
check, a bankruptcy judge said.

According to the report, U.S. Bankruptcy Judge Steven Rhodes on
Oct. 3 agreed with the union that an administrative law judge
should be free to issue an opinion about the so-called 13th-check
policy, which the city said cost it $1.92 billion from 1985 to
2008.

Doyle O'Connor, the administrative law judge for the state
employment commission, is retiring at the end of the week and the
union wants him to be able to put on paper an oral finding he made
earlier this year, the report related.

Rhodes made it clear that he wasn't allowing the union, the
employment commission or O'Connor to consider renewing the 13th-
check policy, the report said.

Limiting what O'Connor and the union can do related to the policy
will prevent "any prejudice to the city," Rhodes said during a
hearing in Detroit, the report further 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.


DETROIT, MI: Retirees May Pursue Ruling Over Extra Checks
---------------------------------------------------------
Law360 reported that Detroit retirees received the go-ahead from a
bankruptcy judge on Oct. 2 to seek a written order from a judge
who had said the city violated labor laws when it discontinued the
practice of awarding extra checks to retirees in certain years.

According to the report, despite protests from Detroit's leaders,
U.S. Bankruptcy Judge Steven W. Rhodes ruled that the automatic
stay protecting the deeply indebted city from efforts to collect
amounts it owes may be temporarily waived to allow Administrative
Law Judge Doyle O'Connor to put his February oral ruling.

                     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: Defaults on More than $600MM of "Unsecured" GO Bonds
-----------------------------------------------------------------
Reuters reported that Detroit on Oct. 1 defaulted on more than
$600 million of general obligation bonds deemed unsecured by the
city's emergency manager, a city spokesman said.

According to the report, the move marked the second bond default
by cash-strapped Detroit after Kevyn Orr, the former corporate
bankruptcy attorney who has been running the city since March,
announced on June 14 a moratorium on unsecured debt payments.

Bill Nowling, Orr's spokesman, confirmed the city did not make
debt service payments due on Oct. 1 on the unsecured GO bonds,
including $411 million of voter-approved unlimited tax debt, the
report related. However, payments were made on about $349 million
of GO bonds deemed secured debt by the city, he added.

"Unsecured debts will be satisfied in the course of a plan of
adjustment or by mutual agreement of the parties, and approval of
the judge," Nowling said, referring to Detroit's bankruptcy
filing, the report cited.

With the city sinking under more than $18 billion of debt and
other obligations, Orr on July 18 filed what would be the biggest
Chapter 9 municipal bankruptcy in U.S. history, the report
recalled.  Orr has said that about $11.9 billion of that debt was
unsecured, lumping GO bond creditors in with the city's public
pension funds and retiree health care.

                     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: Signs Deal to Lease Belle Isle to State
----------------------------------------------------
Joseph Lichterman, writing for Reuters, reported that the state of
Michigan signed an agreement on Oct. 1 with Detroit to lease Belle
Isle park, saving the city at least $4 million in annual
maintenance and operation costs for the recreational landmark.

According to the report, leasing the park in the Detroit River has
been a priority for Detroit Emergency Manager Kevyn Orr since he
was appointed in March. The Detroit City Council failed to approve
a similar plan in January before a deadline set by Republican
Governor Rick Snyder.

Under Michigan's emergency manager law the city council has 10
days to approve the 30-year lease with two 15-year renewals, the
report related.

If the council rejects the lease it would have seven days to
propose an alternative plan to save the city the same amount or
more, the report said.  A state emergency loan board would then
need to approve one of the proposals.

The state said it plans to spend up to $20 million to improve the
park during the first 18-36 months of state management, the report
added.

Belle Isle was established as a city park in 1881, the report
noted.  Detroit filed the largest municipal bankruptcy in U.S.
history in July, and is struggling to overcome more than $18
billion in debt and other liabilities.

                     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.


DEVER ELEMENTARY: Meetings Planned on Schools Facing Takeover
-------------------------------------------------------------
James Vaznis at BOSTON.COM reports that the state commissioner of
elementary and secondary education will hold roundtable
discussions with two Boston schools facing the prospect of a state
takeover.

The roundtable discussion at the Dever Elementary School in
Dorchester will take place at the school at 6:00 p.m. on Oct. 2.

A similar discussion will be held the following night at 6:30 p.m.
at the Holland Elementary School in Dorchester.

JC Considine, a state education department spokesman, said
Commissioner Mitchell Chester could make a decision on
receivership within days after the discussions, according to
boston.com.

BOSTON.COM discloses that the two Boston schools are among four
statewide that could be taken over by the state because of
chronically low MCAS scores that have shown little, if any, signs
of improvement.


DIGITAL DOMAIN: Disney Loses Appeal for Broad License
-----------------------------------------------------
Law360 reported that a Delaware federal judge on Oct. 1 denied a
Walt Disney Co. appeal that claimed the movie giant has a broad
license on 3-D film patents acquired and later sold by bankrupt
effects shop Digital Domain Media Group Inc., confirming that
Disney's rights to the technology are limited.

According to the report, U.S. District Judge Sue L. Robinson
rejected Disney's assertions that an agreement with original
patent owner In-Three Inc. gave the studio broad license to use
the technology going forward, and affirmed DDMG's sale of the
acquired intellectual property to RealD Inc.

                      About Digital Domain

Port St. Lucie, Florida-based Digital Domain Media Group, Inc. --
http://www.digitaldomain.com/-- engaged in the creation of
original content animation feature films, and development of
computer-generated imagery for feature films and trans-media
advertising primarily in the United States.

Digital Domain Media Group, Inc. and 13 affiliates sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on
Sept. 11, 2012, to sell its business for $15 million to
Searchlight Capital Partners LP, subject to higher and better
offers.  The company disclosed assets of $205 million and
liabilities totaling $214 million.

The Debtors also have sought ancillary relief in Canada, pursuant
to the Companies' Creditors Arrangement Act in the Supreme Court
of British Columbia, Vancouver Registry.

Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the
Debtors.  FTI Consulting, Inc.'s Michael Katzenstein is the chief
restructuring officer.  Kurtzman Carson Consultants LLC is the
claims and notice agent.  An official committee of unsecured
creditors appointed in the case is represented by lawyers at
Sullivan Hazeltine Allinson LLC and Brown Rudnick LLP.

At a bankruptcy auction, the principal part of the business was
purchased by a joint venture between Galloping Horse America LLC,
an affiliate of Beijing Galloping Horse Co., and an affiliate of
Reliance Capital Ltd., based in Mumbai.  The $36.7 million total
value of the contact includes $3.6 million to cure defaults on
contracts and $2.9 million in reimbursement of payroll costs. As
the result of a settlement negotiated by the unsecured creditors'
committee with secured lenders, there will be some recovery for
the committee's constituency.


DOGWOOD PROPERTIES: Court Approves Disclosure Statement
-------------------------------------------------------
Judge Jennie D. Latta of the U.S. Bankruptcy Court for the Western
District of Tennessee approved the second amended disclosure
statement explaining Dogwood Properties, G.P.'s Amended Chapter 11
Plan and scheduled a pretrial conference on confirmation of the
Plan for Dec. 4, 2013, at 10:00 a.m.

Nov. 23 is the last day for filing written objections to the Plan
and for filing written acceptances of rejections of the Plan.  The
deadline for Independent Bank; RREF RB Acquisitions, LLC;
Merchants & Farmers Bank; Renasant Bank; and Orion Federal Credit
Union to file elections by Section 1111(b) of the Bankruptcy Code
is extended through Oct. 23.

According to the Second Amended Disclosure Statement, the Plan
provides that the Debtor continue operating under existing
management.  The Plan provides that claims will be paid from
future operations and the collection of rents.

The Plan provides for the payment of claims.  Certain Secured
Creditors have indicated that they may make an election to be
treated as fully secured pursuant to Section 1111(b)(2) of the
Bankruptcy Code.  The Plan provides for two alternative treatments
for these classes, one that assumes that the election is not made
and one assuming the election is made.  The Tennessee Department
of Revenue filed a priority claim relating to Dogwood Properties,
LLC, and the Debtor is reviewing the claim to determine if it is
disputed.  The Debtor is currently not aware of any other material
claims which it disputes or intends to dispute.

Brad Rainey, individually, will remain the president of the
Debtor.  The Debtor's property will be managed by Reed &
Associates and members of the Debtor's staff.

A copy of the Second Amended Disclosure Statement is available for
free at http://bankrupt.com/misc/DOGWOOD_PROPERTIES_2ds.pdf

                           About Dogwood

Dogwood Properties, G.P., owns and operates 110 single-family
rental homes, all located in Shelby and DeSoto counties in
Tennessee.  The total value of its real estate holdings is
estimated to be $9,985,000.  Dogwood has nine secured lenders who
are owed a total of approximately $14,486,000.

Dogwood Properties filed a Chapter 11 petition (Bankr. W.D. Tenn.
Case No. 13-21712) on Feb. 16, 2013.  Judge Jennie D. Latta
presides over the case.  Russell W. Savory, Esq. at Gotten,
Wilson, Savory & Beard, PLLC, serves as the Debtor's counsel.


EAST END: Court Confirms Plan, Amalgamated Wins Auction
-------------------------------------------------------
Judge Robert E. Grossman of the U.S. Bankruptcy Court for the
Eastern District of New York on Sept. 27, 2013, confirmed East End
Development, LLC's Third Amended Chapter 11 Plan of Reorganization
as modified.  Judge Grossman also approved the results of the
auction sale where Amalgamated Bank is the successful bidder.

As previously reported by The Troubled Company Reporter, the Plan
proposes a 84% to 100% recovery for the Amalgamated Secured Claim;
100% recovery for Allowed Mechanic's Liens; 100% recovery for
Allowed Priority Claims; 5% to 100% recovery for general unsecured
claims; and 0% recovery for Equity Interests.

A copy of Third Amended Plan Modified at July 3, 2014, is
available for free at:

        http://bankrupt.com/misc/EASTEND_ModPlanJul3.PDF

                  About East End Development

East End Development, LLC, the owner of a 90% completed
condominium in Sag Harbor, New York, filed a Chapter 11 petition
(Bankr. E.D.N.Y. Case No. 12-76181) in Central Islip, New York, on
Oct. 12, 2012.  Tracy L. Klestadt, Esq., at Klestadt & Winters
LLP, in New York, N.Y., represents the Debtor in its restructuring
efforts.  Edifice Real Estate Partners, LLC serves as its
construction consultant.  The Debtor disclosed $27,300,207 in
assets and $35,344,416 in liabilities in its schedules.

John E. Westerman, Esq., and Mike M. Hennessey, Esq., at Westerman
Ball Ederer Miller & Sharfstein, LLP, in Uniondale, N.Y.,
represents lender Amalgamated Bank as counsel.


EASTMAN KODAK: Blackstone Holdings Owns 21.3% of Common Stock
-------------------------------------------------------------
Eastman Kodak Company filed with the U.S. Securities and Exchange
Commission on Oct. 3, 2013, Amendment No. 1 to its Form 13-D,
originally filed Sept. 13, 2013, to report that as of Sept. 30,
2013, Blackstone Holdings I L.P. owns a beneficial ownership of
21.3% of the Company's Common Stock, par value $0.01 per share.

On Aug. 23, 2013, the Bankruptcy Court entered an order confirming
the revised First Amended Joint Chapter 11 Plan of Reorganization
of Eastman Kodak Company and its Debtor Affiliates.  On Sept. 3,
2013, the Plan became effective pursuant to its terms and the
Debtors emerged from their Chapter 11 cases.

According to the Schedule 13D/A, pursuant to the Plan, Eastman
Kodak Company issued to former unsecured creditors on account of
their allowed unsecured claims against the Debtors outstanding
immediately prior to the effectiveness of the Plan, on Sept. 30,
2013, an aggregate of an additional 3,240,968 shares of Common
Stock and, on Oct. 1, 2013, mandatorily net-share settled warrants
to purchase an aggregate of (i) 1,126,170 shares of Common Stock
at an exercise price of $14.93 per share and (ii) 1,126,170 shares
of Common Stock at an exercise price of $16.12 per share.  The
warrants are subject to certain anti-dilution adjustments and
other applicable terms of the warrant agreement, dated as of
Sept. 3, 2013 (the "warrant agreement"), between the Issuer and
ComputerShare Trust Company, N.A. and ComputerShare Inc., as
warrant agent.

The warrants are exercisable at any time from and after Sept. 3,
2013, and all unexercised warrants will expire, and the rights of
holders of such warrants to purchase Common Stock will terminate,
at the close of business on Sept. 3, 2018.

A copy of the Schedule 13D/A, filed Oct. 3, 2013, is available at:

                        http://is.gd/LkkSd6

A copy of the Schedule 13D, filed Sept. 13, 2013, is available at

                        http://is.gd/SNifmD

                        About Eastman Kodak

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

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

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

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

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

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

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

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

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

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

U.S. Bankruptcy Judge Allan Gropper confirmed the plan on August
20, 2013.  Kodak and its affiliated debtors officially emerged
from bankruptcy protection on Sept. 3, 2013.

Mark S. Burgess, Matt Doheny, John A. Janitz, George Karfunkel,
Jason New and Derek Smith became members of Kodak's new board of
directors as of Sept. 3, 2013.  Existing directors James V.
Continenza, William G. Parrett and Antonio M. Perez will continue
their service as members of the new board.


ECOMETALS LIMITED: BSC Issues Cease Trade Order After Filing Delay
-----------------------------------------------------------------
Ecometals Limited on Oct. 3 advised that a Cease Trade Order has
been issued by the British Columbia Securities Commission against
the Company for failing to file its audited financial statements
for the year ended March 31, 2013 and its interim financial
statements for the three months ended June 30, 2013, as well as
the related Management's Discussion and Analysis and Chief
Executive Officer and Chief Financial Officer certifications for
such periods.  It is anticipated that a similar order will be
issued by the Alberta Securities Commission as the Company is a
reporting issuer in Alberta.

All trading in the securities of the Company, which includes
trading in the Company's common shares through the facilities of
the TSX Venture Exchange where such shares are listed, will cease
until the Company files, among other things, the Required Filings
and the CTO is revoked.

On July 26, 2013, the Company announced that, for the reasons
disclosed in the Default Notice, there would be a delay in the
filing of its audited financial statements for the year ended
March 31, 2013, as well as the related Management's Discussion and
Analysis and Chief Executive Officer and Chief Financial Officer
certifications for such period beyond the 120 day period
prescribed for the filing of such documents.  As a result of this
delay in filing such financial information, on July 29, 2013, the
BCSC, the principal regulator of the Company, issued a management
cease trade order, which imposed restrictions on all trading in
securities of the Company by the Chief Executive Officer and the
Chief Financial Officer of the Company and all the directors of
the Company until the Company files such financial information and
the BCSC revokes the MCTO.

The Company confirms that it is continuing to work with its
auditors to complete the audit as soon as possible.  While the
Company's local auditors have substantially advanced their audit
in Ecuador, in Brazil such audit has been delayed by, among other
things, an ongoing bank strike which prevents the Company from
obtaining for audit purposes required confirmations of bank
balances, indebtedness and other related information.  The Company
currently anticipates filing the Required Filings by the end of
October 2013.  The Company will update the anticipated date for
completion as the work progresses.

Despite this CTO, a beneficial shareholder of the Company who is
not, and was not at the date of the CTO (October 2, 2013), an
insider or control person of the Company, may sell securities of
the Company acquired before October 2, 2013 if:

1. the sale is made through a market outside Canada, and

2. the sale is made through an investment dealer registered in
British Columbia.

                         About Ecometals

Ecometals Limited is a Canadian-listed mineral exploration and
development company focused on mineral resources in Latin America.
Apart from its interests in manganese, Ecometals also has gold
exploration activities in Ecuador.


EXCEL MARITIME: Panel Hires Eckert Seamans as Conflicts Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Excel Maritime
Carriers Ltd. and its debtor-affiliates seeks authorization from
the U.S. Bankruptcy Court for the Southern District of New York to
retain Robbins, Russell, Englert, Orseck, Untereiner & Sauber LLP
as conflicts counsel, nunc pro tunc to Aug. 29, 2013.

The Committee requires Robbins Russell to:

   (a) assist the Committee in these chapter 11 cases in all
       matters where the Committee is adverse to one or more of
       the Conflicted Parties; and

   (b) perform other legal services as may be required or are
       otherwise deemed to be in the interests of the Committee in
       accordance with the Committee's powers and duties as set
       forth in the Bankruptcy Code, Bankruptcy Rules or other
       applicable law.

Robbins Russell will be paid at these hourly rates:

       Lawrence S. Robbins, Partner          $875
       Michael L. Waldman, Partner           $800
       Mark A. Hiller, Associate             $510
       Erin C. Blondel, Associate            $450
       Partners                            $610-$875
       Associates                          $380-$590
       Paraprofessionals                   $175-$275

Robbins Russell will also be reimbursed for reasonable out-of-
pocket expenses incurred.

Lawrence S. Robbins, Esq., partner of Robbins Russell, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Robbins Russell can be reached at:

       Lawrence S. Robbins, Esq.
       ROBBINS, RUSSELL, ENGLERT, ORSECK,
         UNTEREINER & SAUBER LLP
       1801 K Street, N.W., Suite 411L
       Washington, D.C. 20006
       Tel: (202) 775-4501
       Fax: (202) 775-4510
       E-mail: lrobbins@robbinsrussell.com

                      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. 13-23060) 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.


EXCEL MARITIME: Committee Taps Garden City as Information Agent
---------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of Excel Maritime Carriers Ltd., et al., asks the U.S.
Bankruptcy Court for the Southern District of New York for entry
of an order (i) clarifying the requirement to provide access to
information under Sections 1102(b)(3)(a) of the Bankruptcy Court;
and (ii) authorizing the retention of The Garden City Group, Inc.
as information agent in connection therewith nunc pro tunc to
July 22, 2013.

An Oct. 16, at 10 a.m., has been set to consider the Committee's
motion.  Objections, if any, are due Oct. 14, at 4 p.m. (Eastern
Time)

GCG will, among other things, assist the Committee in complying
with the Information Protocol, and assist the committees in
fulfilling their statutory obligations to a debtor's unsecured
creditor body pursuant to Bankruptcy Code section 1102.

                       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.  The Debtor
disclosed $35,642,525 in assets and $1,034,314,519 in liabilities
as of the Chapter 11 filing.

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.  Jefferies LLC serves as the
Committee's investment banker.

The Debtors' Chapter 11 plan filed on July 15 to provides to
implement a reorganization worked out before a July 1 bankruptcy
filing.  The plan will give ownership to secured lenders owed $771
million, although the lenders will allow current owner Gabriel
Panayotides to keep control, at least initially.  Unsecured
creditors with claims totaling $163 million will receive a $5
million, eight percent note for a predicted recovery of 3 percent.
Holders of $150 million in unsecured convertible notes make up the
bulk of the unsecured-claim pool.


EXIDE TECHNOLOGIES: Nov. 14 Hearing on Equity Panel Appointment
---------------------------------------------------------------
Alfred M. Shams will present on Nov. 14, 2013, at the U.S.
Bankruptcy Court for the District of Delaware a motion regarding
the appointment of equity committee in the Chapter 11 case of
Exide Technologies.  Objections, if any, are due Nov. 7, at 4 p.m.

Parties are required by Nov. 12 to exchange copies of any exhibits
they will use at the Nov. 14 hearing.

                      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.


EXIDE TECHNOLOGIES: Hires PricewaterhouseCoopers as Tax Advisor
---------------------------------------------------------------
Exide Technologies Inc. seeks authorization from the Hon. Kevin J.
Carey of the U.S. Bankruptcy Court for the District of Delaware to
employ PricewaterhouseCoopers LLP as tax advisor to the Debtor,
nunc pro tunc to Aug. 30, 2013.

The Debtor requires PwC to:

   (a) advise in identifying the potential state and local income
       and franchise tax consequences associated with proposed
       financial restructuring alternatives currently or
       prospectively evaluated by Exide Technologies, which are
       anticipated to be reported in future state income and
       franchise tax returns and reflected in potential future
       state income and franchise tax payments;

   (b) advise with its determination of the potential amount
       of cancellation of indebtedness income for state income tax
       purposes, and determination of the effect of state tax
       attribute reduction in accordance with applicable state
       income tax laws in connection with or following the
       consummation of any proposed financial restructuring
       transaction alternative, giving consideration to various
       elections that may be available to Exide and any related
       statements or disclosures;

   (c) advise with its evaluation and inventory of state income
       tax attributes under applicable state income tax laws
       including the identification of existing or new limitations
       imposed on the utilization of such state tax attributes;

   (d) advise with its evaluation of the state income tax
       treatment of its intercompany obligations and the potential
       cancellation or settlement of obligations prior to, in
       connection with or following the consummation of any
       proposed financial restructuring transaction;

   (e) advise with its determination of the U.S. federal and state
       income tax treatment of transaction related costs and other
       costs incurred in connection with the proposed financial
       restructuring transaction in order to properly report the
       treatment of such items on the U.S. federal and state
       income tax returns;

   (f) advise with its evaluation of current accounting methods
       and potential changes in accounting methods  which may
       impact the amount of future cash taxes following
       consummation of the proposed financial restructuring
       transaction;

   (g) advise in its projection of future U.S. federal and state
       income and franchise taxes following the proposed financial
       restructuring transaction, incorporating the effects from
       U.S. federal and state income tax attribute reduction and
       potential changes in accounting methods in the
       determination of projected taxable income following the
       proposed financial restructuring;

   (h) advise with its evaluation of the impacts to its ASC 740
       reporting of the effects of the proposed financial
       restructuring, which may include, a re-evaluation
       of the deferred tax assets and liabilities existing as of
       emergence, evaluating the realizability of the adjusted
       deferred tax assets, assistance with interim tax provision
       considerations, unremitted earnings considerations, general
       effective tax rate considerations and assessing other
       assertions historically reported by the Debtor as part of
       its financial statement disclosures;

   (i) provide with assistance in the form of general U.S. federal
       and state and local consultations, on an as requested
       basis, related to ordinary and ongoing annual tax matters
       not related to the proposed financial restructuring such
       as, but not limited to, annual U.S. federal and state and
       local tax return compliance matters, general consultations
       regarding tax treatment of income and deduction items and
       general ASC 740 tax accounting matters; and

   (j) document, as appropriate, the tax analysis, opinions,
       recommendations, conclusions, and correspondence for the
       tax issues or other tax matters described above.

PwC will be paid at these hourly rates:

       Partner-National          $765
       Partner                   $680
       Director                  $495
       Manager                   $395
       Senior Associate          $290
       Associate                 $205

PwC will also be reimbursed for reasonable out-of-pocket expenses
incurred.

Stephen J. Burke, partner of PwC, assured the Court that the firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

The Court for the District of Delaware will hold a hearing on the
hiring on Oct. 16, 2013, at 1:00 p.m.  Objections, if any, are due
Oct. 9, 2013, at 4:00 p.m.

PwC can be reached at:

       Mr. Stephen J. Burke, CPA
       PricewaterhouseCoopers LLP
       10 Tenth Street
       Atlanta, GA 30309
       Tel: (678) 419-7160

                   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.


FLATBUSH SQUARE: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Flatbush Square, Inc.
        410 West 22nd Street, Apt. 1F
        New York, NY 10011

Case No.: 13-46023

Chapter 11 Petition Date: October 3, 2013

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

Judge: Hon. Nancy Hershey Lord

Debtor's Counsel: David Carlebach, Esq.
                  40 Exchange Place, Suite 1306
                  New York, NY 10005
                  Tel: (347) 329-1241
                  Fax: (646) 355-1916
                  Email: david@carlebachlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Yahuda Nelkenbaum, president.

The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.

List of affiliates with pending bankruptcy cases:

   Debtor                 Case No.         Petition Date
   ------                 --------         -------------
East Fourteen Gardens     09-47792         Sept. 9, 2009
Eastern

New York Double Inc.      13-44343         July 13, 2013
Eastern

New York Spot, Inc.       12-48530         Dec. 18, 2013
Eastern


FLETCHER INT'L: Trustee Says Fund Money Used for Dakota Bias Suit
-----------------------------------------------------------------
Law360 reported that the trustee in the Fletcher International
Ltd. bankruptcy case on Oct. 1 accused Alphonse "Buddy" Fletcher
Jr. of funneling $975,000 from the hedge fund to pay personal
legal bills to Kasowitz Benson Torres & Friedman LLP related to a
lawsuit against the Dakota apartment building, and wants the firm
to return the money.

According to the report, Richard J. Davis filed the avoidance
action in the U.S. Bankruptcy Court for the Southern District of
New York, claiming that hedge fund Fletcher International retained
Kasowtiz Benson in 2011.

                   About Fletcher International

Fletcher International, Ltd., filed a bare-bones Chapter 11
petition (Bankr. S.D.N.Y. Case No. 12-12796) on June 29, 2012, in
Manhattan.  The Bermuda exempted company estimated assets and
debts of $10 million to $50 million.  The bankruptcy documents
were signed by its president and director, Floyd Saunders.

David R. Hurst, Esq., at Young Conaway Stargatt & Taylor, LLP, in
New York, serves as counsel and Appleby (Bermuda) Limited serves
as special Bermuda counsel.  The Debtor disclosed $52,163,709 in
assets and $22,997,848 in liabilities as of the Chapter 11 filing.

Fletcher International Ltd. is managed by the investment firm of
Alphonse "Buddy" Fletcher Jr.

Fletcher Asset Management was founded in 1991.  During its initial
four years, FAM operated as a broker dealer trading various debt
and equity securities and making long-term equity investments.
Then, in 1995, FAM began creating and managing a family of private
investment funds.

The Debtor is a master fund in the Fletcher Fund structure.  As a
master fund, it engages in proprietary trading of various
financial instruments, including complex, long-term, illiquid
investments.

The Debtor is directly owned by Fletcher Income Arbitrage Fund and
Fletcher International Inc., which own roughly 83% and 17% of the
Debtor's common shares, respectively.  Arbitrage's direct parent
entities are Fletcher Fixed Income Alpha Fund and FIA Leveraged
Fund, both of which are incorporated in the Cayman Islands and are
subject to liquidation proceedings in that jurisdiction, and which
own roughly 76% and 22% of Arbitrage's common stock, respectively.
The Debtor currently has a single subsidiary, The Aesop Fund Ltd.

After filing for Chapter 11 protection, Fletcher immediately
started a lawsuit in bankruptcy court to stop the involuntary
bankruptcy in Bermuda.  Judge Gerber at least temporarily halted
liquidators appointed in the Cayman Islands from moving ahead with
proceedings in Bermuda.  The lawsuit to halt the Bermuda
liquidation is Fletcher International Ltd. v. Fletcher Income
Arbitrage Fund, 12-01740, in the same court.

Richard J. Davis, Chapter 11 trustee appointed in the case, has
hired Michael Luskin, Esq. at Luskin, Stern & Eisler LLP as his
counsel.


FLINTKOTE CO: Keeps Asbestos Coverage Disputes in Arbitration
-------------------------------------------------------------
Law360 reported that bankrupt construction products purveyor
Flintkote Co. on Sept. 30 succeeded in pushing Aviva PLC and a
British subsidiary into arbitration over more than $20 million in
disputed asbestos liability coverage, with a Delaware judge
binding Aviva to an arbitration agreement it never signed.

According to the report, U.S. District Judge Leonard P. Stark
determined that since Aviva had exploited a global mediation
between Flintkote and other insurers for its own benefit, it was
estopped from invoking a 1989 pact with the company.

The case is Flintkote Company v. Indemnity Marine Assurance
Company Ltd., Case No. 1:13-cv-00935 (D.Del.).

                    About The Flintkote Company

Headquartered in San Francisco, California, The Flintkote Company
is engaged in the business of manufacturing, processing and
distributing building materials.  Flintkote Mines Limited is a
subsidiary of Flintkote Company and is engaged in the mining of
base-precious metals.  The Flintkote Company filed for Chapter 11
protection (Bankr. D. Del. Case No. 04-11300) on April 30, 2004.
Flintkote Mines Limited filed for Chapter 11 relief (Bankr. D.
Del. Case No. 04-12440) on Aug. 25, 2004.  Kevin T. Lantry, Esq.,
Jeffrey E. Bjork, Esq., Dennis M. Twomey, Esq., Jeremy E.
Rosenthal, Esq., and Christina M. Craige, Esq., at Sidley Austin,
LLP, in Los Angeles; James E. O'Neill, Esq., and Laura Davis
Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington,
Del., represent the Debtors in their restructuring efforts.  Elihu
Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New York,
N.Y.; Peter Van N. Lockwood, Esq., Ronald E. Reinsel, Esq., at
Caplin & Drysdale, Chartered, in Washington, D.C.; and Philip E.
Milch, Esq., at Campbell & Levine, LLC, in Wilmington, Del.,
represent the Asbestos Claimants Committee as counsel.

When Flintkote Company filed for protection from its creditors, it
estimated more than $100 million each in assets and debts.  When
Flintkote Mines Limited filed for protection from its creditors,
it estimated assets of $1 million to $50 million, and debts of
more than $100 million.

The Debtors' Chapter 11 cases have been re-assigned to Judge Mary
F. Walrath in line with the retirement of former Bankruptcy
Judge Judith Fitzgerald.


FLORIDA GAMING: Next 3 Weeks Will Shape Miami Casino Bankruptcy
---------------------------------------------------------------
Law360 reported that the bankruptcy of Casino Miami Jai-Alai's
owner entered a critical period following a hearing on Oct. 2 in
Florida bankruptcy court, as negotiations over the next three
weeks will likely set the course for debtor Florida Gaming Centers
Inc.

According to the report, U.S. Bankruptcy Judge Robert A. Mark
denied the FGC's motion to reject a $129 million stock purchase
agreement with casino operator Silvermark LLC, but the ruling came
down without prejudice.

                        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 disclosed 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.


FOREVERGREEN WORLDWIDE: Jack Eldridge Appointed CFO
---------------------------------------------------
The board of directors of ForeverGreen Worldwide Corporation
appointed Jack B. Eldridge Jr. as chief financial officer of the
Company.  Mr. Eldridge is 49 years old and is a licensed Certified
Public Accountant.  He has over 10 years of international
experience with several large companies where he conducted
accounting and reporting activities in foreign countries for the
international companies.  He also guided these companies as they
prepared to enter new foreign markets.

From March 2011 to the September 2013 Mr. Eldridge was employed as
the International Controller of Max International, LLC, a company
that sells nutritional supplements and had $40 million in annual
revenues.  From October 2000 to February 2011 he was employed as
the Director of Finance - International Controller of Neways
Services, Inc., a division of Neways International, a networking
company offering advanced nutritional, personal care, and
household products.  He earned a Bachelor of Science in Accounting
and a Master of Business Administration, both at Brigham Young
University located in Utah.

Prior to his appointment, Mr. Eldridge has not had any related
party transactions with the Company or its affiliates.  He has no
family relationship with any current executive officer or director
of the Company.

The Company has not entered into any written compensation
agreement with Mr. Eldridge as of the date of this report, but the
Company anticipates entering such an agreement in the near future.

                   About ForeverGreen Worldwide

Orem, Utah-based ForeverGreen Worldwide Corporation is a holding
company that operates through its wholly owned subsidiary,
ForeverGreen International, LLC.  The Company's product philosophy
is to develop, manufacture and market the best of science and
nature through innovative formulations as it produces and
manufactures a wide array of whole foods, nutritional supplements,
personal care products and essential oils.

Sadler, Gibb & Associates, LLC, in Salt Lake City, UT, 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 accumulated net
losses of $35,458,353 and has had negative cash flows from
operating activities during the year ended Dec. 31, 2012, of
$8,860.  These matters raise substantial doubt about the Company's
ability to continue as a going concern.

The Company's balance sheet at June 30, 2013, showed $1.47 million
in total assets, $6.11 million in total liabilities, and a
$4.64 million total stockholders' deficit.


FREDERICK'S OF HOLLYWOOD: Receives "Going Private" Proposal
-----------------------------------------------------------
Frederick's of Hollywood Group Inc.'s Board of Directors received
a non-binding proposal letter from HGI Funding LLC, TTG Apparel,
LLC, Tokarz Investments, LLC, Fursa Alternative Strategies LLC,
and Arsenal Group LLC, pursuant to which the Consortium Members
proposed to acquire all of the outstanding shares of common stock
of the Company not currently owned by them at a proposed price of
$0.23 per share as part of a going private transaction, subject to
certain conditions.  The proposal represents a 26 percent premium
to the then trailing ten day average closing price of the
Company's common stock.

HGI Funding is an affiliate of Five Island Asset Management, LLC,
and the current holder of the Company's Series B Convertible
Preferred Stock; TTG Apparel is the holder of the Company's Series
A Convertible Preferred Stock, and together with Tokarz
Investments, own approximately 25.9 percent of the outstanding
shares of the Company's common stock; and Fursa and Arsenal are
controlled by William F. Harley, a director of the Company, and
own, in the aggregate, approximately 43.5 percent of the
outstanding shares of the Company's common stock as of Sept. 26,
2013.

The Company's Board of Directors has appointed Milton Walters, its
sole independent director, to serve as the lead director in
connection with the full Board's review and consideration of the
proposed transaction and the lead director must approve any
proposed transaction.

The Board of Directors cautions the Company's shareholders and
others considering trading in its securities that the Board of
Directors has just received the non-binding proposal from the
Consortium Members and that no decisions have been made by the
Board of Directors with respect to the Company's response to the
proposal or the fairness of its terms.  There can be no assurance
that any definitive offer will be made, that any agreement will be
executed or that this or any other transaction will be approved or
consummated.

                   About Frederick's of Hollywood

Frederick's of Hollywood Group Inc. (NYSE Amex: FOH) --
http://www.fredericks.com/-- through its subsidiaries, sells
women's intimate apparel, swimwear and related products under its
proprietary Frederick's of Hollywood brand through 122 specialty
retail stores, a world-famous catalog and an online shop.

Frederick's of Hollywood sought bankruptcy in July 10, 2000.  On
Dec. 18, 2002, the court approved the company's plan of
reorganization, which became effective on Jan. 7, 2003, with the
closing of the Wells Fargo Retail Finance exit financing facility.

The Company incurred a net loss of $6.43 million on $111.40
million of net sales for the year ended July 28, 2012, compared
with a net loss of $12.05 million on $119.61 million of net sales
for the year ended July 30, 2011.  The Company's balance sheet at
July 28, 2012, showed $41.47 million in total assets, $42.25
million in total liabilities and a $783,000 total shareholders'
deficiency.


FREESEAS INC: Inks Exchange Agreement with Crede
------------------------------------------------
FreeSeas Inc., on Sept. 25, 2013, entered into an Assignment and
Amendment Agreement with Deutsche Bank Nederland N.V., Hanover
Holdings I, LLC, Crede CG III, Ltd., and the Company's wholly-
owned subsidiaries, Adventure Two S.A., Adventure Three S.A.,
Adventure Seven S.A. and Adventure Eleven S.A.

As previously reported, the Company entered into a Debt Purchase
and Settlement Agreement with Deutsche Bank, Hanover and the
Company's wholly-owned subsidiaries.

Hanover assigned its right under the Settlement Agreement to Crede
on Sept. 25, 2013.  Pursuant to the terms of the Settlement
Agreement, as amended, Crede agreed to purchase $10,500,000 of
outstanding indebtedness owed by the Company to Deutsche Bank.
Upon payment in full of the $10,500,000 purchase price for such
purchased indebtedness by Crede to Deutsche Bank in accordance
with the terms and conditions of the Settlement Agreement, as
amended, the remaining outstanding indebtedness of the Company and
its subsidiaries to Deutsche Bank will be forgiven, and the
mortgages granted to Deutsche Bank on two vessels will be
discharged and the Company would own these two vessels free and
clear of all such liens granted to Deutsche Bank.

On Sept. 26, 2013, Crede filed a complaint against the Company in
the Supreme Court of the State of New York, seeking to recover an
aggregate of $10,500,000, representing all amounts due under the
Settlement Agreement, as amended.  On Sept. 26, 2013, Crede and
the Company entered into an Exchange Agreement, in order to settle
the Claim.  Pursuant to the Exchange Agreement, upon court
approval, the Company will initially issue and deliver to Crede
5,059,717 shares of the Company's common stock, $0.001 par value.
The Settlement Shares represent approximately 9.9 percent of the
total number of shares of Common Stock outstanding at the time of
execution of the Exchange Agreement.

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

                        http://is.gd/zGrfm5

                        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.


FRESH & EASY: Tesco Wants U.S. Grocery Chain Sold by Thanksgiving
-----------------------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
British retailer Tesco PLC's U.S. grocery chain, Fresh & Easy
Neighborhood Market, is pushing for a sale by Thanksgiving,
probably to Yucaipa Cos., the investing company that helped fund
Great Atlantic & Pacific Tea Co.'s exit from bankruptcy.

"The company loses over $5 million per week," hence, the rush to
get to auction, Jones Day LLP's Lisa Laukitis said at a hearing on
Oct. 2 in the U.S. Bankruptcy Court in Wilmington, Del., the
report related.

Yucaipa was chosen to lead the bidding on the grocery chain after
a nine-month marketing process in advance of the Sept. 30
bankruptcy filing, Ms. Laukitis told Judge Kevin Carey, according
to the report.  The offer from Ron Burkle's investment operation
was the only one that avoided a liquidation of the Tesco venture,
and holds out hope that jobs will be preserved, she said.

Yucaipa is an experienced investor in the sector, the report
noted.  It was the majority shareholder of Pathmark Stores Inc.,
which was later acquired by A&P. When A&P exited bankruptcy,
Yucaipa was in the syndicate providing exit loans.

The high-speed sale process could see the grocery chain on the
auction block by Nov. 13, if the bankruptcy judge agrees to go
along, the report said.  Tesco is financing the bankruptcy case,
as well as Yucaipa's bid, but has already sustained big losses on
its venture into the U.S. market.

The case is In re Fresh & Easy Neighborhood Market Inc., 13-bk-
12569, U.S. Bankruptcy Court, District of Delaware (Wilmington).


FRONTIER AIRLINES: Bill Franke's Indigo to Acquire Airline
----------------------------------------------------------
Jack Nicas, writing for The Wall Street Journal, reported that the
man who turned Spirit Airlines Inc. into one of the industry's
stingiest but most profitable carriers agreed in principle to buy
Denver-based Frontier Airlines, a transaction that likely signals
the expansion of the ultralow-cost sector of the U.S. airline
industry, according to a person familiar with the deal.

According to the WSJ report, Indigo Partners LLC, the investment
firm of Bill Franke, agreed late on Sept. 30 to purchase Frontier
from Republic Airways Holdings Inc. in a deal largely based on the
assumption of debt, the person said. The agreement was being
reviewed by lawyers overnight and was expected to be announced
early Oct. 1, the person said. The exact terms were unclear.

The sale appeared in jeopardy in recent days because of slow
negotiations with Frontier's pilots and flight attendants. But
hours before the expiration of Indigo's period of exclusive
negotiations to buy Frontier, the two sides agreed to a deal in
principle that is subject to a number of conditions, including a
labor agreement with the pilots, the person said, the report
further related.

The groups representing the attendants and pilots in those
negotiations with Indigo didn't respond to requests for comment,
the report said.

Mr. Franke plans to turn Frontier into an ultralow-cost carrier, a
more extreme version of the traditional discount airline that cuts
costs and fares with tactics such as packing more seats onto
planes and charging for extras that previously were free, a person
familiar with his thinking has said, the report added.

                      About Frontier Airlines

Based in Denver, Colorado, Frontier Airlines --
http://www.frontierairlines.com/-- is the second-largest jet
service carrier at Denver International Airport.

Frontier Airlines Holdings Inc. and its affiliates filed for
Chapter 11 protection on April 10, 2008 (Bankr. S.D.N.Y. Case No.
08-11297 thru 08-11299).  Benjamin S. Kaminetzky, Esq., and Hugh
R. McCullough, Esq., at Davis Polk & Wardwell, represented the
Debtors in their restructuring efforts. Togul, Segal & Segal LLP
was the Debtors' Conflicts Counsel, Faegre & Benson LLP was the
Debtors' Special Counsel, and Kekst and Company was the Debtors'
Communications Advisors.

In June 2009, Republic Airways Holdings offered to acquire the
Debtors' assets for $108 million.  In July 2009, Southwest
Airlines countered with a $113.6 million bid.  In August 2009,
Republic won the bidding, paying $109 million and assuming about
$1 billion of debt and aircraft-lease obligations.

In September 2009, the Bankruptcy Court confirmed the Company's
Plan of Reorganization which was premised on the Republic deal.
Republic closed the deal in October 2009.  Frontier Airlines
became a wholly owned subsidiary of Indianapolis-based Republic.


FURNITURE BRANDS: KPS Beats Oaktree to Lead Auction
---------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
Furniture Brands International Inc.'s board of directors has
switched course, replacing Oaktree Capital Management with New
York's KPS Capital Partners LP as the lead bidder at an upcoming
bankruptcy auction.

                     About Furniture Brands

Furniture Brands International (NYSE:FBN) --
http://www.furniturebrands.com-- engages in the designing,
manufacturing, sourcing and retailing home furnishings.
Furniture Brands markets products through a wide range of
channels, including company owned Thomasville retail stores and
through interior designers, multi-line/ independent retailers and
mass merchant stores.  Furniture Brands serves its customers
through some of the best known and most respected brands in the
furniture industry, including Thomasville, Broyhill, Lane, Drexel
Heritage, Henredon, Pearson, Hickory Chair, Lane Venture,
Maitland-Smith and LaBarge.

On Sept. 9, 2013, Furniture Brands International, Inc. and 18
affiliated companies sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 13-12329).

Attorneys at Paul Hastings LLP and Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtors.  Alvarez and Marsal
North America, LLC, is the restructuring advisors.  Miller
Buckfire & Co., LLC is the investment Banker.  Epiq Systems Inc.
dba Epiq Bankruptcy Solutions is the claims and notice agent.

Furniture Brands' balance sheet at June 29, 2013, showed $546.73
million in total assets against $550.13 million in total
liabilities.

The company has an official creditor's committee with seven
members.  The creditors' panel includes the Pension Benefit
Guaranty Corp., Milberg Factors Inc. and five suppliers.


FURNITURE BRANDS: Sale Procedures Approved
------------------------------------------
BankruptcyData reported that the U.S. Bankruptcy Court approved
Furniture Brands International's motion for the following orders:
(i) approving (a) bidding procedures, (b) form and manner of
notices, (c) form of asset purchase agreement (including bid
protections); (ii) scheduling dates to conduct auction and hearing
to consider final approval of sale (including treatment of
executory contracts and unexpired leases); (iii) granting related
relief and (iv)(a) approving sale of substantially all of acquired
assets; (b) authorizing the assumption and assignment of executory
contracts and unexpired leases and (c) granting related relief.

As previously reported, "Furniture Brands International also
announced that in conjunction with the filing, it is pursuing a
sale process under Section 363 of the Bankruptcy Code. To this
end, the Company has entered into an asset purchase agreement with
affiliates of funds managed by Oaktree Capital Management. Under
the agreement, Oaktree will acquire substantially all of the
assets of Furniture Brands International, except the Company's
Lane business, through a Court-supervised auction process, subject
to Court approval and certain other conditions. This bid will
serve as a starting point for a sale process, which may include
other bidders. In addition, the Company is engaged in a process to
evaluate sale alternatives for the Lane business and has already
received several indications of interest from potential acquirers.
The aggregate purchase price for the acquired assets, as defined
in the asset purchase agreement, will be $166 million in the form
of the credit bid and cash, plus the assumption of the assumed
liabilities. In addition, if Furniture Brands International
consummates (i) an alternative transaction or (ii) any Chapter 11
plan (other than a liquidating plan, except one in connection with
or as a result of an alternative transaction or one in lieu
thereof which accomplishes a comparable result), then the Company
will pay to the stalking horse purchaser, in addition to the
expense reimbursement, a break-up fee of $6 million. In addition
to the bid protections, the bidding procedures require minimum
overbid increments in the amount of $1 million."

                    About Furniture Brands

Furniture Brands International (NYSE:FBN) --
http://www.furniturebrands.com-- engages in the designing,
manufacturing, sourcing and retailing home furnishings.
Furniture Brands markets products through a wide range of
channels, including company owned Thomasville retail stores and
through interior designers, multi-line/ independent retailers and
mass merchant stores.  Furniture Brands serves its customers
through some of the best known and most respected brands in the
furniture industry, including Thomasville, Broyhill, Lane, Drexel
Heritage, Henredon, Pearson, Hickory Chair, Lane Venture,
Maitland-Smith and LaBarge.

On Sept. 9, 2013, Furniture Brands International, Inc. and 18
affiliated companies sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 13-12329).

Attorneys at Paul Hastings LLP and Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtors.  Alvarez and Marsal
North America, LLC, is the restructuring advisors.  Miller
Buckfire & Co., LLC is the investment Banker.  Epiq Systems Inc.
dba Epiq Bankruptcy Solutions is the claims and notice agent.

Furniture Brands' balance sheet at June 29, 2013, showed $546.73
million in total assets against $550.13 million in total
liabilities.

The company has an official creditor's committee with seven
members.  The creditors' panel includes the Pension Benefit
Guaranty Corp., Milberg Factors Inc. and five suppliers.


GELT PROPERTIES: Creditors' Panel Hires Eckert Seamans as Counsel
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in the
Chapter 11 cases of Gelt Properties LLC and Gelt Financial
Corporation seeks permission from the U.S. Bankruptcy Court for
the Eastern District of Pennsylvania to retain Eckert Seamans
Cherin & Mellott, LLC, as counsel for the Committee, nunc pro tunc
to June 24, 2013.

The Committee requires Eckert Seamans to provide these services:

   (a) advice with respect to the Committee's duties,
       responsibilities and powers in these cases;

   (b) investigation and analysis of the acts, conduct, and
       financial condition of the Debtors, its assets and
       liabilities, the operation of its business, the
       desirability of appointment of a trustee or an examiner, or
       conversion of the cases under Chapter 7, and the
       feasibility of a Chapter 11 plan;

   (c) consultations, discussions, and negotiations with the
       trustee or Debtors-in-possession, and other interested
       parties concerning the administration of the cases, and the
       provisions of a Chapter 11 plan;

   (d) investigation, analysis, and evaluation of potential claims
       of the estates, including claims for recovery of avoidable
       transfers under the Bankruptcy Code;

   (e) the desirability of post-petition financing arrangements
       presently or hereafter proposed by the Debtors;

   (f) the desirability of proposed sales of assets of the Debtors
       and distribution of any proceeds thereof;

   (g) representation of the Committee at any hearings or
       conferences with regard to administration of cases, and the
       preparation and filing of appropriate papers in connection
       therewith;

   (h) preparation and filing of such motions, complaints,
       applications, and other pleadings and papers as may be
       appropriate to represent the Committee herein; and

   (j) representation and assistance with regard to any and all
       other matters relating to administration of the cases,
       operation of the Debtors' businesses, and protection of the
       rights and positions of the unsecured creditors and the
       estates.

Eckert Seamans will be paid at these hourly rates:

       Paul J. Schoff            $375
       Other Partners            $200 to $640
       Other Associates          $165 to $370
       Paraprofessionals         $110 to $215

Eckert Seamans will also be reimbursed for reasonable out-of-
pocket expenses incurred.

Paul J. Schoff, Esq., member of Eckert Seamans, assured the Court
that the firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code and does not represent
any interest adverse to the Debtors and their estates.

The Committee's proposed counsel can be reached at:

       Paul J. Schoff, Esq.
       ECKERT SEAMANS CHERIN & MELLOTT, LLC
       Two Liberty Place
       50 South 16th Street, 22nd Floor
       Philadelphia, PA 19102
       Tel: (215) 851-8506
       Fax: (215) 851-8383
       E-mail: pschoff@eckertseamans.com

                     About Gelt Properties

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

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

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

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

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


GENERAL MOTORS: Spyker Seeks to Revive $3B Suit Over Saab Sale
--------------------------------------------------------------
Law360 reported that Dutch carmaker Spyker NV urged the Sixth
Circuit on Oct. 1 to revive its $3 billion lawsuit alleging
General Motors Co. pushed Saab Automobile AB into bankruptcy by
interfering with Spyker's bid to sell the Swedish automaker to
Chinese investors, claiming a district court judge erred in
tossing the suit.

According to the report, Spyker and Saab's suit alleged that GM
public announcements scuttled the deal on the eve of its signing,
but a district court tossed the lone claim of tortious
interference with economic expectancy.

The case is Saab Automobile AB, et al v. GMC, Case No. 13-1899
(6th Cir.).

                       About General Motors

With its global headquarters in Detroit, Michigan, General Motors
Company (NYSE:GM, TSX: GMM) -- http://www.gm.com/-- is one of
the world's largest automakers, traces its roots back to 1908.
GM employs 208,000 people in every major region of the world and
does business in more than 120 countries.  GM and its strategic
partners produce cars and trucks in 30 countries, and sell and
service these vehicles through the following brands: Baojun,
Buick, Cadillac, Chevrolet, GMC, Daewoo, Holden, Isuzu, Jiefang,
Opel, Vauxhall, and Wuling.  GM's largest national market is
China, followed by the United States, Brazil, the United Kingdom,
Germany, Canada, and Italy.  GM's OnStar subsidiary is the
industry leader in vehicle safety, security and information
services.

General Motors Co. was formed to acquire the operations of
General Motors Corp. through a sale under 11 U.S.C. Sec. 363
following Old GM's bankruptcy filing.  The U.S. government once
owned as much as 60.8% stake in New GM on account of the
financing it provided to the bankrupt entity.  The deal was
closed July 10, 2009, and Old GM changed its name to Motors
Liquidation Co.

General Motors Corp. and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009.  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin,
Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges
LLP, assist the Debtors in their restructuring efforts.  Al Koch
at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as
the Chief Executive Officer for Motors Liquidation Company.  GM
is also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel.  Cravath, Swaine, & Moore LLP
is providing legal advice to the GM Board of Directors.  GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP.  Garden City Group is the claims and notice
agent of the Debtors.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured
Creditors Holding Asbestos-Related Claims.  Lawyers at Kramer
Levin Naftalis & Frankel LLP served as bankruptcy counsel to the
Creditors Committee.  Attorneys at Butzel Long served as counsel
on supplier contract matters.  FTI Consulting Inc. served as
financial advisors to the Creditors Committee.  Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represented the Asbestos
Committee.  Legal Analysis Systems, Inc., served as asbestos
valuation analyst.

The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011.  The Plan
was declared effect on March 31, 2011.


GETTY IMAGES: Bank Debt Trades at 10% Off
-----------------------------------------
Participations in a syndicated loan under which Getty Images Inc
is a borrower traded in the secondary market at 89.66 cents-on-
the-dollar during the week ended Friday, October 4, 2013,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal.  This represents a decrease
of 2.31 percentage points from the previous week, The Journal
relates.  Getty Images Inc pays 350 basis points above LIBOR to
borrow under the facility.  The bank loan matures on Oct. 14,
2019.  The bank debt carries Moody's B1 rating and Standard &
Poor's B rating.  The loan is one of the biggest gainers and
losers among 209 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.

Headquartered in Seattle, Wash., Getty Images is a leading creator
and distributor of still imagery, video and multimedia products,
as well as a recognized provider of other forms of premium digital
content, including music. The company was founded in 1995 and
provides stock images, music, video and other digital content
through several web sites, notably gettyimages.com,
istockphoto.com, and thinkstock.com. In October 2012, The Carlyle
Group completed the acquisition of a controlling indirect interest
in Getty Images in a transaction valued at approximately $3.3
billion (up from the $2.4 billion transaction value of the prior
LBO in 2008). The Carlyle Group owns approximately 51% of the
company with a trust representing certain Getty family members
owning approximately 49%. Revenues totaled $897 million for the
12 months ended June 30, 2013.

                           *     *     *

As reported in the Troubled Company Reporter on Sept. 5, 2013,
Moody's Investors Service placed the ratings of Getty Images on
review for downgrade based on weaker than expected results through
2Q2013 and Moody's revised expectations for the next 12 months.
According to Moody's, Corporate Family Rating of Issuer: Getty
Images, Inc. and Abe Investment Holdings, Inc., currently B2, is
placed on review for possible downgrade.


GLOBE ENERGY: Moody's Withdraws All Ratings
-------------------------------------------
Moody's Investors Service withdrew all ratings assigned to Globe
Energy Services, L.L.C. and its proposed US$350 million term loan
maturing 2019. The term loan offering was not completed.

Ratings withdrawn:

Issuer: Globe Energy Services, L.L.C's ratings

  B2 Corporate Family Rating

  B2-PD Probability of Default Rating

  B2, LGD4, 53% Term Loan B due 2019

  Rating outlook withdrawn

Global Energy Services LLC is an oilfield services company that
provides a variety of fluid management and wellsite services to
exploration and production companies and other oilfield service
contractors operating primarily in the Permian Basin.


GMX RESOURCES: Plan Support Agreement Approval Sought
-----------------------------------------------------
BankruptcyData reported that GMX Resources filed with the U.S.
Bankruptcy Court a motion to approve a plan support agreement
(PSA) with its senior secured noteholders and official committee
of unsecured creditors.

The motion explains, "The Debtors filed these cases to undertake
an orderly liquidation of their assets through a Bankruptcy Code
Section 363 sale process designed to maximize value. After several
months of litigation and negotiations with the Creditors'
Committee, the Debtors, the Consenting Senior Secured Noteholders
and the Creditors' Committee (collectively, the 'Parties') agreed
to the terms of a consensual restructuring pursuant to a plan of
reorganization (the 'Plan'), the principle terms of which are
described in the Restructuring Term Sheet....The Parties intend to
implement the transfer of ownership of the Debtors through the
Plan, which the Debtors intend to file with this Court shortly
after the filing of this Motion, instead of consummating the sale
of substantially all of the Debtors' assets pursuant to section
363 of the Bankruptcy Code (the 'Sale'). The proposed Plan is
based on a debt-for equity swap by the Senior Secured Noteholders.
Specifically, the Senior Secured Noteholders shall exchange the
secured portion of their allowed claims for 100% of the equity in
reorganized GMX Resources Inc. and/or equity interests in a
reorganized Debtor affiliate.

Under the Plan, the secured portion of Senior Secured Noteholders'
claim shall be allowed in the amount of $338 million, the value of
the Debtors' assets as determined by the highest offer the Debtors
received at the Auction for the sale of substantially all of their
assets. In addition, the Senior Secured Noteholders will have a
general unsecured deficiency claim in the amount of $66,086,738
(the 'Deficiency Claim').

Under the proposed Plan, if the general unsecured creditors' class
votes to accept the Plan, holders of allowed general unsecured
claims shall receive interests in a trust that will be funded with
(i) $1.5 million in cash; and (ii) certain potential causes of
action listed on Schedule A to the Restructuring Term Sheet. Also,
if the general unsecured creditor class votes to accept the Plan,
the Senior Secured Noteholders will agree to forego any
distribution on account of the Deficiency Claim. If the general
unsecured creditor class does not vote to accept the Plan, they
will not receive the $1.5 million and the Senior Secured
Noteholders' Deficiency Claim will share in the trust assets. In
addition, holders of DIP Financing Claims and any superpriority
adequate protections claims resulting from of the diminution in
the value of the Senior Secured Noteholders' collateral shall be
entitled to receive senior interests in the trust. All allowed
administrative claims, other secured claims and priority claims
will be paid in full under the Plan. Approval of the PSA is in the
best interests of these estates and is a sound exercise of the
Debtors' business judgment because it provides the timeline and
roadmap for the Debtors to exit bankruptcy in an orderly and
uncontested manner and provides unsecured creditors with a greater
recovery than they would otherwise be entitled."

The Court scheduled an October 29, 2013 hearing to consider the
agreement.

                        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 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.


GMX RESOURCES: Amended KERP Approved
------------------------------------
BankruptcyData reported that the U.S. Bankruptcy Court approved
GMX Resources' motion to amend the previous order to (i) pay
severance to terminated employees and (ii) implement a key
employee retention plan for employees.

As previously reported, "By this Motion, the Debtors seek
authority to amend the Severance and KERP Order to allow the
Debtors to pay employees (i) half of their severance or KERP
payment upon approval of this Motion; and (ii) half of their
severance or KERP payment upon the earlier of (a) the effective
date of a confirmed chapter 11 plan or (b) the closing of a sale
of substantially all of the Debtors' assets. Any retention payment
received by an employee that is subsequently terminated will be
credited against any severance such employee is entitled to
receive."

                      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 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.


GOLF TOWN: DBRS Confirms 'B(high)' Issuer Rating
------------------------------------------------
DBRS Inc. has confirmed the Issuer Rating of Golf Town Canada Inc.
& Golfsmith International Holdings, Inc. (collectively Golfsmith
or the Company) at B (high) and the Senior Secured Second Lien
notes at B (low) with a recovery rating of RR-6.  Since the
initiation of Golfsmith's ratings (after Q2 2012) the Company's
sales and earnings growth, and therefore key credit metrics have
been significantly weaker than expected.  The rating confirmation,
however, reflects DBRS's belief that at least a portion of the
weakness in operating performance is attributable to less than
favourable weather conditions in 2013 and the Company's ongoing
integration efforts, while Golfsmith's liquidity remained adequate
for the rating category and the Company benefited from strong
sponsorship support from OMERS Administration Corporation (OMERS).
That said, should operating performance remain weaker than
expected going forward, a negative rating action could result.
Golfsmith's ratings continue to be supported by the Company's
well-established market position, differentiating store format,
geographic diversification across North America and strong
sponsorship from OMERS.  The ratings also consider the
discretionary and cyclical nature of the golf retail business,
intense competition, sensitivity to weather and risks surrounding
longer-term profitability and growth.

Going forward, DBRS believes that Golfsmith's earnings profile
should stabilize somewhat and could strengthen over the longer
term on a through-the-cycle basis; but the Company's earnings will
continue to reflect its sensitivity to weather and cyclical
macroeconomic factors.  Revenues should increase with expected new
store openings (approximately ten) in 2014 and a return toward
positive same-store sales growth, while adjusted EBITDA margins
should remain relatively flat or improve modestly as cost-cutting
initiatives related to the merger are partially offset by rising
selling, general and administrative expenses from new store
openings.  DBRS therefore believes that consolidated EBITDA should
improve toward the $50 million range in the near- to medium-term.

In terms of financial profile, DBRS expects that Golfsmith will
improve over the longer term as earnings are expected to increase
and positive free cash flow is allocated to debt repayment.  Cash
flow from operations should grow in-line with operating income,
while working capital and capex requirements should remain
relatively stable (estimating approximately ten net new store
openings per year through 2015).  As such, DBRS expects the
Company will improve toward free cash flow breakeven in 2014,
while free cash flow could improve toward the $25 million level
with earnings growth in the medium-term. Free cash flow is
expected to be used to repay amounts drawn on the Company's asset-
backed loan revolver which will help to improve credit metrics.
However, should credit metrics deteriorate further, as a result of
weaker than expected operating performance and/or more aggressive
than expected financial management, the ratings could be
pressured.


GRANDIR GROUP: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Grandir Group, LP
        759 N MOUNTAIN AVE
        Upland, CA 91786

Case No.: 13-26465

Chapter 11 Petition Date: October 3, 2013

Court: United States Bankruptcy Court
       Central District of California (Riverside)

Judge: Hon. Scott C Clarkson

Debtor's Counsel: Lavonna G Hayashi, Esq.
                  LAW OFFICES OF LAVONNA HAYASHI
                  10737 Laurel St #104
                  Rancho Cucamonga, CA 91730
                  Tel: 909-484-9090
                  Fax: 888-744-5365
                  Email: saidtbc@yahoo.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Gil Rodriguez Jr., general partner.

The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.


GRUBB & ELLIS: Avison Young Says Broker Hires Were Kosher
---------------------------------------------------------
Law360 reported that an Avison Young Inc. attorney told a New York
state judge on Oct. 2 that the Canadian real estate brokerage
Avison Young's hiring of brokers from bankrupt Grubb & Ellis Co.,
which BGC Partners Inc. has acquired, was just business as usual,
not illegal poaching and trade secrets theft.

According to the report, Beth A. Williams of Kirkland & Ellis
LLP., who represents Avison Young, urged Judge Marcy Friedman to
dismiss BGC Partners' allegations that Avison Young had executed a
years' long scheme to poach Grubb & Ellis brokers.

The case is BGC Partners, Inc. et al v. Avison Young (Canada),
Inc. et al., Case No. 1:12-cv-06680 (S.D.N.Y.).  The case was
filed on Aug. 31, 2012.


GYMBOREE CORP: Bank Debt Trades at 3% Off
-----------------------------------------
Participations in a syndicated loan under which Gymboree Corp is a
borrower traded in the secondary market at 96.59 cents-on-the-
dollar during the week ended Friday, October 4, 2013, according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal.  This represents a decrease of 0.30
percentage points from the previous week, The Journal relates.
Gymboree Corp pays 350 basis points above LIBOR to borrow under
the facility.  The bank loan matures on Feb. 23, 2018.  The bank
debt carries Moody's B2 rating and Standard & Poor's B- rating.
The loan is one of the biggest gainers and losers among 209 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

Headquartered in San Francisco, California, The Gymboree
Corporation sells infant and toddler apparel.  The company designs
and distributes infant and toddler apparel through its stores
which operates under the "Gymboree", "Gymboree Outlet", "Janie and
Jack" and "Crazy 8" brands in the United States, Canada and
Australia.  The company is owned by affiliates of Bain Capital
Partners LLC.

                           *     *     *

As reported in the Troubled Company Reporter on May 9, 2013,
Moody's Investors Service confirmed The Gymboree Corporation's
Corporate Family Rating at B3, concluding the review for downgrade
that began on December 13, 2012. The rating outlook is negative.


HELIA TEC: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Helia Tec Resources, Inc.
        1770 St. James Place, Suite 205
        Houston, TX 77056

Case No.: 13-36251

Chapter 11 Petition Date: October 3, 2013

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

Judge: Hon. David R Jones

Debtor's Counsel: Richard L Fuqua, II, Esq.
                  FUQUA & ASSOCIATES, PC
                  5005 Riverway, Ste. 250
                  Houston, TX 77056
                  Tel: 713-960-0277
                  Email: fuqua@fuquakeim.com

Estimated Assets: $16.15 million

Estimated Liabilities: $2.24 million

The petition was signed by Cary E. Hughes, president.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                     Nature of Claim       Claim Amount
   ------                     ---------------       ------------
SENDEX Energy, L.L.C.         4% ORRI in oil &        $42,911
                              gas well

Ed Talone Trust #1            1.5% ORRI in            $29,000
                              Respondek #1

Energy Gas Compression, Ltd.  Rental                  $26,282

Cross Road Oilfield Supply,   Oilfield parts           $9,000
Ltd.                          & supplies

Harris County Appraisal       -                        $7,500
District Business &
Industrial Property Div.

Dwight Snell & Associates     Land & title Services    $5,018

Texas Workforce Commission    Taxes                    $4,500

Cone Compression Services,    Mechanic services        $3,901

Inc.

Hamman Swabbing & Oil Field    Oil field services       $3,796
Services

H&B Packer                     Packer replacement/
                               refurbishment            $3,760

Texas Perforators, Inc.        Oil field services       $2,265

Henry & Sang Nguyen            Overriding royalty       $2,263
                               interests

York Acidizing and Cementing   Oilfield services        $2,014
LLC

Dalton Trucking                Transport services       $1,965

Sealy Appliance & Butante Co   Propane supply           $1,871

Warren Gohike                  Vendor & Royalty         $1,805
                               interest

Select Industries, Inc.        Vendor                   $1,617

Richard's Hot Oil Service      Vendor                     $974
Inc.

Continental Production         Oilfield services          $950
Services, Inc.

D&B Rental Services            Rental Equipment           $828


HIGH MAINTENANCE: Gets Approval to Hire Neligan Foley as Counsel
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas
authorized High Maintenance Broadcasting, LLC and GH Broadcasting,
Inc., to employ Neligan Foley LLP as their counsel effective as of
the Petition Date.

As reported in the Troubled Company Reporter on Sep. 4, 2013, the
firm will be paid based on its ordinary and customary hourly
rates, which are:

          $395 - $675 for partners; and
          $130 - $350 for paralegals and associates.

The Troubled Company Reporter said that prior to hiring Neligan
Foley, both Debtors hired the law firm of Cox and Smith LLC as
workout counsel.  By agreement of both the Debtors and Cox and
Smith, Cox and Smith resigned and transferred on April 1, 2013, to
Neligan Foley a $100,000 retainer, which had been provided to Cox
and Smith by High Maintenance.  Neligan Foley applied the Retainer
to the fees and expenses incurred prior to June 17, 2013, the date
the involuntary petition was originally filed.  The fees and
expenses incurred by Neligan Foley prior to and including June 17,
2013, were $209,571 in fees and $6,621.45 in fees.  Accordingly,
Neligan Foley voluntarily wrote off $116,192.45 and thus, is not a
creditor of either of the Debtors.

                       About High Maintenance

On June 17, 2013, an involuntary petition for relief (Bankr.
S.D. Tex. Case No. 13-20270) was filed against High Maintenance
Broadcasting, LLC by Robert Behar, Estrella Behar, Leibowitz
Family, Pedro Dupouy, Latin Capital, Pan Atlantic Bank & Trust,
Ltd., Sumit Enterprises, LLC, Jose Rodriguez, Leon Perez, Jays
Four, LLC, Benjamin J. Jesselson, Jesselson Grandchildren, Joseph
Kavana, Sawicki Family, Shpilberg Mgmt, Saby Behar Rev, Morris
Bailey pursuant to section 303 of the Bankruptcy Code.

The Debtors' counsel are Patrick J. Neligan Jr., Esq., John D.
Gaither, Esq., of Neligan Foley LLP.


HIGH MAINTENANCE: Clarion Financial Approved as Financial Advisors
------------------------------------------------------------------
High Maintenance Broadcasting LLC obtained U.S. Bankruptcy Court
approval to employ Reagan Stewart of Clarion Financial Services
LLC as their financial advisors.

As reported in the Troubled Company Reporter on Sep. 17, 2013,
the firm will, among other things:

   a. prepare budgets, financial statements and other reports as
      requested by the Debtors, such that the Debtor may comply
      with all financial reporting obligations, including the
      preparation of monthly operating reports and financial
      reports to the Debtors' lenders.

   b. assist the Debtors in providing reports and information to
      creditors or other parties in interest; and

   c. investigate pre-bankruptcy transactions.

Mr. Stewart's rate is $275 per hour.

The firm may be reached at:

          Reagan Stewart
          CLARION FINANCIAL SERVICES, LLC
          10440 N. Central Expressway, Suite 1475
          Dallas, Texas 75231
          Tel: 214-891-3340
          Fax: 214-891-3366
          E-mail: reagan@clarionfinancialservices.com

                       About High Maintenance

On June 17, 2013, an involuntary petition for relief (Bankr.
S.D. Tex. Case No. 13-20270) was filed against High Maintenance
Broadcasting, LLC by Robert Behar, Estrella Behar, Leibowitz
Family, Pedro Dupouy, Latin Capital, Pan Atlantic Bank & Trust,
Ltd., Sumit Enterprises, LLC, Jose Rodriguez, Leon Perez, Jays
Four, LLC, Benjamin J. Jesselson, Jesselson Grandchildren, Joseph
Kavana, Sawicki Family, Shpilberg Mgmt, Saby Behar Rev, Morris
Bailey pursuant to section 303 of the Bankruptcy Code.

The Debtors' counsel are Patrick J. Neligan Jr., Esq., John D.
Gaither, Esq., of Neligan Foley LLP.


HIGH MAINTENANCE: Wilkinson Barker Approved to Work on FCC Matters
------------------------------------------------------------------
High Maintenance Broadcasting, LLC and GH Broadcasting, Inc.,
received authority from the U.S. Bankruptcy Court for the Southern
District of Texas to employ the law firm Wilkinson Barker Knauer,
LLP to assist in various Federal Communications Commission
filings, advise regarding compliance with FCC rules and
regulations, and assist in preparing for the renewal of the
Debtors' FCC licenses in 2014.

As reported in the Troubled Company Reporter on Sept. 4, 2013,
WBK will be paid on an hourly basis. The firm will submit
monthly invoices to the Debtors setting forth detailed
descriptions of the services rendered and time spent during the
preceding month.  The Debtors sought court permission to
compensate WBK on this basis without further Court approval in an
amount up to $5,000 per month during the remainder of 2013 and
$2,500 thereafter.  Any payment in excess of these monthly caps
will be subject to prior approval by the Court.

                       About High Maintenance

On June 17, 2013, an involuntary petition for relief (Bankr.
S.D. Tex. Case No. 13-20270) was filed against High Maintenance
Broadcasting, LLC by Robert Behar, Estrella Behar, Leibowitz
Family, Pedro Dupouy, Latin Capital, Pan Atlantic Bank & Trust,
Ltd., Sumit Enterprises, LLC, Jose Rodriguez, Leon Perez, Jays
Four, LLC, Benjamin J. Jesselson, Jesselson Grandchildren, Joseph
Kavana, Sawicki Family, Shpilberg Mgmt, Saby Behar Rev, Morris
Bailey pursuant to section 303 of the Bankruptcy Code.

The Debtors' counsel are Patrick J. Neligan Jr., Esq., John D.
Gaither, Esq., of Neligan Foley LLP.  Reagan Stewart of Clarion
Financial Services LLC as their financial advisors.


HUNTSMAN INTERNATIONAL: S&P Rates New $1.15 Billion Loan 'BB+'
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' senior
secured debt rating and '2' recovery rating to Huntsman
International LLC's proposed seven-year $1.15 billion term loan.
S&P bases these ratings on preliminary terms and conditions.
Huntsman International LLC (Huntsman International) is a wholly
owned subsidiary of Huntsman Corp. (Huntsman).  The issue rating
is one notch above the 'BB' corporate credit rating.  The '2'
recovery rating indicates prospects for substantial (70% to 90%)
recovery in the event of a payment default.

"The company plans to use proceeds of the term loan to acquire
Rockwood Holdings Inc.'s titanium dioxide [TiO2] and performance
additives businesses and pay related fees and expenses," said
Standard & Poor's credit analyst Cynthia Werneth.

S&P's 'BB-' senior unsecured debt rating on Huntsman International
remains on CreditWatch with negative implications.  Once the
acquisition closes, S&P expects to lower the senior unsecured debt
rating to 'B+' (two notches below the corporate credit rating) and
revise the recovery rating to '6' from '5'.  The '6' recovery
rating indicates prospects for negligible (0% to 10%) recovery in
the event of a payment default.

All S&P's other ratings on Huntsman and its subsidiary remain
unchanged.  This includes the 'BB+' senior secured debt and '2'
recovery ratings on Huntsman International's revolving credit
facility maturing in 2017, which is increasing to $600 million
from $400 million.  The rating outlook on both entities remains
negative.

For the complete recovery analysis, see S&P's recovery report on
Huntsman International LLC to be published shortly on
RatingsDirect.

The ratings reflect Huntsman's "satisfactory" business risk
profile as a diversified chemical manufacturer and its
"aggressive" financial risk profile.  S&P's base case suggests
that successful integration of the acquired operations, a cyclical
upturn in TiO2, moderate global economic growth during the next
few years, and benefits from Huntsman's ongoing restructuring
should keep credit metrics in line with S&P's expectations at the
rating, including funds from operations (FFO) to debt approaching
20% within the next two years.  However, S&P sees a fair amount of
execution risk in this transaction, given continuing difficult
economic conditions in Europe, where the preponderance of the
acquired operations is located, management's large synergy target,
and meaningful outlays to achieve it.

RATING LIST

Huntsman International LLC
Corporate Credit Rating                        BB/Negative/--

New Rating

Huntsman International LLC
Senior Secured $1.15 Bil. 7-Year Term Loan     BB+
   Recovery Rating                              2


IG INVESTMENTS: S&P Revises Outlook to Positive & Affirms 'B' CCR
-----------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Atlanta, Georgia-based IG Investments Holdings LLC to positive
from stable.  At the same time, S&P affirmed all existing ratings
on the company, including the 'B' corporate credit rating.

The company will use the proceeds from the $130 million add-on to
its existing $298 million outstanding first-lien term loan due
2019 to refinance its higher-cost second-lien term loan due 2020.

S&P is also withdrawing its 'B' corporate credit rating on Insight
Global Inc., as no debt is outstanding and we do not expect future
issuance at this entity.

Total debt was $428 million as of June 30, 2013.

The outlook revision to positive reflects S&P's expectation that
the business outlook will remain favorable and operating momentum
will continue, at least over the next couple of years, which
should result in further reduction in debt leverage.

The 'B' corporate credit rating on IG Investments Holdings
reflects Standard & Poor's Ratings Services' expectation that
adjusted leverage will remain relatively high, despite good near-
term growth prospects.  S&P anticipates that operating performance
will continue to be solid over the near-to-intermediate term
because of growing demand for information technology staffing.
S&P regards the business profile as "weak" (based on its
criteria), weighing its small, niche market position in the highly
competitive and fragmented staffing industry, risks related to its
rapid organic growth, and the vulnerability of revenue to economic
cycles.  Still, S&P expects its EBITDA margin will remain above
that of peers, based on management's track record of coping with
competitive industry conditions.  S&P views the company's
financial risk profile as "highly leveraged" because of its
private equity ownership and substantial debt leverage.  Further
considerations include the company's modest discretionary cash
flow as a result of high interest expense and receivable funding
needs, and risks associated with its planned office network
expansion.  S&P assess the company's management and governance as
"fair."

Insight Global provides IT staffing services to Fortune 1000
companies through 34 regional offices in major metropolitan
markets.  The number of offices has increased 20% over the past
year, though market share of the U.S. IT staffing industry is only
about 3%.  Revenues from the technology, media, and
telecommunications sectors account for almost two-thirds of the
company's sales, exposing the company to structural trends in
those industries.  The company faces intense competition from the
IT divisions of well-capitalized, general staffing firms, which
are cross-selling IT personnel services to their existing client
base.  The company's top 10 customers account for slightly more
than one-third of sales, representing a concentration risk.
Engagements are generally short term, lasting a few months, and
nonexclusive based on industry practice, hampering revenue
visibility.  Industry consolidation could result in reduced volume
from some large clients.  Pricing pressures stemming from the
competitive nature of the industry make ongoing cost management a
key priority.


IMPLANT SCIENCES: Incurs $5.5 Million Net Loss in 4th Quarter
-------------------------------------------------------------
Implant Sciences Corporation reported a net loss of $5.54 million
on $2.40 million of revenues for the three months ended June 30,
2013, as compared with a net loss of $4.38 million on $552,000 of
revenues for the same period during the prior year.

For the year ended June 30, 2013, the Company incurred a net loss
of $27.35 million on $12.01 million of revenues as compared with a
net loss of $14.63 million on $3.40 million of revenues during the
prior year.

The Company's balance sheet at June 30, 2013, showed $5.09 million
in total assets, $49.64 million in total liabilities and a $44.54
million total stockholders' deficit.

Glenn D. Bolduc, president and CEO of Implant Sciences, commented,
"During our recently concluded fourth quarter and fiscal year,
Implant Sciences achieved a number of important strategic goals
that we believe position the Company for consistent and
sustainable growth.  We have taken important steps to broaden the
markets we serve, increase our revenue opportunities, and improve
our financial stability."

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

                        http://is.gd/3UnQHc

                      About Implant Sciences

Implant Sciences Corporation (OBB: IMSC.OB) --
http://www.implantsciences.com/-- develops, manufactures and
sells sensors and systems for the security, safety and defense
(SS&D) industries.

Marcum LLP, in Boston, Massachusetts, 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 net losses and continues to experience
negative cash flows from operations.  As of Sept. 25, 2012, the
Company's principal obligation to its primary lender was
$33,429,000 with accrued interest of $3,146,000.  The Company is
required to repay all borrowings and accrued interest to this
lender on March 31, 2013.  These conditions raise substantial
doubt about its ability to continue as a going concern.

                        Bankruptcy Warning

"Despite our current sales, expense and cash flow projections and
$12,763,000 in cash available from our line of credit with DMRJ at
March 31, 2013, we will require additional capital in the third
quarter of fiscal 2014 to fund operations and continue the
development, commercialization and marketing of our products.  Our
failure to achieve our projections and/or obtain sufficient
additional capital on acceptable terms would have a material
adverse effect on our liquidity and operations and could require
us to file for protection under bankruptcy laws," the Company said
in its quarterly report for the period ended March 31, 2013.


INDIANAPOLIS DOWNS: Axis Sues to Duck Coverage of $600-Mil. Row
---------------------------------------------------------------
Law360 reported that Axis Insurance Co. sued on Oct. 3 in Maryland
federal court to block the chairman of defunct casino and
racetrack operator Indianapolis Downs LLC from accessing coverage
for a $600 million contract and defamation suit from its onetime
management company.

According to the report, Axis said Indianapolis Downs' policy
doesn't cover claims that Chairman and CEO Ross Mangano and a
collection of trusts he controls launched a defamatory campaign
against affiliates of real estate management company Cordish Co.
to gain leverage in a contractual fee dispute over a development
project of Indianapolis Downs.

The case is AXIS Insurance Company v. INDIANAPOLIS DOWNS LLC et
al., Case No. 1:13-cv-02899 (D. Md.) before Judge William D
Quarles, Jr.

                     About Indianapolis Downs

Indianapolis Downs LLC operated Indiana Live --
http://www.indianalivecasino.com/-- a combined race track and
casino at a state-of-the-art 283 acre Shelbyville, Indiana site.
It also operates two satellite wagering facilities in Evansville
and Clarksville, Indiana.  Total revenue for 2010 was $270
million, representing an 8.7% increase in 2009.  The casino
captured 53% of the Indianapolis market share.

In July 2001, Indianapolis Downs was granted a permit to conduct a
horse track operation in Shelvyville, Indiana, and started
operating the track in 2002.  It was granted permission to operate
the casino at the racetrack operation in May 2007.  The casino
began operations in July 2010.

Indianapolis Downs and subsidiary, Indianapolis Downs Capital
Corp., sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
11-11046) in Wilmington, Delaware, on April 7, 2011.  Indianapolis
Downs estimated $500 million to $1 billion in assets and up to
$500 million in debt as of the Chapter 11 filing.  According to a
court filing, the Debtor owes $98,125,000 on a first lien debt. It
also owes $375 million on secured notes and $72.6 million on
subordinated notes.

Matthew L. Hinker, Esq., Scott D. Cousins, Esq., and Victoria
Watson Counihan, Esq., at Greenberg Traurig, LLP in Wilmington,
Delaware, have been tapped as counsel to the Debtors. Christopher
A. Ward, Esq., at Polsinelli Shughart PC, in Wilmington, Delaware,
is the conflicts counsel. Lazard Freres & Co. LLC is the
investment banker. Bose Mckinney & Evans LLP and Bose Public
Affairs Group LLC serve as special counsel. Kobi Partners, LLC,
is the restructuring services provider. Epiq Bankruptcy
Solutions is the claims and notice agent.

David W. Carickhoff, Esq., at Blank Rome LLP; and Scott L.
Alberino, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
Washington, DC, represent the Ad Hoc Second Lien Committee.

Thomas M. Horan, Esq., at Womble Carlyle Sandridge & Rice, LLP;
and Brian L. Shaw, Esq., at Shaw Gussis Fishman Wolfson & Towbin
LLC, represent the so-called Oliver Parties.  The Oliver Parties
consist of Ross J. Mangano, both individually and as the trustee
of the Jane C. Warriner Trust dated February 26, 1971, the J.
Oliver Cunningham Trust dated February 26, 1971, and the Anne C.
McClure Trust dated February 26, 1971, Troon & Co., John C.
Warriner, Oliver Estate, LLC, and Oliver Racing, LLC.

Matthew Lunn, Esq., at Young Conaway Stargatt & Taylor, LLP; and
Kristopher Hansen, Esq., Stroock & Stroock & Lavan, represent
Fortress Investment.

Indianapolis Downs' Chapter 11 Plan of Reorganization Plan became
effective, and the Company emerged from Chapter 11 protection in
April 2013.  The Court officially confirmed the Plan on March 20,
2013.  The Plan is based on a sale of the business to rival and
casino operator Centaur Gaming Inc. for $500 million.  Senior
management and equity holders objected to confirmation of the
Plan.


INOVA TECHNOLOGY: Sells Trakkers to Xumanii
-------------------------------------------
Inova Technology sold its RFID businesses, Trakkers and RightTag,
to Xumanii International Holdings Corp for 2 million preferred
shares of Xumanii.  The purpose of the transaction is to unlock
value by breaking up Inova into two segments where the RFID
business and network solutions business can pursue their own
respective business plans separately.  The effective date of the
transaction is Oct. 1, 2013.

Inova CEO, Adam Radly, said, "Inova reported annual of revenue of
$18 million for our most recent fiscal year yet our market
capitalization is only in the hundreds of thousands.  It's likely
that our debt is one reason for the low market cap.  It's also
possible that the market doesn't like the combination of network
solutions and RFID in one company.  Some investors have indicated
that they like RFID and don't like network solutions while others
take the opposite view.  As a result, we decided to break Inova
into two parts so that the network solutions business and RFID
business can pursue their own business plans without being
constrained by the other and also to enable shareholders to choose
to invest one or the other or both as opposed to being forced to
invest in both."

The sale of assets includes the following:

   * Trakkers LLC along with all of the intellectual property
     associated with its current and future products and
     solutions.

   * The business and assets of Right Tag, Inc.

   * Trakkers LLC has approximately $4 million of debt that will
     remain with Trakkers LLC.

   * All of the assets that were sold in this transaction were
     sold by Tesselon LLC (a subsidiary of Inova)

Inova CEO, Adam Radly, said, "We sold Trakkers for $2 million.
Even though Trakkers only represents approximately 6% of Inova's
revenue the $2 million sale price is more than 5 times Inova's
entire market cap so we are obviously very happy with the
transaction.  The transaction will also help both Inova and
Trakkers to restructure its debt."

When considering the $2 million valuation of Trakkers for the
purpose of this transaction management considered the following
factors:

   * Revenue for Trakkers for the fiscal year ending April 2013
     and 2012 was $1,573,473 and $1,200,142 respectively.
     Adjusted Ebitda for the fiscal year ending April 2013 and
     2012 was $383,110 and $228,270 respectively.

   * Trakkers LLC has approximately $4 million of debt and will
     remain with Trakkers LLC.

   * The market capitalization of Inova is approximately $400,000

In addition to the $2 million of preferred stock of Xumanii, the
transaction also includes a commitment from Xumanii to file an S1
registration Statement that, upon being deemed effective by the
SEC, will allow Inova shareholders to acquire one Xumanii share
for each Inova share that they owned as at the Effective Date
(Oct. 1, 2013).  However, shareholders should be aware that there
can be no assurance that the SEC will deem the S1 Registration
Statement effective.

Xumanii provides live concert streaming using its own proprietary
solution.  Xumanii had previously announced that it has filed for
patent relating to this technology.  Trakkers currently generates
the majority of its revenue from the rental of scanners to trade
shows and has been actively developing other complimentary
solutions for trade shows including trade show apps for mobile
devices.  There is a demand for live event streaming at many trade
shows and Trakkers will be able to offer the Xumanii streaming
solution to trade shows as an additional service.  Following the
acquisition of Trakkers by Xumanii, Xumanii plans to pursue the
development of a mobile solutions business that will include the
use of RFID in mobile solutions for asset tracking among other
mobile solutions.

Upon completion of the transaction Mr. Adam Radly will temporarily
hold the position of CEO of both Inova and Xumanii concurrently
while the board and senior management of Xumanii are adjusted to
reflect its new business plan.

                        About Inova Technology

Based in Las Vegas, Nevada, Inova Technology, Inc. (OTC BB: INVA)
-- http://www.inovatechnology.com/-- through its subsidiaries,
provides information technology (IT) consulting services in the
United States.  It also manufactures radio frequency
identification (RFID) equipment; and provides computer network
solutions.  The company was formerly known as Edgetech Services
Inc. and changed its name to Inova Technology, Inc., in 2007.

Inova incurred a net loss of $6.62 million on $18.68 million of
revenues for the year ended April 30, 2013, as compared with a net
loss of $1.24 million on $21.20 million of revenues for the year
ended April 30, 2012.  As of July 31, 2013, the Company had $6.48
million in total assets, $23.98 million in total liabilities and a
$17.50 million total stockholders' deficit.

Malonebailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the
year ended April 30, 2013.  The independent auditors noted that
Inova incurred losses from operations for the years ended
April 30, 2013, and 2012 and has a working capital deficit as of
April 30, 2013.  These factors raise substantial doubt about
Inova's ability to continue as a going concern.


INTELLICELL BIOSCIENCES: Incurs $1MM Net Loss in March 31 Qtr.
--------------------------------------------------------------
Intellicell Biosciences, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $1.05 million on $0 of revenues for the three months
ended March 31, 2013, as compared with a net loss of $9.46 million
on $12,100 of revenues for the same period during the prior year.

The Company's balance sheet at March 31, 2013, showed
$3.96 million in total assets, $8.40 million in total liabilities,
and a $4.43 million total stockholders' deficit.

The Company's cash and cash equivalents as March 31, 2013, was $0
compared to cash balances at Dec. 31, 2012 of $10,159.

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

                         http://is.gd/JjzjVx

                  About Intellicell Biosciences

Intellicell BioSciences, Inc., headquartered in New York, N.Y.,
was formed on Aug. 13, 2010, under the name "Regen Biosciences,
Inc." as a pioneering regenerative medicine company to develop and
commercialize regenerative medical technologies in large markets
with unmet clinical needs.  On Feb. 17, 2011, the company changed
its name from "Regen Biosciences, Inc." to "IntelliCell
BioSciences Inc".  To date, IntelliCell has developed proprietary
technologies that allow for the efficient and reproducible
separation of stromal vascular fraction (branded
"IntelliCell(TM)") containing adipose stem cells that can be
performed in tissue processing centers and in doctors' offices.

Intellicell disclosed a net loss of $4.15 million on $534,942 of
revenues for the year ended Dec. 31, 2012, as compared with a net
loss of $32.83 million on $99,192 of revenues during the prior
year.

In their report dated Sept. 13, 2013, Rosen Seymour Shapss Martin
& Company LLP stated that the Company's financial statements for
the fiscal years ended Dec. 31, 2012, and 2011, were prepared
assuming that the Company would continue as a going concern.  The
Company's ability to continue as a going concern is an issue
raised as a result of the Company's recurring losses from
operations and its net capital deficiency.  The Company continues
to experience net operating losses.  The Company's ability to
continue as a going concern is subject to its ability to generate
a profit.


INTELLIPHARMACEUTICS INT'L: Incurs $2MM Net Loss in 3rd Quarter
---------------------------------------------------------------
Intellipharmaceutics International Inc. reported a net loss of
$2.04 million on $0 of revenue for the three months ended Aug. 31,
2013, as compared with a net loss of $1.45 million on $0 of
revenue for the same period last year.

For the nine months ended Aug. 31, 2013, the Company reported a
net loss of $5.16 million on $0 of revenue as compared with a net
loss of $4.75 million on $107,091 of revenue for the same period a
year ago.

The Company's balance sheet at Aug. 31, 2013, showed $4.11 million
in total assets, $5.49 million in total liabilities and a $1.37
million shareholders' deficiency.

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

                        http://is.gd/O8REgo

                     About Intellipharmaceutics

Toronto, Canada-based Intellipharmaceutics International Inc. is
incorporated under the laws of Canada.  Intellipharmaceutics is a
pharmaceutical company specializing in the research, development
and manufacture of novel and generic controlled-release and
targeted-release oral solid dosage drugs.  Its patented
Hypermatrix(TM) technology is a multidimensional controlled-
release drug delivery platform that can be applied to the
efficient development of a wide range of existing and new
pharmaceuticals.  Based on this technology, Intellipharmaceutics
has a pipeline of product candidates in various stages of
development, including filings with the FDA in therapeutic areas
that include neurology, cardiovascular, gastrointestinal tract,
diabetes and pain.

                     Going Concern Uncertainty

"In order for the Company to continue operations at existing
levels, the Company expects that for at least the next twelve
months the Company will require significant additional capital.
While the Company expects to satisfy its operating cash
requirements over the next twelve months from cash on hand,
collection of anticipated revenues resulting from future
commercialization activities, development agreements or marketing
license agreements, through managing operating expense levels,
funds from senior management through the convertible debenture
described elsewhere herein, equity and/or debt financings, and/or
new strategic partnership agreements funding some or all costs of
development, there can be no assurance that the Company will be
able to obtain any such capital on terms or in amounts sufficient
to meet its needs or at all," the Company said in its quarterly
report for the period ended May 31, 2013.


INVERSIONES ALSACIA: Supplements Consent Solicitation Statement
---------------------------------------------------------------
Inversiones Alsacia S.A. on Oct. 3 disclosed that it is
supplementing its Amended and Restated Consent Solicitation
Statement dated September 25, 2013 and its accompanying consent
form, to (i) extend the expiration date of the consent
solicitation to Wednesday, October 9, 2013, and (ii) make changes
to the proposed waiver and accompanying disclosures relating to
the Debt Service Coverage Ratio and the potential contribution by
Alsacia's controlling stockholder.

Holders are urged to read the supplement in its entirety as it
contains important information about the consent solicitation.
The supplement is being distributed to bondholders through the
DTC's LENS system and can also be obtained upon request from
Alsacia.

                          About Alsacia

Alsacia, together with its affiliate, Express de Santiago Uno
S.A., are collectively the largest operator in the Transantiago
Transportation System, transporting approximately 1.2 million
passengers every day, throughout 35 communities in Santiago, which
accounts for more than 30% of the passengers in Transantiago.
Alsacia and Express belong to an international holding company
with interests in public passenger transportation, environmental
solutions, outsourcing services and real estate development in
Chile, Colombia, Panama, Peru and the United States.


JC PENNEY: Bank Debt Trades at 3% Off
-------------------------------------
Participations in a syndicated loan under which JC Penney is a
borrower traded in the secondary market at 96.98 cents-on-the-
dollar during the week ended Friday, October 4, 2013, according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal.  This represents an increase of 0.44
percentage points from the previous week, The Journal relates.  JC
Penney pays 500 basis points above LIBOR to borrow under the
facility.  The bank loan matures on April 29, 2018.  The bank debt
carries Moody's B2 rating and Standard & Poor's B- rating.  The
loan is one of the biggest gainers and losers among 209 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

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

                          *     *     *

As reported in the Troubled Company Reporter on Oct. 4, 2013,
Fitch Ratings has downgraded the Issuer Default Ratings (IDRs) on
J.C. Penney Co., Inc. and J.C. Penney Corporation, Inc. to 'CCC'
from 'B-'.


KALISPEL TRIBAL: S&P Withdraws 'B+' Issuer Credit Rating
--------------------------------------------------------
Standard & Poor's Ratings Services withdrew all its ratings on
U.S. gaming operator Kalispel Tribal Economic Authority, including
its 'B+' issuer credit rating.  The rating withdrawal is at the
request of Kalispel.


KIWIBOX.COM INC: User Registrations Skyrocketed by 200%
-------------------------------------------------------
Kiwibox.com and its German subsidiary KWICK! report a significant
surge in their network usage.  This major increase in membership
and usage is a result of the Company's intensified focus on recent
marketing efforts within local event strategies and promotional
activities.  Current network registrations exceed 100,000 new
members per month and continue to climb daily.  Recent internal
reports show that the Kiwibox and KWICK! network registrations
have increased dramatically by 200 percent.  The network also
continues to see solid growth in mobile usage which has soared
from 200M Pageviews in (Q3/2012) to 300M Pageviews in (Q3/2013).
Network usage has boosted income from mobile advertising by over
300 percent since Q1 and continues to rise.  With 1/3 of the
entire Kiwibox and KWICK! network logging in via their mobile
devices, the Company has continued to follow the mobile trend and
recently released new iphone and android apps with enhanced
nightlife event features like Event Submissions, Friends Around
and Event galleries.

The recent tandem of positive developments in mobile advertising
revenue and network registrations, combined with reductions in
expenditures appear increasingly promising for the future of the
Kiwibox and KWICK! community and shareholders.  Kiwibox CEO, Andre
Scholz, observed, "Together with Anke Schmid, CEO of KWICK!, our
German subsidiary, the integration was finalized in Q2 and the
corresponding cuts in our operating expenses has enabled Kiwibox
to save over $600,000 USD in the first months of 2013, as compared
to the months results for 2012.  Together with our recent
Acquisition of interscholz Internet Services GmbH Co. KG we will
have more potential to optimize internal procedures for faster
development and technical scalability for further growth.  Having
our own internet service provider with an international capacity
provides the Kiwibox Network with all necessary infrastructure to
grow in an optimal way while keeping costs under control."

Both Kiwibox and KWICK! are in a unique position that combines the
excitement of a dating community with the benefits and
accessibility of a real social network.  The Kiwibox network
encourages members to explore local events in their area, connect
with other members and enjoy the additional member exclusive
benefits the social network has to offer.

                          About Kiwibox.com

New York-based Kiwibox.com, Inc., acquired in the beginning of
2011 Pixunity.de, a photoblog community and launched a U.S.
version of this community in the summer of 2011.  Effective
July 1, 2011, Kiwibox.com, Inc., became the owner of Kwick! -- a
top social network community based in Germany.  Kiwibox.com shares
are freely traded on the bulletin board under the symbol KIWB.OB.

Kiwibox.com disclosed a net loss of $14.01 million on $1.46
million of total net sales for the year ended Dec. 31, 2012, as
compared with a net loss of $5.90 million on $599,615 of total net
sales during the prior year.  The Company's balance sheet at
June 30, 2013, showed $3.16 million in total assets, $24.13
million in total liabilities, all current, and a $20.96 million
total stockholders' impairment.

Rosenberg Rich Baker Berman & Company, in Somerset, 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's revenues are
insufficient to finance the business, and the Company is entirely
dependent on the continuation of funding from outside investors.
These conditions raise substantial doubt about its ability to
continue as a going concern.


KORESKO LAW FIRM: Involuntary Chapter 11 Case Summary
-----------------------------------------------------
Alleged Debtor: Koresko Law Firm, P.C.
                200 W 4th Street
                Bridgeport, PA 19405

Case Number: 13-05990

Debtor-affiliate subject to separate Involuntary Chapter 11
petition:

          Entity                      Case No.
          --------                    --------
          Koresko & Associates, P.C.   13-05991

Involuntary Chapter 11 Petition Date: October 1, 2013

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

Debtor's Counsel: Scott Alan Orth, Esq.
                  LAW OFFICES OF SCOTT ALAN ORTH PA
                  3880 Sheridan Street
                  Hollywood, FL 33021
                  Tel: (305) 757-3300
                  Fax: (305) 757-0071
                  E-mail: scott@orthlawoffice.com

Koresko Law Firm and debtor-affiliate's petitioners:

Petitioners              Nature of Claim            Claim Amount
-----------              ---------------            ------------
Michael W. Graham        Beneficiary,                 $350,000
721 Sandringham Drive    reimbursement,
Jacksonville, FL 32225   contribution, cash value

John D. Braddock         Beneficiary,                 $350,000
121 32nd Avenue South    reimbursement,
Jacksonville Beach       contribution, cash value
FL 32250

Truman Galley            Beneficiary
                         reimbursement,
                         contribution, cash value     $500,000

Jim Malone               Beneficiary
                         reimbursement,
                         contribution, cash value     $130,000


LEHMAN BROTHERS: Citi Rejects $2 Billion 'Provisional' Payout
-------------------------------------------------------------
Patrick Fitzgerald, writing for Daily Bankruptcy Review, reported
that Citigroup Inc. is firing back at Lehman Brothers Holdings
Inc.'s "unprecedented" bid to cut off its right to hundreds of
millions of dollars in interest payments tied to Citi's $3 billion
bankruptcy claim against the failed investment bank.

According to the report, lawyers for Citigroup on Oct. 2 blasted
Lehman's "scorched earth" tactics in its attempt to have a
bankruptcy judge "provisionally allow" the remains of the failed
investment bank to use $2 billion in cash in a Citi account to
satisfy the bank's claims against the failed investment bank.

Lehman wants U.S. Bankruptcy Judge James Peck to end what it calls
Citi's "interest rate arbitrage" with respect to rival claims on
billions of dollars in assets, the report related.

By provisionally paying off the bank, Lehman would stem the flow
of interest payments to Citi, which could total hundreds of
millions of dollars by the time the two sides face off in court,
which isn't expected until 2015, the report said.

The bulk of Citi's claims against Lehman are tied to the
termination of derivatives trades between Lehman and Citi at the
time of Lehman's 2008 bankruptcy filing, according to the report.
The bank said it is entitled to the interest payments under
bankruptcy and it doesn't want the "provisional" $2 billion
payment from Lehman because Lehman could claw it back if it
emerges the winner in their legal fight.

                       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: Elliott to Pay More than $1-Bil. for U.K. Claim
----------------------------------------------------------------
Patrick Fitzgerald and Joseph Checkler, writing for Daily
Bankruptcy Review, reported that Paul Singer's hedge fund Elliott
Management has agreed to pay GBP650 million($1.05 billion) to the
corporate parent of Lehman Brothers International (Europe), the
U.K arm of the collapsed investment bank, in exchange for the
parent company's multibillion dollar claim against its subsidiary.

According to the report, the trade, which calls for the hedge-fund
manager to receive the parent company's roughly GBP1.25 billion
($2 billion) subordinated claim against Lehman Brother's U.K.
business in return for the initial payment, is the latest example
of distressed debt investors hoping to profit from Lehman's demise
more than five years after its collapse.

Derek Howell, who is overseeing U.K. administration of the Lehman
parent, known as LB Holdings Intermediate 2 Ltd. for
PricewaterhouseCoopers, said in a statement on Oct. 2 that the
transaction also allows the unit's creditors to share in claims
Elliott has against Lehman Brother's U.K arm.

The deal also sheds a light on the little-noticed world of
bankruptcy-claims trading, where billions of dollars in claims
trade each month as distressed-debt investors buy up claims from
creditors on the cheap and then jockey for a position in the order
to receive payment, the report said.

The trading of claims has been particularly active with respect to
Lehman Brothers International (Europe), or LBIE, in recent months.
Royal Bank of Scotland ( RBS ), for example, last month snapped up
a GBP350 million ($567 million) claim against LBIE from New York
investment firm Goshen Investments, the report added.

                       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.


LOFINO PROPERTIES: Case Summary & 4 Unsecured Creditors
-------------------------------------------------------
Debtor: Lofino Properties, LLC
        3255 Seajay Drive
        Dayton, OH 45430

Case No.: 13-34099

Chapter 11 Petition Date: October 4, 2013

Court: United States Bankruptcy Court
       Southern District of Ohio (Dayton)

Judge: Hon. Guy R Humphrey

Debtor's Counsel: Joshua M Kin, Esq.
                  2700 Kettering Tower
                  Dayton, OH 45423
                  Tel: 937-223-1130
                  Fax: 937-223-0339
                  Email: Jkin@pselaw.com

Total Assets: $19.91 million

Total Liabilities: $13.15 million

The petition was signed by Michael D. Lofino, managing member.

List of Debtor's Nine Largest Unsecured Creditors:

   Entity                 Nature of Claim       Claim Amount
   ------                 ---------------       ------------
Charles J. Lofino Trust   Operating Loan          $425,000
3255 Seajay Drive
Dayton, OH 45430

Greene County Treasurer   -                        unknown

LCM Investments           Property                 $21,320
Management, LLC           management

Michael D. Lofino         Operating Loan
                          for estate tax           $65,000

Michael D. Lofino, Jr.    Member Disributions      $29,107

Mobile Sweeping Service   Parking Lot                 $552
                          Maintenance

A-1 Systems Integration   Security Monitoring         $278

Montgomery County         -                        unknown
Treasurer

Shaw's Lock and Key       Lock Service                $159


LYDIA CLADEK: U.S. Marshal Selling Men's Rolex & Diamond Earrings
-----------------------------------------------------------------
By virtue of a Writ of Execution issued by the U.S. Bankruptcy
Court for the Middle District of Florida on the March 11, 2013,
William "Bill" Berger, the U.S. Marshal for the Middle District of
Florida will sell by public auction for certified check or
cashier's check, on October 25, 2013, at 12:00 Noon on the
premises of the front entrance of the U.S. Courthouse, on the
Monroe Street side, located at 300 North Hogan Street,
Jacksonville, Fla., these two items of jewelry:

     * Item 318E-JK-52039/1B 407 -- a Men's Rolex "Daytona" wrist
watch, stainless steel case and oyster style bracelet with a fold
over safety, with forty jewel auto wind chronometer with three sub
dials that record hours and minutes and show continuous seconds.
The sweep hand records the seconds.  Black dial.  Style
#116520/E2078490.  The minimum bid is set at $4,800.

     * Item 318E-JK-52039/1B 397 -- One pair, ladies white gold
earrings (without clutches), post style for pierced ears.  Each is
set with a "Princess" cut Diamond measuring 4.05 x 4.2 x 3.8MM
graded good in cut, near colorless color (J) and VS2 clarity,
estimated to weigh a total of .88 carats.  The minimum bid is set
at $1,250.

Each item will be sold to the highest and best bidder.  The
highest and best bidder will be required to deliver to the Marshal
at the time of the sale, by certified check or cashier's check,
earnest money equal to 10% of the bid price, with the balance
thereof to be paid by certified check or cashier's check within
three working days after the sale.

Lydia Cladek, Inc., based in St. Augustine, Fla., sought chapter
11 protection (Bankr. M.D. Fla. Case No. 10-02805) on April 5,
2010.  At the time of the filing, the Debtor estimated its assets
and debts at $10 million to $50 million.


MEMORIAL HERMANN: A.M. Best Hikes Fin. Strength Rating From 'B'
---------------------------------------------------------------
A.M. Best Co. has upgraded the financial strength rating to
B+(Good) from B(Fair) and the issuer credit rating to "bbb-" from
"bb+" of Memorial Hermann Health Insurance Company (MHHIC)
(Houston, TX).  The outlook for both ratings is stable.

The rating upgrades reflect MHHIC's strategic role within the
ultimate parent organization (Memorial Hermann Health System
[Memorial Hermann]), as well as the implicit and explicit support
it receives from Memorial Hermann.  Additionally, the ratings
reflect MHHIC's ongoing implementation of comprehensive business
strategies, its favorable capitalization levels on both an
absolute and risk-adjusted basis, as well as its high quality
asset portfolio that provides adequate liquidity.

Partially offsetting these positive rating factors are MHHIC's
unfavorable operating results, narrow product focus and the
challenges it faces growing in a highly competitive Texas
marketplace.  However, management has been implementing a
comprehensive business strategy, with a focus on sustainable and
profitable growth trends going forward.

Upward rating actions could occur if MHHIC were to maintain and
grow its business with financial support from Memorial Hermann as
necessary, as well as demonstrate consistent profitable membership
and premium growth going forward.  Conversely, negative rating
actions could occur if MHHIC were to report significant
deterioration in its operating performance and/or a significant
decline in its risk-adjusted capitalization.  Also, the ratings
could be impacted by changes and/or stoppage in capital support or
the financial strength of Memorial Hermann.


MERCANTILE BANCORP: Court Okays Sale of Mercantile Bank Shares
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Mercantile Bancorp, Inc.'s sale of its shares in Mercantile Bank
and the related trademark for Mercantile Bank's "M" Logo.  The
Court held that the sale of assets to the successful bidder under
the purchase agreement constitutes a transfer for reasonably
equivalent value and fair consideration.

Pursuant to the order, all objections and responses to the motion
that have not been overruled, withdrawn, waived, settled or
resolved and all reservations of rights included therein are
overruled and denied.

As reported in the Troubled Company Reporter on Sept. 27, 2013,
citing a Law360 report, parties in the Debtor's bankruptcy case
said Sept. 24 that they'd come to an agreement over the bank
holding company's contested $23 million asset sale to United
Community Bancorp Inc., but that was news to the buyer, which
wanted to review it before the court takes action.  According to
the Law360 report, during a telephone hearing in Delaware
bankruptcy court, UCB attorney Russell C. Silberglied of Richards
Layton & Finger PA said he was "surprised" to hear that MBI and
the official committee of trust-preferred securities holders had
resolved their differences.

The TCR reported on Sept. 13, that Domenic E. Pacitti, Esq., at
Klehr Harrison Harvey Branzburg LLP, on behalf of the Official
Committee of Trust Preferred Securities Holders and Wilmington
Trust Company, solely in its capacities as Indenture Trustee,
Institutional or Property Trustee, Delaware Trustee, and Guarantee
Trustee with respect to four series of TruPS Trusts, objected to
the Debtor's sale of Mercantile Bank and the trademark for the
bank's "M" logo.

The TCR on Aug. 16, 2013, reported that Judge Kevin J. Carey
approved the bidding procedures governing the sale of all of
Mercantile Bancorp's shares of common stock in its wholly owned
subsidiary, Mercantile Bank, an Illinois state chartered bank that
operates in Quincy, Illinois.  The Debtor is also selling its
ownership of the registered trademark for Mercantile Bank's "M"
logo.

The Debtor entered into a stalking horse purchase agreement with
UCB under which the Purchaser will pay to the Debtor $22,277,000,
less all amounts due and owing by the Bank to the Federal Deposit
Insurance Corporation and all broker's fees.

In the August ruling, the Court authorized the payment of $668,310
as break-up fee and not more than $250,000 as reimbursement of
legal fees and expenses in case the stalking horse bidder is not
the successful bidder.

                      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.

An official committee of trust preferred securities holders was
also appointed by the U.S. Trustee.  The TruPS Committee is
represented by Domenic E. Pacitti, Esq., at Klehr Harrison Harvey
Branzburg LLP, in Wilmington, Delaware; Morton R. Branzburg, Esq.,
at Klehr Harrison Harvey Branzburg LLP, in Philadelphia,
Pennsylvania; David R. Seligman, P.C., Esq., and Jeffrey W.
Gettleman, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois;
and Joseph Serino Jr., P.C., Esq., and John P. Del Monaco, Esq.,
at Kirkland & Ellis LLP, in New York.


MERCK & CO: Pharmaceutical Company Plans Further Job Cuts
---------------------------------------------------------
Tess Stynes, writing for The Wall Street Journal, reported that
Merck & Co. unveiled a global revamp to sharpen its commercial and
research and development focus, a move that includes roughly 8,500
additional layoffs as it aims to save about $2.5 billion a year by
the end of 2015.

According to the WSJ report, the latest round of jobs cuts, along
with roughly 7,500 previously announced workforce reductions, are
expected to reduce Merck's total global workforce of 81,000 by
roughly 20%. The pharmaceutical company expects restructuring
costs of between $2.5 billion and $3 billion, including $900
million to $1.1 billion in 2013, a majority of which will be
recorded in the third quarter. However, the company reaffirmed its
2013 earnings guidance, which excludes the restructuring items.

Like other big pharmaceutical companies, Merck has been hurt as
major drugs have lost market exclusivity, the report related.  In
Merck's case, the loss of exclusivity for allergy and asthma drug
Singulair has hurt revenue.

The company anticipates the substantial majority of savings will
come from marketing and administrative expenses and R&D, the
report said.

Merck said it also expects to reduce its global real-estate
footprint, particularly in New Jersey, where the company has its
headquarters, the report added.

Headquartered in Whitehouse Station, N.J., Merck & Co., Inc.'s
operations are principally managed on a products basis and are
comprised of four operating segments: Pharmaceutical, Animal
Health, Consumer Care and Alliances.


MF GLOBAL: Trustee Seeks to Return U.S. Customer Funds
------------------------------------------------------
Julie Steinberg, writing for Daily Bankruptcy Review, reported
that thousands of customers of MF Global Inc. are on the verge of
receiving the rest of the estimated $1.6 billion they lost in the
collapse of the brokerage in 2011.

According to the report, a bankruptcy trustee overseeing the
liquidation of the firm, a unit of MF Global Holdings Ltd., filed
a motion on the night of Oct. 2 that will smooth the way for all
remaining money to be returned to the firm's U.S. customers.

In a development that has been anticipated for nearly two years by
former customers of the commodities and securities firm, the
trustee, James Giddens, in the motion asked a bankruptcy judge for
the remaining funds to be returned to customers who traded both on
domestic and foreign exchanges by the end of the year, the report
related.

If the judge approves the allocation, it would be an
"unprecedented result" and "one which seemed unimaginable" at the
beginning of the brokerage unit's liquidation, the motion said,
the report further related.

Since the firm's October 2011 bankruptcy, Mr. Giddens has returned
98% of missing money to U.S. customers who dealt on U.S.
exchanges, mostly recovering money that had slipped away in MF
Global's final days to banks and clearinghouses, the report said.

                          About MF Global

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

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

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

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

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

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

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

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

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

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

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


MID SOUTH MACHINE: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Mid South Machine & Tool, Inc.
        240 NW Industrial Boulevard
        Macon, GA 31216-7671

Case No.: 13-52662

Chapter 11 Petition Date: October 4, 2013

Court: United States Bankruptcy Court
       Middle District of Georgia (Macon)

Debtor's Counsel: Wesley J. Boyer, Esq.
                  KATZ, FLATAU, POPSON AND BOYER, LLP
                  355 Cotton Avenue
                  Macon, GA 31201
                  Tel: 478-742-6481
                  Email: wjboyer_2000@yahoo.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Terry Jones, Sr., vice president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/gamb13-52662.pdf


MILTON HOSPITAL: S&P Raises Rating on $27.6 Million Bonds to 'BB+'
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its rating to 'BB+' from
'BB-' on $27.6 million of series D bonds issued by the
Massachusetts Development Finance Agency for Milton Hospital,
Mass., now known as Beth Israel Deaconess Hospital-Milton
(Milton).  The outlook is stable.

"The upgrade is based on Milton's significantly reduced operating
loss in 2012 with further improvement expected in 2013; benefits
from Milton's affiliation with BIDMC; adequate balance sheet for
the rating level; and conservative debt profile," said Standard &
Poor's credit analyst Cynthia S. Keller.

The stable outlook incorporates S&P's expectations that Milton's
improved operating results generating at least 2x debt service
coverage will continue in fiscal year 2013, while maintaining
close to current balance sheet metrics.  A higher rating could be
considered toward the end of this outlook period with continued
improvement in unrestricted resources closer to 100 days' cash, a
multi-year record of positive operations including CPA's results,
limited additional debt, and confidence that the affiliation with
BIDMC will continue.  A lower rating, while not expected due to
the initial success of the affiliation, could be possible with
continued operating losses, declines in unrestricted resources, or
material additional debt--although none is expected during the
outlook period.  Any change in Milton's relationship with BIDMC
would also be considered unfavorably.

Milton operates a 51 staffed bed acute care hospital in Milton,
Mass., approximately 10 miles south of downtown Boston.  Other
affiliates include a parent, foundation and Community Physician
Associates (CPA), an employed physician subsidiary.  Although only
Milton Hospital is obligated on these bonds, this analysis focuses
on the entire system.  A first lien on gross receipts and a
mortgage on hospital property secure the bonds. Milton is not a
party to any swaps and all its bonds are fixed rate.


MONTREAL MAINE: Residents Split Over Suits in Quebec, U.S.
----------------------------------------------------------
Justin Giovannetti at The Globe & Mail reports that nearly three
months after an oil train derailed in Lac-Megantic, Que., and set
off explosions that killed 47, residents of the small town are
being torn between a class action lawsuit in Quebec and seeking
justice in an American courtroom.

According to the report, immediately after the accident, radio ads
began playing on heavy rotation across Eastern Quebec inviting
thousands to join a class action against the Montreal, Maine &
Atlantic Railway.

The report notes that two lawsuits were announced, one to seek
damages in Quebec and a second in the Chicago suburb where the
MM&A's parent company is based.  Lac-Megantic plaintiffs can join
both, but will eventually have to choose one because they cannot
sue twice for one incident, the report relates.  Neither has yet
been certified as a class action.

The report recalls that the railway went into receivership in
early August, and since then, dozens of other companies involved
in the ill-fated shipment have been added to both actions as
defendants.  Lawyers have warned that the damages from the two
claims could far outweigh the cost of rebuilding the shattered
town, the report says.

The report discloses that many in Lac-Megantic, which is still in
mourning, are reluctant to discuss among themselves whether they
will join either lawsuit.

The report relates that while a U.S. court might grant higher
damages, one of the lead lawyers in the Quebec lawsuit questions
whether the Illinois lawsuit will be allowed to proceed because
the case's connection to Quebec was weakened by the receivership
of MM&A.

Court proceedings in both cases are expected before the end of the
year.

                       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: Chapter 11 Trustee Hires Shaw Fishman as Counsel
----------------------------------------------------------------
Robert J. Keach, the Chapter 11 trustee of Montreal Maine &
Atlantic Railway, Ltd., asks permission from the U.S. Bankruptcy
Court for the District of Maine to employ Shaw Fishman Glantz &
Towbin LLC, as his local counsel in connection with derailment-
related personal injury tort and wrongful death litigation filed
in Illinois state and federal courts, nunc pro tunc to Sept. 11,
2013.

The Debtor's bankruptcy case was precipitated by a derailment, on
July 6, 2013, of an unmanned eastbound Debtor train with 72
carloads of crude oil and 5 locomotive units, in Lac-Megantic,
Quebec.  The Derailment set off several massive explosions,
destroyed part of downtown Lac-Megantic, and is presumed to have
killed 47 people.  Beginning on July 22, 2013, representatives and
administrators of the estates of some of the victims commenced
civil actions alleging wrongful death and personal injury tort
claims relating to the Derailment.  As of Sept. 11, 2013, one case
was pending in Illinois state court and nineteen other cases were
pending before the U.S. District Court for the District of
Illinois.

Shaw Fishman will be paid at these hourly rates:

       Robert M. Fishman, Member             $675
       Stevenn B. Towbin, Member             $675
       Salvatore A. Barbatano, Member        $635
       Ira Bodenstein, Member                $495
       Robert W. Glantz, Member              $495
       Brian L. Shaw, Member                 $490
       Peter J. Roberts, Member              $475
       Jeffrey L. Widman, Member             $460
       Richard A. Saldinger, Member          $460
       David S. Horwitch, Member             $440
       Allen J. Guon, Member                 $435
       Terry G. Banich, Member               $435
       Mark L. Radtke, Member                $435
       Joseph L. Cohen, Member               $385
       David L. Shaw, Member                 $380
       S. Jarret Raab, Member                $370
       Gordon E. Gouveia                     $370
       Richard M. Fogel, of Counsel          $450
       Jennifer L. Goldstone, of Counsel     $325
       John Guzzardo, Associate              $350
       Kevin M. Hyde, Associate              $340
       Carrie E. Davenport, Associate        $340
       Laura Caplin, Associate               $300
       David R. Doyle, Associate             $290
       Marc S. Reiser, Associate             $290
       Jennifer L. Devroye, Associate        $290
       Alison S. Hudson, Associate           $220
       Patricia Fredericks, Paraprofessional $200
       Melissa Westbrook, Paraprofessional   $200
       Bernard Thomas, Paraprofessional      $140

Shaw Fishman will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Brian L. Shaw, Esq., partner of Shaw Fishman, assured the Court
that the firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code and does not represent
any interest adverse to the Debtors and their estates.

Robbins Russell can be reached at:

       Brian L. Shaw, Esq.
       SHAW FISHMAN GLANTZ & TOWBIN LLC
       321 N. Clark Street, Suite 800
       Chicago, IL 60654
       Tel: (312) 666-2833
       E-mail: bshaw@shawfishman.com

                      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.


MORGAN'S FOODS: Incurs $577,000 Net Loss in Aug. 18 Quarter
-----------------------------------------------------------
Morgan's Foods, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $577,000 on $19.75 million of revenues for the quarter ended
Aug. 18, 2013, as compared with net income of $206,000 on
$20.64 million of revenues for the quarter ended Aug. 12, 2012.

For the 24 weeks ended Aug. 18, 2013, the Company incurred a net
loss of $170,000 on $40.68 million of revenues as compared with
net income of $245,000 on $40.95 million of revenues for the 24
weeks ended Aug. 12, 2012.

The Company's balance sheet at Aug. 18, 2013, showed
$50.52 million in total assets, $50.05 million in total
liabilities and $470,000 in total shareholders' equity.

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

                        http://is.gd/Q6WZUI

                       About Morgan's Foods

Cleveland, Ohio-based Morgan's Foods, Inc., which was formed in
1925, operates KFC restaurants under franchises from KFC
Corporation, Taco Bell restaurants under franchises from Taco Bell
Corporation, Pizza Hut Express restaurants under licenses from
Pizza Hut Corporation and an A&W restaurant under a license from
A&W Restaurants, Inc.

Morgan's Foods incurred a net loss of $138,000 on $86.86 million
of revenues for the year ended March 3, 2013, as compared with a
net loss of $1.68 million on $82.23 million of revenues for the
year ended Feb. 26, 2012.


MORGANS HOTEL: Voids Termination of Stockholder Rights Plan
-----------------------------------------------------------
Morgans Hotel Group Co.'s Board of Directors revoked the policy
put in place by the Company's previous Board of Directors and
announced on May 29, 2013, related to the Company's stockholder
protection rights plan, including the prior Board's decision to
terminate the rights plan on or before Oct. 3, 2013.  The
Company's stockholder protection rights plan remains in full force
and effect and is scheduled to expire in October 2015.

                     About Morgans Hotel Group

Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector.  Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London.  Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets.  Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico.  Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.

The Company incurred a net loss attributable to common
stockholders of $66.81 million in 2012, a net loss attributable to
common stockholders of $95.34 million in 2011, and a net loss
attributable to common stockholders of $89.96 million in 2010.

The Company's balance sheet at June 30, 2013, showed $580.67
million in total assets, $744.32 million in total liabilities,
$6.04 million in redeemable noncontrolling interest and a
$169.70 million total stockholders' deficit.


MOUNTAIN CHINA: Posts Net Loss of $5.51 Mil. in 2nd Qtr. 2013
-------------------------------------------------------------
Mountain China Resorts (Holding) Limited CA recently reported its
financial results for the quarter ended June 30, 2013.  MCR
reports its results in Canadian Dollars.

Financial Results

Total revenue and the net results for the Reporting Period were
from resort operations with no real estate sales revenue.  The
Company's resort operations business at its Sun Mountain Yabuli
Resort is seasonal and there is typically little or no revenue
generated in the second quarter because winter operations usually
end in the first quarter and summer operations do not start until
the third quarter.

For the quarter ended June 30, 2013, the Company generated
revenues from resort operations of $0.08 million and a net loss of
$5.51 million or $0.02 per share compared to $0.025 million and a
net loss of $3.7 million or $0.01 per share in 2012 Q2.  Resort
Operations EBITDA from continuing operations for the second
quarter of 2013 were ($0.85 million) compared to $1.4 million last
year.  The lower EBITDA and net loss in the Reporting Period
compared to the previous year was because in the second quarter of
2012, the Company received a $2.2 million insurance compensation
for certain equipment damage and that was included as other income
for that period.

Resort operations expenses from continuing operations totaled
$0.74 million for the quarter ended June 30, 2013 compared to
$0.68 million in 2012.  Operations expenses within the resorts are
mainly attributable to snow making, grooming, staffing, fuel and
utilities, which also include the G&A expenses relating to the
resort's senior management, marketing and sales, information
technology, insurance and accounting.

Other income for the Reporting Period totaled $0.09 million
(2012:2.3 million), which mainly consisted of income recognized
from the deposit by Club Med of $0.08 million.  As mentioned
earlier, for the same period in 2012, a major portion of other
income included a $2.2 million insurance compensation received for
the damage to Gondola B as well as $0.08 million recognized from
the deposit by ClubMed.

Corporate general and administrative expenses totaled $0.29
million for the Reporting Period compared to $0.31 million in
2012.  This amount mainly comprised executive employee costs,
public company costs, and corporate information technology costs.

Depreciation and amortization expense from continuing operations
totaled $2.77 million for the quarter ended June 30, 2013 compared
to $2.96 million in 2012.

The Company incurred financing cost of $1.58 million for the
Reporting Period from continuing operations compared to $1.85
million in 2012.  Financing costs were mainly related to the loan
interests, and also included bank administrative fees, and service
charges.

Cash and cash equivalents totaled $9.97 million and the Company
has a working capital deficiency of $72.76 million as at June 30,
2013.

Sun Mountain Yabuli - Real Estate Development

At the end of Fiscal 2010, the Company had finished working on the
exterior decoration of the 55 villas of which three were completed
with interior finishing.  At the time of this release, certain
construction is still needed on the exterior grounds to complete
lighting, roads and utility connections.  As of June 30, 2013, the
Company had not been successful in selling any of the villas.
Management is of the opinion that in order to complete sales it is
necessary to first complete the exterior construction.  Management
estimates these additional construction costs to be $4.70 million
and has plans to commence construction in the autumn of 2013.

Since 2010, due to a combination of temporary Chinese government
policies trying to cool down the rapid growing housing price in
mainland China, the property investment demand have gone down
significantly, which also impacted the Yabuli area.  At the same
time, with a tight expense budget and shortage of working capital,
the Company had decided for the time being not to take the risk by
inputting its limited working capital into the villa's remaining
public infrastructure construction (for example:public
lighting)(for example:roads)(for example:landscape engineering)
and a full scale marketing and advertising regime.  However, the
Company does have confidence with its first of a kind ski-in and
ski-out villas in China. And the Company will be reasonably
flexible with its pricing when the market shows sign of a turn-
around.  No other detail milestones for the above matter are
available from the Company as the related government policies are
set to be temporary but with durations undetermined.

The Company has an accumulated deficit, a working capital
deficiency and has defaulted on a bank loan, which cast a
substantial doubt on the Company's ability to continue as a going
concern.  The Company's ability to meet its obligations as they
fall due and to continue to operate as a going concern is
dependent on further financing and ultimately, the attainment of
profitable operations.  These consolidated financial statements do
not include any adjustments to the amounts and classifications of
assets and liabilities that might be necessary should the Company
be unable to continue as a going concern.  Management of the
Company plans to fund its future operation by obtaining additional
financing through loans and private placements and through the
sale of the properties held for sale.  However, there is no
assurance that the Company will be able to obtain additional
financing or sell the properties held for sale.

Despite of the financial difficulty posed by the overdue debts and
continued loss, management is optimistic in the development of
both the industry and the Company in the near future.  The
government of Heilongjiang Province has demonstrated welcomed
signs of supporting the skiing industry and the Company by
increasing local infrastructure investment and potentially
providing a bank loan interest subsidy scheme.  Recently in
August the Company was advised by Harbin Commercial Bank that they
had approved to extend the repayment schedule of its loan to the
Company with an outstanding balance of $23,982 (RMB140 million)
from 3 years to 10 years.  As a result, the Company's current
working capital deficiency will be decreased by approximately 15%
in the next quarter.  Revenue from ClubMed had been growing
steadily, and the Company will be the official partner and the
venue to host the 2016 World Championships of Snowboarding.
Management are also working on various means to attract new
investment into the Company to complete the construction of villas
and improve the capital structure of the Company.

SUBSEQUENT EVENTS

Bank Loans - Harbin Commercial Bank

As mentioned earlier, in August of 2013, the Company was advised
by Harbin Commercial Bank that it had approved to extend the
repayment schedule of its loan with an outstanding balance of
$23,982 (RMB140 million) from 3 years to 10 years.  The original
bank loan was made on February 14 2012, and carried a three year-
term with a maturity date of February 15, 2015 and a fixed annual
interest rate of 7.315%.

According to the revised terms, the loan will now mature in
December, 2022.  The first installment of $514 (RMB3 million) is
repayable in August 2013, and thereafter the Company will need to
repay $2,398 (RMB14 million) each year for eight consecutive
years, and $4,283 (RMB 25 million) in the final year.  The Company
made payment of the first installment of $514 (RMB3 million) in
August of 2013.

Beijing Lianhua Mountain Skiing Field

In August the Company was awarded an arbitration decision from the
China International Economic and Trade Arbitration Commission
("CIETAC") in Beijing on the dispute over the sale of shares in
Beijing Lianhua Mountain Skiing Field Co., Ltd., which decision
orders, among other things, that 100% of the shares in Beijing
Lianhua be transferred back to the Company.  The Company is in the
process of instructing its Chinese law firm to work on the
transfer of the ownership of Beijing Lianhua back to the Company.

On December 12, 2008, the Company entered into a Share Purchase
Agreement between Jilin Wahaha Drinking Water Co., Ltd. and the
Company and a Guaranty Contract between Jilin Lianhua Mountain
Group Co., Ltd. and the Company for the sale of Beijing Lianhua to
the Purchaser at the price RMB 28,320,000.  The Purchaser
defaulted in 2011 on its initial payment obligations.  As a
result, the Company applied to CIETAC for an arbitration for the
return of the Beijing Lianhua shares due to the default of the
Purchaser.

The Purchaser also defaulted on its payment obligations to the
Company under a separate purchase agreement for the sale of Panshi
Lianhua Mountain Skiing Field Co., Ltd. to the Purchaser.  The
Company intends to continue its demand for the purchase price
under this transaction.

2013 SECOND QUARTER MAJOR CORPORATE DEVELOPMENTS

Sun Mountain Yabuli Resort Preparing for its Second Summer
Operations

As the 2012-2013 winter operations ended in March, there were no
resorts operations in the second quarter.  The 2013 summer
operations started on July 5th, and finished on August 17th.
Preparation work such as staffing, procurement, sanitation and
equipment maintenance were undertaken in the second quarter.

Updates on Loan Defaults

On March 31, 2013 the Company defaulted on its third principal
payment of $6.85 million (RMB40 million) under its $42.83 million
(RMB250 million) loan agreement with the China Construction Bank.
According to the Loan Agreement between Yabuli and Construction
Bank, Construction Bank has the right to accelerate Yabuli's
obligation to repay the entire unpaid principal plus interest
immediately and to take legal actions to enforce on the security.
Subsequently in August of 2013, the Company was made aware by the
Higher People's Court of Heilongjiang Province that Construction
Bank had commenced formal legal action against Yabuli to demand
repayment.  As of June 30, 2013, the principal and interest owing
under the Construction Bank loan was $44.2 million, and the
collaterals associated with the loan agreement are made up of the
Company's land use rights and property and equipment with a
carrying value of approximately $67.38 million.  The outcome of
this lawsuit cannot be accurately estimated at the time.  The
Company has been negotiating with Construction Bank to arrange for
a debt restructuring plan, and as of the date of this release, no
consensus has been arrived yet.

Updates on Melco Debt Restructuring

On February 8, 2012, the Company entered into a Debt Settlement
Agreement with Melco Leisure and Entertainment Group Limited for
the settlement of a loan in the principal of US$12 million made by
Melco to the Company and a loan in the principal of US$11 million
made by Melco to Mountain China Resorts Investment Limited, the
Company's Cayman subsidiary, both in 2008.  On May 29, 2012, the
Company and Melco entered into Amended and Restated Debt
Settlement Agreement to clarify details of the loan settlement
mechanism and procedures to implement the settlement of the Melco
Loans.  Detailed settlement arrangement can be found in Note 13 of
the Company's Interim Consolidated Financial Statements for the
Reporting Period.  On July 10, 2012, during the Company's Annual
General Meeting, the Company obtained Shareholder Approval on the
Agreement.  The transactions contemplated under the Agreement have
been approved by the TSX Venture Exchange.  Settlement procedures
were started in the second quarter of 2013, and the Company paid
$3,01 million to MLE on May 31, 2013 as a partial fulfilment to
its cash repayment obligation specified in the Agreement.  As of
the date of this news release, management are still in negotiation
with MLE to proceed on the remaining parts of the settlement.

Update on Changchun Resort

On November 17, 2010, the Company announced its updates with
respect to certain developments with respect to its Changchun
Resort.  The government of Erdao district of Changchun city in the
Jilin province of the People's Republic of China holds the view
that the Changchun Resort, is still owned by the government and it
may, through Changchun Lianhua Mountain Agricultural Project
Development Company Limited, manage the same to the Company's
exclusion.  The Company disagrees with the Erdao Government's
position.  However, because of CCL Agricultural's and the Erdao
Government's actions, the Company has been deprived of management
of the Changchun Resort.

As a result of the foregoing, the Company has lost control of the
Changchun Resort and has therefore written off the full value of
the assets and liabilities of Changchun Resort and reported it as
a loss from discontinued operations as of December 31, 2010.  In
2011, the Company commenced legal actions against the Erdao
Government in an effort to regain control and ownership of the
assets and operations.

The Company's legal department has sent three letters of formal
complaint to the Ministry of Commerce of the People's Republic of
China in June 2012, the Erdao Government, and Jilin Lianhua
Tourist Committee.  Recently, the Ministry of Commerce of the
People's Republic of China has assigned the case to the relevant
authority named the Economic and Technological Cooperation
Department of Jilin Province for further handling.  After a series
of negotiations, no consensus was reached.  Management decided to
commence a formal administrative proceeding against the
government.  As at June 30, 2013, management had sent several
formal notice letters to the respective government offices, but no
formal proceeding had been started.

Update on Temporary Suspension of Trading

On April 30, 2013, the Company was late in filing its Annual
Filings due to the last minute requests for re-assessment of the
fair value of certain assets including the villas under
construction and goodwill.  As a result the Company received a
Cease Trade Order issued by BCSC dated May 8, 2013, and
accordingly TSX Venture Exchange suspended trading in the
Company's securities.  Although the CTO was revoked by BCSC on
May 16th, 2013 as the requested Annual Filings were filed on
May 14, 2013, trading in the Company's securities has not been
reinstated by the Exchange as the Exchange was reviewing the
Company's status with respect to its Tier 1 Continued Listing
Requirements and further clarification on status of Beijing
Lianhua Mountain litigation matter, status of bank loan default
and status of the debt settlement arrangement with Melco.  The
Company has been notified that an Exchange bulletin will be issued
on reinstatement to trading after the Exchange has satisfactorily
reviewed the Company for reinstatement.

Board Committee Member Change

The Company disclosed that Mr. Wang Lian will replace Mr. Philip
Li's role as the Chairman of the Nomination Committee.

Appointment of Investor Relations Manager

Furthermore, the Company is pleased to announce that the Exchange
has accepted the Company's filing for Ms. Lili Tian as the
Company's Investor Relations Manager. Ms. Tian has worked for the
Company as Investor Relations Manager since April of 2013 and is
based in Beijing China.

                             About MCR

Headquartered in Beijing, Mountain China Resorts --
http://www.mountainchinaresorts.com-- is a developer of four
season destination ski resorts in China.


MSD PERFORMANCE: Cleared to Auction Assets Next Month
-----------------------------------------------------
A Delaware bankruptcy judge on Oct. 2 approved MSD Performance
Inc.'s proposed bid-procedure and cash-collateral motions,
allowing the high-performance auto parts maker to pursue a going-
concern sale and fund the Chapter 11 process.

Marie Beaudette, writing for DBR Small Cap, reported that the
judge said MSD Performance can auction its assets next month over
opposition from the company's unsecured creditors and some of its
lenders.

Law360 reported that the official committee of unsecured creditors
previously opposed both motions, but those objections had been
resolved and the pleadings were being presented on a consensual
basis, MSD attorney Thomas A. Howley told the court.

U.S. Bankruptcy Judge Peter J. Walsh signed off on the orders
without comment following a hearing in Wilmington, the report
said.

                       About MSD Performance

MSD Performance, Inc., headquartered in El Paso, Texas, operates
in the power sports enthusiast and professional racer markets
where the company maintains leading market share positions across
all of its product categories under the MSD Ignition(R),
Racepak(R) and Powerteq(R) brands.  The company's facilities
encompass over 220,000 square feet in six buildings, five of which
are located across the U.S. and one in Shanghai, China.

MSD Performance and its U.S. affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 13-12286) on Sept. 6,
2013.  Ron Turcotte signed the petitions as CEO.  The Debtors
estimated assets of at least $50 million and debts of at least
$100 million.

The Debtors' restructuring counsel is Jones Day.  Their investment
banker is SSG Advisors, LLC.  The Debtors are also represented by
Richards Layton and Finger, as local counsel.  Logan & Co. is the
claims and notice agent.


MSR RESORT: Trounces Five Mile in $59-Mil. Loan Fight
-----------------------------------------------------
Law360 reported that the judge overseeing the bankruptcy of
Paulson & Co. Inc.'s MSR Hotels & Resorts Inc. on Oct. 2 made a
sweeping rejection of the many attacks lodged by alternative
investment fund Five Mile Capital Partners LLC in its efforts to
collect $58.7 million it says it is owed on a loan.

According to the report, the rulings appear to put an end to the
long-standing battle between the parties over the sale of luxury
resort assets to a Singaporean wealth fund for $1.5 billion,
unless Five Mile decides to appeal.

                          About MSR Hotels

MSR Hotels & Resorts, Inc., returned to Chapter 11 by filing a
voluntary bankruptcy petition (Bankr. S.D.N.Y. Case No. 13-11512)
on May 8, 2013 in Manhattan.  MSR Hotels & Resorts, formerly known
as CNL Hospitality Properties, Inc., and as CNL Hotels & Resorts,
Inc., listed $500,001 to $1 million in assets, and $50 million to
$100 million in liabilities in its petition.

Paul M. Basta, Esq., at Kirkland & Ellis, LLP, represents the
Debtor.

MSR Resorts sought Chapter 11 bankruptcy to thwart a lawsuit by
lender Five Mile Capital Partners that claims it is owed tens of
millions of dollars related to the recent sale of several luxury
resorts.  MSR Hotels will seek to sell its remaining assets and
wind down.

MSR Hotels, formerly known as CNL Hotels & Resorts Inc., owned a
portfolio of eight luxury hotels with over 5,500 guest rooms.  On
Jan. 28, 2011, CNL-AB LLC acquired the equity interests in the
portfolio through a foreclosure proceeding.  CNL-AB LLC is a joint
venture consisting of affiliates of Paulson & Co. Inc., a joint
venture affiliated with Winthrop Realty Trust, and affiliates of
Capital Trust, Inc.

Morgan Stanley's CNL Hotels & Resorts Inc. owned the resorts
before the Jan. 28 foreclosure.

Following the acquisition, five of the resorts with mortgage debt
scheduled to mature on Feb. 1, 2011, were sent to Chapter 11
bankruptcy by the Paulson and Winthrop joint venture affiliates.
Then known as MSR Resort Golf Course LLC, the company and its
affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead
Case No. 11-10372) in Manhattan on Feb. 1, 2011.  The resorts
subject to the 2011 filings were Grand Wailea Resort and Spa,
Arizona Biltmore Resort and Spa, La Quinta Resort and Club and PGA
West, Doral Golf Resort and Spa, and Claremont Resort and Spa.

In the 2011 petitions, the five resorts had $2.2 billion in assets
and $1.9 billion in debt as of Nov. 30, 2010.  In its 2011
schedules, MSR Resort disclosed $59,399,666 in total assets and
$1,013,213,968 in total liabilities.

In the 2011 bankruptcy, James H.M. Sprayregen, P.C., Esq., Paul M.
Basta, Esq., Edward O. Sassower, Esq., and Chad J. Husnick, Esq.,
at Kirkland & Ellis, LLP, served as the Debtors' bankruptcy
counsel.  Houlihan Lokey Capital, Inc., acted as the Debtors'
financial advisor.  Kurtzman Carson Consultants LLC acted as the
Debtors' claims agent.

The Official Committee of Unsecured Creditors in the 2011 case was
represented by Martin G. Bunin, Esq., and Craig E. Freeman, Esq.,
at Alston & Bird LLP, in New York.

In March 2012, the Debtors won Court approval to sell the Doral
Golf Resort to Trump Endeavor 12 LLC, an affiliate of Donald
Trump's Trump Organization LLC, for $150 million.  An auction was
held in February that year but no other bids were received.

The 2011 Debtors won approval of a bankruptcy-exit plan in
February this year.  That plan was predicated on the sale of the
remaining four resorts by the Government of Singapore Investment
Corp. -- the world's eighth-largest sovereign wealth fund,
according to the Sovereign Wealth Fund Institute -- for $1.5
billion.

U.S. Bankruptcy Judge Sean Lane, who oversaw the 2011 cases,
overruled Plan objections by the U.S. Internal Revenue Service and
investor Five Mile.  The IRS and Five Mile alleged that the sale
created a tax liability of as much as $331 million that may not be
paid.

Bloomberg News reported that the exit plan provides for repayment
of 96% of secured debt and 100% of general unsecured debt.  Five
Mile stood to lose about $58 million, including investments by
pension funds and other parties, David Friedman, Esq., a lawyer
for Five Mile, said during the Plan approval hearing, according to
Bloomberg.

That Plan was declared effective on Feb. 28, 2013.

On April 9, 2013, Five Mile sued Paulson & Co. executives and MSR
Hotels in New York state court, alleging they (i) mishandled the
company's intellectual property and other assets in a bankruptcy
sale, and failed to get the best price for the assets, and (ii)
owe Five Mile $58.7 million on a loan.  According to a Reuters
report, Five Mile seeks $58.7 million representing sums owed,
including interest and costs, plus at least $100 million for
breach of fiduciary duty, gross negligence and corporate waste.


MUSTANG MARKET: Case Summary & 3 Unsecured Creditors
----------------------------------------------------
Debtor: Mustang Market, LLC
        12155 I 80 EAST
        Sparks, NV 89434

Case No.: 13-51942

Chapter 11 Petition Date: October 4, 2013

Court: United States Bankruptcy Court
       District of Nevada (Reno)

Judge: Hon. Bruce T. Beesley

Debtor's Counsel: Alan R Smith, Esq.
                  505 RIDGE ST
                  Reno, NV 89501
                  Tel: (775) 786-4579
                  Email: mail@asmithlaw.com

Total Assets: $1.01 million

Total Liabilities: $1.82 million

The petition was signed by Davinder Bajwa, manager.

A list of the Debtor's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/nvb13-51942.pdf


NEIMAN MARCUS: S&P Lowers CCR to 'B' & Rates $2.95BB Loan 'B'
-------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Dallas-based Neiman Marcus Group Inc. to 'B' from
'B+'.  Concurrently, S&P is assigning a 'B' issue-level rating to
Mariposa Merger Sub LLC's (the borrower of the debt) new
$2.95 billion term loan with a '3' recovery rating indicating its
expectation of meaningful (50%-70%) recovery in the event of
default.  S&P is also assigning 'CCC+' issue-level ratings to
Mariposa's new $960 million senior cash pay notes and $600 million
PIK notes with recovery ratings of '6' indicating its expectation
of negligible (0%-10%) recovery in the event of default.  The
outlook is stable.

"At the same time, we lowered the existing senior secured issue
level rating to 'B' from 'B+' and our existing subordinated issue-
level rating to 'CCC+' from 'B-' while maintaining our '3' and '6'
recovery ratings, respectively.  Upon close of the transaction, we
would expect to withdraw the issue level and recovery ratings on
the existing debt that is being repaid in full.  All ratings have
been removed from CreditWatch, where we placed them with negative
implications on Sept. 10, 2013," S&P said.

"The ratings on Neiman Marcus incorporate our assessment of a
'fair' business risk profile, 'highly leveraged' financial risk
profile, and 'adequate' liquidity," said Standard & Poor's credit
analyst David M. Kuntz.

S&P's stable rating outlook on The Neiman Marcus Group reflects
its expectation that performance will continue over the next year,
with EBITDA growth in the mid-single digits.  S&P believes further
modest growth in same-store sales and substantial increases in
online revenue will propel top-line gains in the mid-single
digits.  S&P forecasts margins to remain relatively consistent as
investments in infrastructure and technology initiatives offset
positive operating leverage.  In S&P's view, the company's credit
protection measures will remain commensurate with a highly
leveraged financial risk profile over the next year with leverage
of about 7x.

S&P could lower the rating if an unexpected drop in luxury retail
spending leads to a reduction in sales and an increase in
promotional activity.  Under this scenario, sales would
essentially be flat to slightly down, and margins would erode by
more 50 basis points.  At that time, leverage would be about 8x
or so, and free operating cash flow would be less than half of
what S&P has forecasted.

It is unlikely that S&P would raise the rating on Neiman Marcus
over the next 12 months given its erosion of its credit protection
measures due to its recent LBO.  Any positive ratings momentum
would be predicated on a meaningful reduction in leverage to the
low 5x area.  In order for this to occur, EBITDA would have to be
about 30% ahead of our forecast over the next year.



NEW YORK CITY OPERA: Files for Chapter 11 Protection
----------------------------------------------------
New York City Opera, Inc., sought Chapter 11 bankruptcy protection
on Thursday, Oct. 3 (Bankr. S.D.N.Y. Case No. 13-13240), listing
between $1 million and $10 million in both assets and debts.

The petition was signed by George Steel, general manager and
artistic director.  Kenneth A. Rosen, Esq., at Lowenstein Sandler
LLP, serves as the opera's counsel.  Ewenstein Young & Roth LLP
serves as special counsel.

                    Cultural Entertainment

Marilyn Bechtel, writing for People's World, reports that when the
company was founded nearly 70 years ago, then-Mayor Fiorello
LaGuardia promised it would provide "cultural entertainment at
moderate prices," in contrast to the Metropolitan Opera, which
served a predominantly upper class audience.  And though it often
faced financial difficulties, the company lived up to that role,
offering innovative performances and providing launching pads for
some of the finest U.S. opera singers, including soprano Beverly
Sills and tenor Placido Domingo.

According to People's World, in recent years the opera's
difficulties had become especially acute, resulting in a season
once featuring as many as 130 performances slashed to just 16 last
year.  In 2011 Artistic Director George Steel moved the company
out of its longtime home at Lincoln Center, a move intended to
save money, but sharply criticized by the unions representing
singers, instrumentalists, directors and stage managers as
contributing to further deterioration in the company's financial
situation.

The report says Tino Gagliardi, president of American Federation
of Musicians Local 802, which represents NYCO's orchestra
musicians, blamed the move from Lincoln Center and the decision to
slash the season for the company's financial crash. He pointed out
that though they strongly disagreed with the move, the "devoted
musicians made great sacrifices in wages and benefits to keep the
Opera afloat," including accepting replacement of the former 29-
week guaranteed season with payment by rehearsal and performance.

The report relates Gail Kruvand, assistant principal bass player
with the opera's orchestra and an ex-officio member of NYCO's
board, told the Village Voice that at Lincoln Center the company
had "everything under one roof" -- offices, rehearsal space,
costume and wig shops as well as a theater -- for $4.5 million a
year.  After the move, she said, "We have no home. We have no sets
. . . They were sold. Our music library was destroyed in the
Superstorm Sandy flooding. The company has been systematically
dismantled."  Ms. Kruvand said the opera musicians "look forward
to playing opera together again," though she did not know how that
might be possible.

The report also says New York city's current mayor, Michael
Bloomberg -- a billionaire who has supported City Opera in the
past -- cynically told reporters that neither he nor the city
would help in the present situation because NYCO's "business model
doesn't seem to be working."

                    $7.7 Million in Assets

Michael Cooper, writing for The New York Times, reported that New
York City Opera said in court papers filed in United States
Bankruptcy Court in the Southern District of New York that its
assets were worth $7.7 million -- which includes the remainder of
its endowment and some pledges that have not been received -- and
that it had liabilities of $5.6 million, including pension
obligations. The company said in court papers that it was
evaluating the restrictions on the endowment fund and that it
would not withdraw money from it without court permission.

The filings show in stark legalese the death throes of the company
that George Steel, its final general manager, describes in court
papers as "one of America's pre-eminent cultural institutions,"
the report related. The troupe, which balanced its budget over the
last two years, still had an accumulated deficit of $44 million as
of last year, the filing said. Its endowment, which was once $55
million, had dwindled to around $4.5 million.

"Because of N.Y.C. Opera's lack of liquidity, pension obligations
and the many other issues listed above, N.Y.C. Opera made the
difficult but necessary decision to file for Chapter 11
protection," Mr. Steel said in court papers, the report further
related.

City Opera's biggest listed creditor after its pensions is its
former housemate, New York City Ballet, the company with which it
shared a Lincoln Center home for decades, the report added.  City
Ballet has a $1.6 million claim, according to the bankruptcy
filing, related to City Opera's 2011 departure from the
performance space they shared, the David H. Koch Theater. The
opera's other creditors included former chorus members who are
owed severance pay, the musicians' health benefits fund and the
landlord of the offices that the company moved to in Lower
Manhattan after leaving Lincoln Center.


NEW YORK CITY OPERA: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: New York City Opera, Inc.
        75 Broad Street, suite 1010
        New York, NY 10004

Case No.: 13-13240

Chapter 11 Petition Date: October 3, 2013

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

Judge: Hon. Stuart M. Bernstein

Debtor's Counsel: Kenneth A. Rosen, Esq.
                  LOWENSTEIN SANDLER LLP
                  65 Livingston Avenue
                  Rosaland, NJ 07068
                  Tel: (973) 597-2548
                  Fax: (973) 597-2549
                  Email: krosen@lowenstein.com

Debtor's
Special Counsel: Ewenstein Young & Roth LLP

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by George Steel, general manager and
artistic director.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nysb13-13240.pdf


NGL ENERGY: Fitch Assigns 'BB' Issuer Default Rating
----------------------------------------------------
Fitch Ratings has assigned an initial Issuer Default Rating (IDR)
for NGL Energy Partners LP (NGL Energy) of 'BB'. Fitch expects to
assign a rating of 'BB-' to the planned issuance of $400 million
senior unsecured notes due 2021. The notes are to be co-issued by
NGL Energy Finance Corp. which also has an initial IDR of 'BB' and
an expected rating of 'BB-' for the proposed new unsecured notes.
Proceeds from the bond offering are to be used to reduce
borrowings on the secured revolving credit facility and for
general partnership purposes such as capital expenditures and
potential acquisitions.

The Outlook for both entities is Stable.

Key Ratings Drivers

The 'BB' rating is supported by NGL's strategy to operate with low
leverage, its strong distribution coverage, and diverse operations
which are located throughout the U.S. Since NGL has significant
senior secured debt ahead of the planned senior unsecured debt,
the new senior unsecured debt is notched down one to 'BB-'.

Concerns include NGL's lack of operating history and growth
through multiple acquisitions over a short period of time. Fitch
believes that acquisitions will continue to be significant for NGL
as it seeks to expand its operations and increase distributions
paid to unitholders. Other concerns include low EBITDA margins,
which should expand as the company seeks to grow higher margin
businesses, and the weather-linked volatility associated with the
company's retail propane business.

Diverse operations: NGL's assets are diverse and are comprised of
crude logistics (32% of FY2013 EBITDA excluding G&A), water
treatment and processing (17%), NGL logistics (21%), and retail
propane (30%). Furthermore, its assets are located throughout the
U.S. Recent acquisitions in FY2014 have been in the water
treatment and crude logistics segment. These are higher margin
segments which should improve NGL's overall EBITDA margins going
forward.

Liquidity: As of June 30, 2103, availability to draw on the $1.05
billion secured bank agreement was $456 million. The bank
agreement is comprised of two facilities: a $325 million working
capital facility which is restricted by a borrowing base and a
$725 million expansion capital facility.

As of June 30, 2013, the borrowing base did not restrict
availability on the working capital facility. Capacity was $175
million. The expansion capital facility had capacity of $281
million.

In addition to the bank agreement having borrowing base
restrictions on the working capital revolver, financial covenants
do not allow leverage (as defined by the bank agreement) to exceed
4.25x. With permitted acquisitions, this temporarily increases to
4.5x. As of June 30, 2013 the bank-defined leverage ratio was
approximately 3.0x. Interest coverage must exceed 2.75x and it was
approximately 7.0x at June 30, 2013. In addition to the working
capital borrowings and letters of credit being excluded from the
leverage calculation, NGL gets pro forma EBITDA credit for
acquisitions, which is typical for master limited partnership
(MLP) bank agreements.

Fitch expects NGL will continue to generate credit ratios which
provide it with sufficient covenant cushion for the bank
agreement. NGL does not have any debt maturities until 2017 when
the bank agreement expires. With access to capital markets and
availability on the revolver, Fitch expects NGL to have adequate
liquidity to meet its spending needs.

Debt: NGL's secured debt consists of its revolver and $250 million
of private placement notes due 2022. As of June 30, 2013, 97% of
NGL's debt was secured. With the planned issuance of unsecured
debt to reduce secured borrowings, secured debt would drop to 47%
of debt on a pro forma basis.
Leverage: NGL's leverage as defined by Fitch as total debt to
adjusted EBITDA was 4.2x, unchanged from the end of FY2013 but a
significant improvement from 6.0x at the end of FY2012. Fitch
forecasts that leverage may fall to 3.25x-3.5x by the end of
FY2014.

Capital Expenditures: For the LTM ending June 30, 2013, NGL's
total capex spending was $100 million. NGL is forecasting total
capex in the range of $80 million to $92 million for FY2014. Fitch
forecasts it is likely to be on the high end or above this range
given NGL's recent acquisition activity.

Acquisitions: The company has been an active acquirer of assets
since its IPO in September 2010. Fitch forecasts acquisitions to
continue to be significant in FY2014. Three were completed in July
and August; a combination of cash and equity were used to fund
these transactions. Historically, NGL has funded acquisitions with
a balanced blend of debt and equity. In July 2013, the company
issued equity units which generated $288 million in net proceeds.
In September 2013, equity units generated $128 million of net
proceeds.

Rating Sensitivities

Positive: Future developments that may, individually or
collectively, lead to positive rating action include:

-- Increase of size and scope of operations;

-- Higher contributions to EBITDA from fee-based assets;

-- Reduced leveraged (as defined by Fitch) below 2.5x over
    a sustained period of time.

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

-- Reduced liquidity;

-- Deterioration of EBITDA, which could result from the propane
    business;

-- Significant increases in capital spending beyond Fitch's
    expectations or further acquisition activity that has negative
    consequences for the credit profile (e.g. if not funded with a
    balance of debt and equity);

-- Increased adjusted leverage beyond 5.0x for a sustained period
    of time.


NGL ENERGY: Moody's Assigns Ba3 CFR & Rates Sr. Unsecured Notes B2
------------------------------------------------------------------
Moody's Investors Service assigned first time ratings to NGL
Energy Partners LP (NGL), including a Ba3 Corporate Family Rating
(CFR), a Ba3-PD Probability of Default Rating (PDR) and a B2
rating to the company's proposed senior unsecured notes due 2021.
Moody's also assigned an SGL-3 Speculative Grade Liquidity Rating
reflecting adequate liquidity. The rating outlook is stable.

Net proceeds from the note offering will be used to repay
borrowings under NGL's revolving credit agreement and for general
corporate purposes, including capex and potential acquisitions.

Assignments:

Issuer: NGL Energy Partners LP

Corporate Family Rating, Assigned Ba3

Probability of Default Rating, Assigned Ba3-PD

Speculative Grade Liquidity Rating, Assigned SGL-3

Senior Unsecured Regular Bond/Debenture, Assigned B2 (LGD5, 84%)

Ratings Rationale

"NGL Energy Partners' Ba3 Corporate Family Rating is underpinned
by its conservative financial policies, specifically low leverage
and high distribution coverage; diversified and partially
vertically integrated operations across several key US oil and gas
basins that reduce cash flow volatility; a high level of fee-based
cash flows from its water service, terminal/storage and logistics
businesses; and a seasoned management team that has a significant
ownership stake", said Sajjad Alam, Moody's Analyst. "The ratings
are restrained by NGL's limited scale relative to higher rated
midstream peers; significant exposure to the weather, throughput
volumes, and oil and NGL price differentials; service-focused
business model that have low barriers to entry and are easily
substitutable; and limited operating history in its current
corporate form. The Ba3 rating also considers NGL's Master Limited
Partnership (MLP) structure and highly acquisitive nature that
demand strong operational execution and frequent external
financing. "

The proposed unsecured notes are rated B2, two notches below the
Ba3 CFR because of the large proportion of secured debt in NGL's
capital structure. NGL has $1.3 billion of secured obligations
that have an all-asset pledge and a priority claim over unsecured
lenders. Hence the wider-than-usual notching between the CFR and
the notes. In order for the notching to narrow to one rating
level, the relative proportion of secured claims would need to
approach 1:1 relative to unsecured liabilities. The notes will be
jointly issued by NGL Energy Partners LP and its wholly owned
subsidiary NGL Energy Finance Corp.

NGL should have adequate liquidity through 2014 which is captured
in our assigned SGL-3 rating. The partnership will produce
negative free cash flow after capex and distributions and will
likely use the working capital facility to cover any funding
shortfall. Acquisitions will be funded with a mix of debt and
equity as indicated above. NGL has a $325 million revolving
working capital facility and a $725 revolving acquisition
facility, both of which will have significant availability after
issuance of the proposed note. The partnership's alternate
liquidity is limited given all of its assets are encumbered by its
credit facility. The liquidity profile is further restrained by
the MLP structure, which obligates NGL to payout all available
cash after operating expenses, debt service and maintenance
capital expenditures.

The stable outlook assumes NGL will maintain a conservative
leverage profile to offset its higher business risks and finance
future acquisitions with at least 50% equity.

Greater scale alongside increased fee-based cash flows generated
under long term contracts would be viewed positively for the
rating. An upgrade is possible if NGL can achieve a run rate
annual EBITDA in excess of $500 million while holding leverage
(adjusted debt to EBITDA) near 2.5x and distribution coverage (FFO
-- Maintenance capex / Distributions) above 1.5x.

The CFR could be downgraded if leverage approaches 4x. This is
most likely to arise from a large leveraging acquisition or a
steep decline in cash flows.

The principal methodology used in this rating was the Global
Midstream Energy 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.

Headquartered in Tulsa, Oklahoma, NGL Energy Partners LP is a
publicly traded MLP with diversified midstream assets in several
prominent oil and gas basins in North America.


NGL ENERGY: S&P Assigns 'BB-' CCR & Rates $400MM Notes 'BB-'
------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BB-'
corporate credit rating to NGL Energy Partners L.P. (NGL).

At the same time, S&P assigned a 'BB-' issue-level rating and a
'3' recovery rating to NGL's $400 million senior unsecured notes
due 2021.  NGL expects to use the net proceeds of this offering to
reduce borrowings under its senior secured revolving credit
facility.  The '3' recovery rating indicates that lenders can
expect meaningful (50% to 70%) recovery of principal if a payment
default occurs.  The outlook is stable.

"We base the rating on NGL on the consolidated business and
financial risk profiles of its various subsidiaries.  NGL's credit
quality reflects a 'weak' business risk profile and a
'significant' financial risk profile as our criteria define the
terms," said Standard & Poor's credit analyst Mike Llanos.

The "weak" business risk profile reflects a high percentage (about
50%) of fee-based cash flow, a lack of long-term contracts, and
the partnership's limited track record operating a collection of
separate and distinct businesses in highly competitive markets.
The "significant" financial risk profile reflects moderate
financial leverage, an aggressive growth strategy, and the credit
constraints inherent to the master limited partnership (MLP)
structure.

The stable outlook reflects S&P's expectation that NGL will
successfully integrate its recent acquisitions, maintain adequate
liquidity, and keep an adjusted debt-to-EBITDA ratio in the low-
to-mid 3x range.  S&P could lower the ratings if the partnership
underperforms, such that liquidity becomes constrained or total
debt-to-EBITDA is above 4x for a sustained period or if the
partnership's business risk profile weakens as a result of more
commodity price risk.  Although higher ratings are unlikely in the
next 12 to 24 months, S&P could consider them over time if the
partnership increases its scale and diversity, improves the
quality of its cash flows through longer-term contracts, and
maintains a conservative financial policy, with debt-to-EBITDA
below 2.5x and robust distribution coverage above 1.2x.


NIRVANIX INC: Files for Chapter 11 Bankruptcy
---------------------------------------------
Deborah Gageg, writing for The Wall Street Journal, reported that
cloud storage company Nirvanix Inc. on Oct. 1 filed for Chapter 11
bankruptcy in Delaware federal court, the culmination of a
startling flop for what was once seen as a high-flier among cloud
startups.

According to the report, the filing comes on the heels of a notice
the company posted on its website last week saying that it was
working with International Business Machines Corp. to either
return customers' data or help them move it to another cloud
storage provider and would try to be available through October 15.

Nirvanix had raised more than $70 million in venture capital since
its founding in 2007, according to VentureWire records, the report
related.  In May 2012 after the last funding round, which was $25
million, former Chief Executive Scott Genereux told VentureWire
that Nirvanix was growing and headed toward profitability and a
possible IPO.

Its largest equity holders are Khosla Ventures and TriplePoint
Capital, which may provide debtor-in-possession financing to keep
the company running, according to the bankruptcy filing, the
report said.  Such financing would also give Khosla and
TriplePoint priority over other debt and equity claims.

The company reported assets of between $10 million and $50 million
and liabilities in that same range, according to the filing, the
report further related. Nirvanix's top creditor is Dell Marketing
LP, which is owed more than $407,000. Other creditors among the
top 20 listed include several data center providers, several
software companies including Salesforce.com Inc., and the industry
analyst Gartner Inc., the bankruptcy documents said.


NIRVANIX INC: Dell Financial Rips Proposed $1-Mil. DIP Loan
-----------------------------------------------------------
Law360 reported that Dell Financial Services LLC, one of the
Nirvanix Inc. bankruptcy's largest creditors, blasted the cloud
storage firm's proposed $1 million debtor-in-possession loan on
Oct. 3, arguing it shifts much of the case's risk onto DFS by
allowing Nirvanix to continue using leased equipment without
assuring payments.

According to the report, DFS, which says it's already owed $12.4
million for the use of the bulk of the equipment Nirvanix ran its
cloud-based systems on, contends that without adequate assurance
it will be paid its monthly lease bill, DFS is essentially funding
the Chapter 11 case.

Cloud storage company Nirvanix, Inc., based in San Diego,
California, sought protection under Chapter 11 of the Bankruptcy
Code on Oct. 1, 2013 (Case No. 13-12595, Bankr. D.Del.).  The case
is assigned to Judge Brendan Linehan Shannon.

The Debtor is represented by Norman L. Pernick, Esq., Marion M.
Quirk, Esq., and Patrick J. Reilley, Esq., at COLE, SCHOTZ,
MEISEL, FORMAN & LEONARD, PA.  Cooley LLP serves as the Debtor's
special corporate counsel.  Arch & Beam Global LLC serves as the
Debtor's financial advisor.  Epiq Systems Inc. is the Debtor's
claims and noticing agent.

The Debtor disclosed estimated assets of $10 million to $50
million and estimated debts of $10 million to $50 million.

The petition was signed by Debra Chrapaty, CEO.


NNN 123: Case Summary & 4 Unsecured Creditors
---------------------------------------------
Debtor entities filing separate Chapter 11 petitions:

       Entity                                 Case No.
       ------                                 --------
       NNN 123 North Wacker, LLC              13-39210
       1551 North Tustin Avenue, Suite 200
       Santa Ana, CA 92705

       NNN 123 North Wacker Member, LLC       13-39240
       1551 North Tustin Avenue, Suite 200
       Santa Ana, CA 92705

Chapter 11 Petition Date: October 4, 2013

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

Judge: Hon. Jack B. Schmetterer

Debtor's Counsel: Andrea Johnson Frost, Esq.
                  KAYE SCHOLER LLC
                  70 West Madison Street, Suite 4100
                  Chicago, IL 60602
                  Tel: 312-583-2300
                  Email: andrea.frost@kayescholer.com

                       - and -

                  Donald T Nurnberg, Esq.
                  KAYE SCHOLER LLC
                  70 W Madison Street, Suite 4100
                  Chicago, IL 60602
                  Tel: 312 583-2313
                  Email: tyler.nurnberg@kayescholer.com

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $100 million to $500 million

The petition was signed by Todd Mikles, authorized agent.

NNN 123 North Wacker, LLC's List of four Largest Unsecured
Creditors:

   Entity                 Nature of Claim       Claim Amount
   ------                 ---------------       ------------
Wells Fargo Bank, NA      Unsecured             unknown
                          deficiency claim

TNP Property Manager LLC  Property management   unknown

123 Wacker Contribution   Promissory Note       unknown
LLC

Thompson National         Promissory Note       unknown
Properties, LLC


NNN PARKWAY 400 14: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: NNN Parkway 400 14, LLC
        c/o Law Office of Christine E. Baur
        4653 Carmel Mountain Rd., Suite 308 #332
        San Diego, CA 92130

Case No.: 13-18271

Chapter 11 Petition Date: October 4, 2013

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

Judge: Hon. Theodor Albert

Debtor's Counsel: Evan D Smiley, Esq.
                  WEILAND, GOLDEN, SMILEY ET. AL
                  650 Town Center Dr Ste 950
                  Costa Mesa, CA 92626
                  Tel: 714-966-1000
                  Fax: 714-966-1002
                  Email: esmiley@wgllp.com

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Mubeen Aliniazee, restructuring
officer.

Pending bankruptcy cases of affiliates:

         Debtor                        Case No.
         ------                        --------
         NNN Parkway 400 26, LLC       12-24593
         NNN Parkway 400 2, LLC        13-16598
         NNN Parkway 400 3, LLC        13-16603
         NNN Parkway 400 4, LLC        13-16608
         NNN Parkway 400 5, LLC        13-16611
         NNN Parkway 400 6, LLC        13-16612
         NNN Parkway 400 7, LLC        13-16614
         NNN Parkway 400 8, LLC        13-16616
         NNN Parkway 400 9, LLC        13-16617
         NNN Parkway 400 10, LLC       13-16706
         NNN Parkway 400 11, LLC       13-16621
         NNN Parkway 400 12, LLC       13-16623
         NNN Parkway 400 13, LLC       13-16627
         NNN Parkway 400 15, LLC       13-16628
         NNN Parkway 400 16, LLC       13-16633
         NNN Parkway 400 17, LLC       13-16634
         NNN Parkway 400 18, LLC       13-16635
         NNN Parkway 400 19, LLC       13-16636
         NNN Parkway 400 20, LLC       13-16637
         NNN Parkway 400 22, LLC       13-16638
         NNN Parkway 400 23, LLC       13-16639
         NNN Parkway 400 25, LLC       13-16641
         NNN Parkway 400 26, LLC       12-24593
         NNN Parkway 400 28, LLC       13-16642
         NNN Parkway 400 29, LLC       13-16643
         NNN Parkway 400 30, LLC       13-16645
         NNN Parkway 400 31, LLC       13-16646
         NNN Parkway 400 32, LLC       13-16696
         NNN Parkway 400 33, LLC       13-16697
         NNN Parkway 400 35, LLC       13-16649

List of Debtor's 20 Largest Unsecured Creditors:

    Entity                  Nature of Claim     Claim Amount
    ------                  ---------------     ------------
Fulton County Tax           Taxes                 $360,000
Commissioner
P.O. Box 105052
Atlanta, GA 30348-5052

Zodlac Data Systems, Inc.   Security Deposit      $100,000

GXS, Inc.                   Security Deposit       $80,252

Media Brokers Int'l Inc.    Security Deposit       $38,874

Georgia Power Company       Services               $22,500

Charter Communications      Security Deposit       $15,789
Holding

Mangan Inc.                 Security Deposit       $10,650

Jemm Investments, Inc.      Security System        $10,275

Jemm Investments, Inc.      HVAC System            $10,147

Dayforce Inc.               Security Deposit       $10,053

Unique Building             Security Deposit        $8,000
Maintenance

Admin America               Security Deposit        $6,843

Frederick Swanston, Inc.    Security Deposit        $6,560

Web Industries, Inc.        Security Deposit        $5,250

Polaris Associates, Inc.    Security Deposit        $4,083

Planmark Financial Group    Security Deposit        $3,935

Urey Companies, LLC         Security Deposit        $3,683

Fulton County Finance       -                       $3,000

Allied Insurance Co.        Insurance               $3,000

Mirabeland Investments      Security Deposit        $2,681
Inc.


NORTHWEST PARTNERS: Court Enters Final Decree Closing Ch. 11 Case
-----------------------------------------------------------------
The Hon. Bruce T. Beesley of the U.S. Bankruptcy Court for the
District of Nevada has entered a final decree closing the Chapter
11 case of Northwest Partners.

Alan R. Smith, Esq., on behalf of the Debtor, requested for the
final decree closing the estate and an order discharging the
Debtor.

As reported in the Troubled Company Reporter on July 5, 2013,
Judge Bruce T. Beesley entered an order vacating the order
revoking confirmation of the First Amended Plan of Reorganization
of the Debtor and reinstating, in full, the order confirming the
First Amended Plan.  As reported in the TCR on April 1, 2013, the
Plan provides that the current general partners of the Debtor will
contribute such funds as are necessary to implement the Plan.

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

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

                     About Northwest Partners

Northwest Partners owns the 268-unit Austin Crest Apartment in
Northwest Reno, Nevada.  It filed for Chapter 11 bankruptcy
(Bankr. D. Nev. Case No. 11-53528) on Nov. 17, 2011.  Judge Bruce
T. Beesley oversees the case.  The Debtor scheduled $13,513,361 in
assets and $14,135,158 in liabilities.  The petition was signed by
Robert F. Nielsen, president of IDN I, the Debtor's general
partner.

Alan R. Smith, Esq., at the Law Offices of Alan R. Smith, in Reno,
Nev., represents the Debtor as counsel.  Attorneys at Snell &
Wilmer L.L.P., in Las Vegas, Nev., represent Fannie Mae as
counsel.

Under a Plan filed in the case, the Debtor will continue to
operate its business of leasing its property post-confirmation.
The income generated will be used to fund the Plan.  The equity
owners of the Debtor will contribute funds as are necessary to
implement the Plan.


OASIS PETROLEUM: S&P Raises Corporate Credit Rating to 'BB-'
------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Houston-based exploration and production (E&P)
company Oasis Petroleum Inc. to 'BB-' from 'B+'.  At the same
time, S&P affirmed the 'B' issue-level rating on the company's
senior unsecured debt and revised the recovery rating to '6' from
'5'.  S&P removed the ratings from CreditWatch with positive
implications, where they had been placed on Sept. 6, 2013.  The
outlook is stable.

The upgrade reflects Oasis' improved scale of operations following
the close of these acquisitions.  The acquired assets are
contiguous to Oasis' current acreage in the Williston basin and
will bring the company's total acreage in the region to close to
500,000 net acres, and total proved reserves and production to
about 215 million barrels of oil equivalent (boe) and 43,000 boe
per day, respectively.  S&P believes these acquisitions enhance
Oasis' business risk profile through added scale and growth
potential.  Despite the fully debt-financed nature of these
transactions, S&P expects that debt to EBITDA will remain
appropriate for the rating in the next couple of years, at less
than 3.5x, as the company continues to expand production and
benefits from robust oil prices.  Finally, despite S&P's
expectation of significant negative free cash flows next year and
this year, it assess the company's liquidity position as
"adequate" following Oasis' recent $1 billion notes issuance.

"The outlook is stable, reflecting our view that the company
should be able to fund its aggressive growth strategy and preserve
credit protection measures appropriate for the rating category,"
said Standard & Poor's credit analyst Christine Besset.

S&P would consider a negative rating action if the company
materially increased its capital spending or made debt-financed
acquisitions causing leverage to exceed 3.75x for an extended
period of time.  An upgrade is unlikely over the next 12 months
given S&P's assessment of the company's relatively modest scale,
somewhat high percentage of proved undeveloped reserves, and
limited geographic diversity.


ONCURE HOLDINGS: Noteholders File Statement of Support
------------------------------------------------------
BankruptcyData reported that OnCure Holdings' ad Hoc group of
second lien noteholders filed with the U.S. Bankruptcy Court a
statement in support of confirmation of the Company's Plan of
Reorganization.

The statement explains, "The Ad Hoc Group has indisputably played
a crucial role in the formulation of these Chapter 11 Cases. More
specifically, some or all of the members of the Ad Hoc Group,
inter alia: (1) prior to the Petition Date, provided a $15 million
bridge facility to the Debtors to enable the Debtors to make the
November 15, 2012 interest payment on the Prepetition Secured
Notes (which thereby avoided a free-fall bankruptcy scenario and
provided the Debtors the necessary liquidity and time to conduct
fulsome restructuring discussions and a thorough sale marketing
effort) (2) also prior to the Petition Date, entered into the
Restructuring Support Agreement with the Debtors to support a
dual-track process for either a stand-alone restructuring or a
sale and (3) in connection with the commencement of the Chapter 11
Cases, provided the Debtors with a $25 million debtor-in-
possession financing facility....Indeed, the Plan that the Debtors
seek to confirm represents the culmination of many months of
extensive prepetition and postpetition negotiations among the
Debtors, the Ad Hoc Group and the Investor. Ultimately, the class
of Prepetition Secured Noteholders - the only class entitled to
vote under the Plan, of which the Ad Hoc Group represents 80.7% in
aggregate principal amount - has overwhelmingly voted in favor of
the Plan, notwithstanding the fact that under the Plan the
Prepetition Secured Notes, whose claims and liens extend to
substantially all of the Debtors' assets, are projected to receive
a recovery under the Plan that is materially less than the face
amount of such claims...the Ad Hoc Group respectfully submits that
the Plan, including the releases contained therein, should be
confirmed and the outstanding objections thereto overruled."

                      About OnCure Holdings

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

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

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

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

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

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

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

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


ONCURE HOLDINGS: Gets Green Light for Reorg. Plan, $125MM Sale
--------------------------------------------------------------
Law360 reported that a Delaware bankruptcy judge on Oct. 3
confirmed OnCure Holdings Inc.'s Chapter 11 plan, a reorganization
that calls for a $125 million sale of the private equity-owned
company and its network of oncology treatment centers to Radiation
Therapy Services Holdings Inc.

According to the report, U.S. Bankruptcy Judge Kevin Gross
overruled a pair of objections and gave his blessing to the plan,
under which RTS will acquire all the equity in a reorganized
OnCure.

Senior secured noteholders, the lone creditor class eligible to
vote, were "overwhelmingly in favor of the plan," the report
related.

                      About OnCure Holdings

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

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

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

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

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

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

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

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


ONCURE HOLDINGS: Creditors Accept Company's Exit Plan
-----------------------------------------------------
Stephanie Gleason, writing for DBR Small Cap, reported that
creditors of OnCure Holdings Inc. have voted to accept the
radiation center operator's bankruptcy-exit plan, which pays
bondholders with proceeds from a $125 million sale of the
company's assets.

According to the report, the vote allows OnCure to tick off
another item on its restructuring checklist. On Thursday, the
company will ask the U.S. Bankruptcy Court in Wilmington, Del.,
for its approval of this plan, which will essentially conclude
OnCure's Chapter 11 case.

The holders of more than $205.5 million in bonds voted
overwhelmingly in support of the plan, according to a tabulation
filed on Sept. 30, the report related.  The holder of only one
claim, valued at $9,000, voted against the plan. The Bankruptcy
Code requires that at least half by number and two-thirds by bond
amount of the creditors back a bankruptcy-exit plan for the court
to confirm it.

OnCure's bankruptcy-exit plan pays its lender, owed $15 million,
in full, the report said.  Unsecured creditors and current equity
holders are being wiped out. As a result of this payment
structure, these three classes weren't allowed to vote on the
plan, as the lender was "deemed to accept" the plan and the other
two were "deemed to reject" it.

The largest unsecured creditor in the case is also OnCure's owner,
private-equity firm Genstar Capital LLC. The firm acquired OnCure
in 2006, and its unsecured claim is for $2.1 million in management
fees, according to court papers.

                      About OnCure Holdings

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

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

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

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

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

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

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

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


ORAGENICS INC: To Develop Genetically Modified Probiotics
---------------------------------------------------------
Oragenics, Inc., and Intrexon Corporation announced the
establishment of an Exclusive Channel Collaboration to develop and
commercialize genetically modified probiotics for the treatment of
diseases of the oral cavity, throat, sinus and esophagus.  The
team is expected to initially focus on therapies for Beh‡et's
disease and aphthous stomatitis.

The collaborators will utilize their technical and clinical
expertise with genetically modified oral microbes to pursue a
novel, short-term therapeutic agent.  The ECC plans to design
genetically modified probiotics that will work orally,
administered in, for example, lozenge form rather than through the
digestive system - thereby increasing the probability of effective
treatment outcomes.

It is anticipated that the therapeutic will treat oral lesions
associated with Beh‡et's, targeting pain management and functional
impairment by suppressing the inflammatory response, reducing
frequency of occurrence and avoiding the onset of new lesions.
The same treatment may also be applicable in the more commonly
experienced recurrent aphthuous stomatitis, better known as canker
sores.  Both disease states are currently only treated
symptomatically and with limited success.

John N. Bonfiglio, Ph.D., president and chief of executive officer
of Oragenics, was motivated by the continued success of Oragenics'
existing ECC with Intrexon, coupled with the potential market
opportunity for a modified probiotic, to establish an additional
collaboration with Intrexon.

"Intrexon's cutting edge technology in gene manipulation enables
us to expand our current expertise in the field of oral
probiotics.  Working together with Intrexon, we will capitalize
upon the experience gained from our first GM microbial offering to
establish a new modified probiotic that will improve the lives of
currently underserved patients," Mr. Bonfiglio said.

Samuel Broder, M.D., senior vice president of Intrexon's Health
Sector and former Director of the National Cancer Institute was
intrigued by the possibility of expanding Oragenics' oral
probiotics capabilities to encompass new applications through the
collaboration of Intrexon's synthetic biology expertise.

"Oragenics has an expertise in oral probiotics that lays the
foundation for the development of a genetically modified product,
including clinical and regulatory experience," Dr. Broder said.
"Their patented oral probiotic technology makes the company an
ideal collaborator for the treatment of these unmet clinical
needs.  We look forward to deepening our already fruitful
collaborative relationship to include this new therapeutic
opportunity."

In June 2012, Oragenics and Intrexon entered into an ECC to
develop and commercialize lantibiotics, a novel class of broad-
spectrum antibiotics, for the treatment of infectious diseases.
The collaboration recently demonstrated initial success in
producing improved titers of Oragenic's lead compound MU1140
through a genetically engineered host, progressing toward the goal
of commercial production of lantibiotics.

Through the new ECC, Intrexon will be responsible for technology
discovery efforts, cell-engineering development, and certain
aspects of the manufacturing process.  Oragenics will be
responsible for conducting preclinical and clinical development of
candidate probiotics, as well as for other aspects of
manufacturing and the commercialization of the products.

Under terms of the ECC agreement:

   * Oragenics paid Intrexon a technology access fee of $6.0
     Million at closing, payable in 1,348,000 shares of Oragenics'
     common stock at a value per share of $3.00 and a promissory
     note in the principal amount of $1,956,000.  In addition,
     Oragenics will pay to Intrexon program costs, developmental
     milestone fees and commercial royalties.

   * Intrexon will provide access to its platform technologies and
     capabilities including the UltraVector(R) platform, DNA and
     RNA MOD engineering, cell system engineering, genome
     engineering, and protein engineering.

Concurrently with the ECC agreement, Intrexon also purchased 1.3
Million shares of Oragenics' common stock in a private placement
at a price per share of $3.00 for an aggregate purchase price of
$3.9 million.  The net proceeds will be used for development of
key initiatives relating to Organics' probiotics program that is
part of its new exclusive channel collaboration with Intrexon, and
general corporate purposes.

Griffin Securities acted as advisor on this transaction.

                        About Oragenics Inc.

Tampa, Fla.-based Oragenics, Inc. -- http://www.oragenics.com/--
is a biopharmaceutical company focused primarily on oral health
products and novel antibiotics.  Within oral health, Oragenics is
developing its pharmaceutical product candidate, SMaRT Replacement
Therapy, and also commercializing its oral probiotic product,
ProBiora3.  Within antibiotics, Oragenics is developing a
pharmaceutical candidate, MU1140-S and intends to use its
patented, novel organic chemistry platform to create additional
antibiotics for therapeutic use.

Oragenics incurred a net loss of $13.09 million in 2012, as
compared with a net loss of $7.67 million in 2011.  As of June 30,
2013, the Company had $7.07 million in total assets, $1.38 million
in total liabilities, all current, and $5.68 million in total
shareholders' equity.


ORCHARD SUPPLY: Seeks Extension of Lease Decision Deadline
----------------------------------------------------------
OSH 1 Liquidating Corporation, f/k/a Orchard Supply Hardware
Stores Corporation, et al., ask the U.S. Bankruptcy Court for the
District of Delaware to extend the time for them to assume or
reject any unexpired lease of non-residential property through and
including Jan. 13, 2014.

The Debtors state: "In this case, cause exists to extend the 120-
day period to assume or reject the Real Property Leases.  In light
of the fact that the Debtors are continuing to operate GOB Sales
at the Debtors' remaining lease locations and, in parallel,
continue to market the rights under such leases, it would not be
prudent for the Debtors to make any determinations concerning the
assumption or rejection of the Real Property Leases until such
time as the GOB Sales have been completed and they are certain as
to the ultimate disposition of their remaining assets, including
the Real Property Leases.  Although the Debtors believe that most,
if not all, of the Real Property Leases will ultimately be
rejected, because the GOB Sales continue, the Debtors need to
extend the time to assume or reject the Real Property Leases until
there is certainty respecting each Real Property Lease."

A hearing on the extension motion is scheduled for Oct. 21, 2013,
at 11:00 a.m. EDT.

                       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.

The Company changed its name to OSH 1 Liquidating Corporation and
reduced the size and simplified the structure of the Board of
Directors effective as of Aug. 20, 2013.


ORMET CORP: Financing Amendment Approved
----------------------------------------
BankruptcyData reported that the U.S. Bankruptcy Court granted
final approval to Ormet's motion to enter into an amendment to the
term loan D.I.P. credit agreement and related agreements.

As previously reported, "The DIP Amendment would provide up to $10
million in funding under the Term Loan DIP Credit Agreement (the
'Supplemental DIP Financing'), subject to certain closing
conditions. Specifically, the DIP Amendment provides for the
following...the Term Loan DIP Credit Agreement to provide for up
to a total delayed draw term loan of $25,000,000, of which
$10,000,000 constitutes the Supplemental DIP Financing. In
consideration of the Supplemental DIP Financing and entering into
the D.I.P. Amendment, the release of the DIP Term Loan Agent, the
DIP Term Loan Secured Parties and certain parties related to each
of the foregoing by each Borrower and each Obligor. As conditions
precedent to the effectiveness of the DIP Amendment: (i) that
there shall have been entered into an amendment to (a) the
Revolving Loan DIP Credit Agreement and (b) the Intercreditor
Agreement, each in form and substance satisfactory to the DIP Term
Loan Secured Parties, permitting the incurrence of the
Supplemental DIP Financing under the Term Loan DIP Credit
Agreement, and (ii) an agreement by the Revolving Loan Secured
Parties to make available not less than $4 million of additional
liquidity under the Revolving Loan DIP Credit Agreement by
removing or modifying certain blocks and/or reserves there under."

                         About Ormet Corp.

Aluminum producer Ormet Corporation, along with affiliates, filed
for Chapter 11 protection (Bankr. D. Del. Case No. 13-10334) on
Feb. 25, 2013, with a deal to sell the business to a portfolio
company owned by private investment funds managed by Wayzata
Investment Partners LLC.

Headquartered in Wheeling, West Virginia, Ormet --
http://www.ormet.com/-- is a fully integrated aluminum
manufacturer, providing primary metal, extrusion and thixotropic
billet, foil and flat rolled sheet and other products.

Ormet disclosed assets of $406.8 million and liabilities totaling
$416 million.  Secured debt of about $180 million includes $139.5
million on a secured term loan and $39.3 million on a revolving
credit.

Affiliates that separately filed Chapter 11 petitions are Ormet
Primary Aluminum Corporation; Ormet Aluminum Mill Products
Corporation; Specialty Blanks Holding Corporation; and Ormet
Railroad Corporation.

Ormet is represented in the case by Morris, Nichols, Arsht &
Tunnell LLP's Erin R. Fay, Esq., Robert J. Dehney, Esq., Daniel B.
Butz, Esq.; and Dinsmore & Shohl LLP's Kim Martin Lewis, Esq.,
Patrick D. Burns, Esq.  Kurtzman Carson Consultants is the claims
and notice agent.  Evercore's Lloyd Sprung and Paul Billyard serve
as investment bankers to the Debtor.

An official committee of unsecured creditors was appointed in the
case in March 2013.  The Committee is represented by Rafael X.
Zahralddin, Esq., Shelley A. Kinsella, Esq., and Jonathan M.
Stemerman, Esq., at Elliott Greenleaf; and Sharon Levine, Esq., S.
Jason Teele, Esq., and Cassandra M. Porter, Esq., at Lowenstein
Sandler LLP.


ORMET CORP: Ohio Utilities Body Approves Modified Power Deal
------------------------------------------------------------
Carole Vaporean, writing for Reuters, reported that the Public
Utilities Commission of Ohio voted on Oct. 3 to approve Ormet
Corp's revised power deal with energy supplier American Electric
Power Co Inc., saving the U.S. aluminum producer from likely
closure.

According to the report, the commission added, however, that it
was modifying parts of Hannibal, Ohio-based Ormet's request for a
unique subsidized power arrangement, as it works to emerge from
bankruptcy.

PUCO Chairman Todd Snitchler said at the commission's weekly
meeting, monitored by webcast, that approval was also contingent
on Ormet employing at least 650 full-time workers through 2018,
the report related.

Ormet is the region's largest employer, as well as Ohio's largest
energy user, the report said.

In February, Ormet filed for bankruptcy protection, the report
further related.  Cutting the high cost of energy to run its
270,000-tonne-per-year aluminum smelter was the final hurdle on
the path to emerging from bankruptcy.

                         About Ormet Corp.

Aluminum producer Ormet Corporation, along with affiliates, filed
for Chapter 11 protection (Bankr. D. Del. Case No. 13-10334) on
Feb. 25, 2013, with a deal to sell the business to a portfolio
company owned by private investment funds managed by Wayzata
Investment Partners LLC.

Headquartered in Wheeling, West Virginia, Ormet --
http://www.ormet.com/-- is a fully integrated aluminum
manufacturer, providing primary metal, extrusion and thixotropic
billet, foil and flat rolled sheet and other products.

Ormet disclosed assets of $406.8 million and liabilities totaling
$416 million.  Secured debt of about $180 million includes $139.5
million on a secured term loan and $39.3 million on a revolving
credit.

Affiliates that separately filed Chapter 11 petitions are Ormet
Primary Aluminum Corporation; Ormet Aluminum Mill Products
Corporation; Specialty Blanks Holding Corporation; and Ormet
Railroad Corporation.

Ormet is represented in the case by Morris, Nichols, Arsht &
Tunnell LLP's Erin R. Fay, Esq., Robert J. Dehney, Esq., Daniel B.
Butz, Esq.; and Dinsmore & Shohl LLP's Kim Martin Lewis, Esq.,
Patrick D. Burns, Esq.  Kurtzman Carson Consultants is the claims
and notice agent.  Evercore's Lloyd Sprung and Paul Billyard serve
as investment bankers to the Debtor.

An official committee of unsecured creditors was appointed in the
case in March 2013.  The Committee is represented by Rafael X.
Zahralddin, Esq., Shelley A. Kinsella, Esq., and Jonathan M.
Stemerman, Esq., at Elliott Greenleaf; and Sharon Levine, Esq., S.
Jason Teele, Esq., and Cassandra M. Porter, Esq., at Lowenstein
Sandler LLP.


OVERSEAS SHIPHOLDING: Oslo Asset Holds 0.63% Stake at September 30
------------------------------------------------------------------
In an amended Schedule 13G filing with the U.S. Securities and
Exchange Commission, Oslo Asset Management ASA, OAM, disclosed
that, as of Sept. 30, it beneficially owns 194,411 shares
of common stock of Overseas Shipholding Group, Inc., representing
0.63% of the shares outstanding.  A copy of the filing is
available for free at http://is.gd/5aIGfi

                    About Overseas Shipholding

Overseas Shipholding Group, Inc., headquartered in New York, is
one of the largest publicly traded tanker companies in the world,
engaged primarily in the ocean transportation of crude oil and
petroleum products.  OSG owns or operates 111 vessels that
transport oil and petroleum products throughout the world.

Overseas Shipholding Group and 180 affiliates filed voluntary
Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on
Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67
billion in liabilities.  Greylock Partners LLC Chief Executive
John Ray serves as chief reorganization officer.  James L.
Bromley, Esq., and Luke A. Barefoot, Esq., at Cleary Gottlieb
Steen & Hamilton LLP serve as OSG's Chapter 11 counsel.  Derek C.
Abbott, Esq., Daniel B. Butz, Esq., and William M. Alleman, Jr.,
at Morris, Nichols, Arsht & Tunnell LLP, serve as local counsel.
Chilmark Partners LLC serves as financial adviser.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

The Export-Import Bank of China, owed $312 million used for the
construction of five tankers, is represented by Louis R. Strubeck,
Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski
LLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at
Fulbright & Jaworski in New York; and John Knight, Esq., and
Christopher Samis, Esq., at Richards Layton & Finger PA.  Chilmark
Partners, LLC serves as financial and restructuring advisor.

Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve
as co-counsel to the official committee of unsecured creditors.
FTI Consulting, Inc., is the financial advisor and Houlihan Lokey
Capital, Inc., is the investment banker.


PACIFIC GOLD: To Merge with Subsidiary Pilot Mountain
-----------------------------------------------------
Pacific Gold Corp.'s board of directors approved an agreement and
plan of merger to merge the Company's wholly-owned subsidiary
Pilot Mountain Resources, Inc.  Pursuant to the Merger Agreement,
the Company will succeed to and possess all the rights and
properties of the Subsidiary, and the Company's Company will
assume all the liabilities of the Subsidiary.  The Company will be
the surviving entity after the merger.

Articles of Merger to effect the merger were filed with the Nevada
Secretary of State on Sept. 30, 2013.

                        About Pacific Gold

Las Vegas, Nev.-based Pacific Gold Corp. is engaged in the
identification, acquisition, and development of prospects believed
to have gold mineralization.  Pacific Gold through its
subsidiaries currently owns claims, property and leases in Nevada
and Colorado.

Pacific Gold disclosed a net loss of $16.62 million in 2012, as
compared with a net loss of $1.38 million in 2011.  As of June 30,
2013, the Company had $1.39 million in total assets, $4.30 million
in total liabilities and a $2.91 million total stockholders'
deficit.

Silberstein Ungar, PLLC, in Bingham Farms, Michigan, 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 losses from
operations, has negative working capital and is in need of
additional capital to grow its operations so that it can become
profitable.  These factors raise substantial doubt about the
Company's ability to continue as a going concern.


PARTY CITY: Moody's Lowers Corp. Family Rating to 'B3'
------------------------------------------------------
Moody's Investors Service downgraded Party City Holdings Inc.'s
Corporate Family rating to B3 from B2 and Probability of Default
Rating to B3-PD from B2-PD. The secured term loan rating was also
downgraded to B2 from B1. All other ratings have been affirmed.
The outlook is stable.

This concludes the ratings review that began on July 29, 2013
following Party City's announcement that it intended to pay a
debt-financed dividend to shareholders using proceeds from $350
million senior PIK toggle notes due 2019.

Subsequent to the action, Party City's Corporate Family and
Probability of Default Ratings will be moved to its indirect
parent company, PC NextCo Holdings, LLC ("Holdings").

Ratings downgraded and LGD assessment updated:

Party City Holdings Inc.:

Corporate Family Rating to B3 from B2

Probability of Default Rating to B3-PD from B2-PD

$1.12 billion senior secured term loan due 2019 to B2 (LGD 3,
34%) from B1 (LGD 3, 38%)

Ratings affirmed:

PC NextCo Holdings, LLC and PC Nextco Finance, Inc. as co-
borrowers:

$350 million senior unsecured PIK toggle notes due 2019 at Caa2
(LGD 6, 94%)

Party City Holdings Inc.:

$700 million senior unsecured notes due 2020 at Caa1 (LGD 5, 76%)
from Caa1 (LGD 5, 84%)

Ratings Rationale

Party City's B3 Corporate Family Rating, reflects the company's
very high leverage, as measured by lease-adjusted debt/EBITDA,
which increased to over 8.0x times pro forma for the August 2013
debt financed dividend to shareholders, before considering pro
forma synergies from recent acquisitions and other cost savings
initiatives. The $350 million of additional debt was added to an
already high consolidated debt load stemming from the July 2012
acquisition of a majority stake in the company by Thomas H. Lee
Partners, L.P. ("THL") from Berkshire Partners LLC, Weston
Presidio and Advent International Corporation. Despite having a
track record of integrating acquisitions and achieving cost
savings, consolidated pro forma debt to EBITDA will likely remain
above 7.0 times through fiscal 2014.

The rating is supported by Party City's strong market presence in
both retail and wholesale, growing geographic diversification, and
the relative demand stability of party goods and accessories, all
of which should enable the company to make progress toward
reducing leverage towards 7.0x times by the end of 2014. Good
liquidity is also an integral part of the rating and stable
outlook, as cash flow and revolver availability are expected to be
more than sufficient to cover cash flow needs over the next 12-18
months.

The stable outlook reflects the expectation for steady improvement
in debt protection metrics due to the relatively stable demand
characteristics of party goods and accessories. The outlook also
reflects the expectation for ongoing good liquidity. Given the
company's very high leverage, any material erosion due to weak
operating performance or more aggressive financial policies could
lead to at least a negative ratings outlook.

Ratings could be downgraded if the company's operating performance
were to show signs of sustained weakening due to declines in
consumer discretionary spending or heightened competition, more
aggressive financial policies, or if liquidity were to erode for
any reason. Quantitatively, ratings could be lowered if it appears
that debt/EBITDA will not approach 7.0x times by the end of 2014
or if EBITA/interest falls below 1.25 times.

Given the company's high leverage, a ratings upgrade is not likely
over the near term. However, over time, sustained growth in
revenue and profitability while demonstrating conservative
financial policies, including the use of free cash flow for debt
reduction, could lead to a ratings upgrade. Quantitatively, the
ratings could be upgraded if debt / EBITDA is sustained below 6.5
times and EBITA/interest expense is sustained above 1.75 times.

Party City Holdings, Inc. is a designer, manufacturer, distributor
and retailer of party goods and related accessories. The company's
retail brands principally include Party City and Halloween City.
Total revenue exceeded $1.9 billion for the twelve month period
ended June 30, 2013. The company is majority owned by Thomas H.
Lee Partners, L.P. ("THL").


PENNMONT BENEFIT: Consents to Chapter 11
----------------------------------------
Stephanie Gleason, writing for DBR Small Cap, reported that
PennMont Benefit Services Inc., a Bridgeport, Pa., benefit plan
administrator, has consented to the filing of a Chapter 11
bankruptcy petition by its creditors amid allegations that it
diverted funds away from beneficiaries to bank accounts controlled
by the owner.


PENN-MONT BENEFIT: Involuntary Chapter 11 Case Summary
------------------------------------------------------
Alleged Debtor: Penn-Mont Benefit Services, Inc.
                200 W. 4th Street
                Bridgeport, PA 19405

Case Number: 13-05986

Debtor-affiliates also subject to involuntary Chapter 11
petitions:

    Entity                                       Case No.
    ------                                       --------
    Real Verba Trust                             13-05987
    Single Employer Welfare Benefit Plan Trust   13-05988
    Penn Public Trust                            13-05989

Involuntary Chapter 11 Petition Date: October 1, 2013

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

Debtor's counsel: Scott Alan Orth, Esq.
                  LAW OFFICES OF SCOTT ALAN ORTH PA
                  3880 Sheridan Street
                  Hollywood, FL 33021
                  Tel: (305) 757-3300
                  Fax: (305) 757-0071
                  E-mail: scott@orthlawoffice.com

Petitioners' Counsel: Brett A Mearkle, Esq.
                      LAW OFFICE OF BRETT A. MEARKLE
                      8777 San Jose Blvd., Suite 801
                      Jacksonville, FL 32217
                      Tel: 904-352-1342
                      Fax: 904-352-1814
                      Email: bmearkle@mtalawyers.com

Penn-Mont Benefit and debtor-affiliates' petitioners:

Petitioners              Nature of Claim            Claim Amount
-----------              ---------------            ------------
Michael W. Graham        Beneficiary,                $350,000
721 Sandringham Drive    reimbursement,
Jacksonville, FL 32225   contribution, cash value

John D. Braddock         Beneficiary,                $350,000
121 32nd Avenue South    reimbursement,
Jacksonville Beach       contribution, cash value
FL 32250

Truman Galley            Beneficiary
                         reimbursement,
                         contribution, cash value    $500,000

Jim Maloen               Beneficiary
                         reimbursement,
                         contribution, cash value    $130,000


PERSONAL COMMUNICATIONS: Creditors Seek to Probe Lenders
--------------------------------------------------------
Law360 reported that unsecured creditors of Personal
Communications Devices Inc. on Sept. 27 asked a bankruptcy judge
to allow them to investigate the telecommunications company's
second-lien lenders, who are also its majority equityholders.

According to the report, in a motion under Rule 2004 of the U.S.
Bankruptcy Code, the official committee of unsecured creditors
said its ability to properly assess the company's finances hinges
on its access to certain documents and testimony from the second-
lien lenders, who the committee said might have attempted to turn
their equity into debt.

                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.

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, smart phones, 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.

PCD filed for bankruptcy with a deal to sell the operations to
Quality One Wireless LLC for $105 million, absent a higher bid at
auction.

Bankruptcy Judge Alan S. Trust oversees the case.  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.

The petitions were signed by Raymond F. Kunzmann as chief
financial officer.

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.  The Committee retained FTI
Consulting, Inc., as financial advisor, and Perkins Coie LLP as
counsel.


PUMPERNICKEL EXPRESS: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Pumpernickel Express, Inc.
        350 Main Road
        Montville, NJ 07045

Case No.: 13-31851

Chapter 11 Petition Date: October 3, 2013

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

Judge: Hon. Rosemary Gambardella

Debtor's Counsel: Jeffrey A. Cooper
                  RABINOWITZ, LUBETKIN & TULLY, LLC
                  293 Eisenhower Parkway, Suite 100
                  Livingston, NJ 07039
                  Tel: 973-597-9100
                  Fax: 973-597-9119
                  Email: jcooper@rltlawfirm.com

Total Assets: $2.13 million

Total Debts: $400,388

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/njb13-31851.pdf


PVA APARTMENTS: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: PVA Apartments LLC
        P.O. Box 13315, PMB 14B
        Oakland, CA 94661

Case No.: 13-45558

Chapter 11 Petition Date: October 4, 2013

Court: United States Bankruptcy Court
       Northern District of California (Oakland)

Judge: Hon. Elaine Hammond

Debtor's Counsel: Reginald Terrell, Esq.
                  LAW OFFICES OF REGINALD TERRELL
                  P.O. Box 13315, PMB #148
                  Oakland, CA 94661
                  Tel: (510) 237-9700
                  Email: reggiet2@aol.com

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Eric Terrell, principal.

The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.


QUALITY STORES: Supreme Court to Weigh Taxability of Severance Pay
------------------------------------------------------------------
Lawrence Hurley and Patrick Temple-West, writing for Reuters,
reported that the U.S. Supreme Court agreed on Oct. 1 to consider
whether severance pay to workers laid off involuntarily is subject
to federal payroll tax in a case the Obama administration has
warned could affect $1 billion in tax refund claims.

According to the report, the dispute, which pits defunct rural
retailer Quality Stores Inc against the U.S. Internal Revenue
Service, involves the Federal Insurance Contributions Act tax, or
FICA. The tax helps finance two major social programs, Social
Security retirement pensions and Medicare health insurance for the
aged.

FICA taxes are paid in part by the employer and in part by the
employee, whose share is normally withheld from paychecks, the
report related.

Midwest-based Quality Stores served mainly farmers and rural
people, the report recalled.  It went bankrupt in 2001 and closed
all 300 of its stores. Thousands of workers were laid off, with
severance pay, on which the company paid and withheld FICA taxes.

The company in 2002 claimed an IRS refund for just over $1 million
in FICA taxes, roughly half paid by the company and half withheld
from the severance pay, the report said.

The case is U.S. v. quality Stores Inc. (In re Quality Stores
Inc.), 10-1563, U.S. 6th Circuit Court of Appeals (Cincinnati).

                        About Quality Stores

Based in Muskegon, Michigan, Quality Stores Inc. is a specialty
retailer of farm and agriculture-related merchandise.

On Oct. 22, 2001, the Company was sent to bankruptcy after
a group of holders of the 10-5/8% senior notes filed an
involuntary petition before the U.S. Bankruptcy Court for the
Western District of Michigan, in Grand Rapids.  Under laws
relating to an involuntary bankruptcy filing, the Company is
permitted to operate its business in the ordinary course, unless
the Court orders otherwise.


QUIKRETE HOLDINGS: S&P Assigns 'B+' CCR; Outlook Stable
-------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B+'
corporate credit rating to Atlanta-based Quikrete Holdings Inc.
The outlook is stable.

At the same time, S&P assigned its '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 recovery rating is
'3', indicating S&P's expectation of meaningful (50% to 70%)
recovery for lenders under our default scenario.

In addition, S&P assigned its 'B-' (two notches lower than the
corporate credit rating) issue-level rating to Quikrete's
$190 million second-lien term loan due 2021.  The recovery rating
is '6', indicating S&P's expectation of negligible (0% to 10%)
recovery for lenders under our 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 S&P
expected, resulting in less-than-expected financial performance
such that the company maintained a continuing balance on the ABL.
Consequently, availability would decline to $100 million, which in
S&P's view would be considered "adequate" liquidity.


R.A.E.D. INVESTMENTS: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: R.A.E.D. Investments, Inc.
        133 S. 22nd Street, Floor One
        Pittsburgh, PA 15203

Case No.: 13-24238

Chapter 11 Petition Date: October 4, 2013

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

Debtor's Counsel: Donald R. Calaiaro, Esq.
                  CALAIARO & CORBETT, P.C.
                  310 Grant Street, Suite 1105
                  Pittsburgh, PA 15219-2230
                  Tel: 412-232-0930
                  Fax: 412-232-3858
                  Email: dcalaiaro@calaiarocorbett.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Davin N. Gartley, authorized
individual.

The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.


RESIDENTIAL CAPITAL: Wants to Pay $2-Mil. Bonus to CRO
------------------------------------------------------
Patrick Fitzgerald, writing for Daily Bankruptcy Review, reported
that Residential Capital LLC, the mortgage lender controlled by
government-owned finance company Ally Financial Inc., wants to pay
a $2 million bonus to its chief restructuring officer for
shepherding the company through bankruptcy.

According to the report, ResCap said in a court filing that Lewis
Kruger, a bankruptcy lawyer at Stroock & Stroock & Lavan, who took
over in February to lead ResCap's restructuring efforts, deserves
a "success fee" for hashing out the terms of a far-ranging
settlement with ResCap's creditors and its corporate parent.

The success bonus comes on top of Mr. Kruger's $895 hourly fee for
work tied to ResCap's bankruptcy, the report related.  The CRO's
appointment came at a time when ResCap's restructuring was clouded
in uncertainty as creditors argued that the mortgage lender's
board couldn't be trusted to aggressively negotiate a settlement
with Ally.

Before Mr. Kruger's appointment, ResCap's restructuring case had
reached a critical point with settlement talks between Ally and
its creditors at a dead end, the report said.  Ally had proposed
to pay $750 million to ResCap's estate as long as it was released
from liabilities. Creditors have balked at that number as far too
low.

ResCap officials believe "Mr. Kruger's ability to provide
creditors with comfort that the debtors were led by an independent
fiduciary with no ties to AFI," was a key reason in getting the
talks back on track and that led, ultimately, to the filing of a
Chapter 11 plan for the company, the report further 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.

ResCap has been settling disputes with creditors as it prepares
for a hearing in November 2013 where it will ask a judge to
approve a plan to distribute billions of dollars to creditors.
Under the plan, unsecured creditors would get are covery of 36
percent on their claims, while debts backed by collateral will be
paid in full.  The plan is based on a $2.1 billion settlement with
ResCap's parent, Ally Financial Inc., and creditors, including
mortgage bond investors who blame both companies for their losses.

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).


RG STEEL: to Sell Real Property to Bailey Bridges for $400,000
--------------------------------------------------------------
RG Steel Wheeling, LLC said it is planning to sell some of its
assets to Bailey Bridges Inc. for $400,000.  The assets to be sold
consist of RG Steel's right, title, and interest in and to that
certain real property located in DeKalb County, Alabama.
Objections to the proposed sale must be filed on or before October
17.

                         About RG Steel

RG Steel LLC -- http://www.rg-steel.com/-- is the United States'
fourth-largest flat-rolled steel producer with annual steelmaking
capacity of 7.5 million tons.  It was formed in March 2011
following the purchase of three steel facilities located in
Sparrows Point, Maryland; Wheeling, West Virginia and Warren,
Ohio, from entities related to Severstal US Holdings LLC.  RG
Steel also owns finishing facilities in Yorkville and Martins
Ferry, Ohio.  It also owned Wheeling Corrugating Company and has a
50% ownership in Mountain State Carbon and Ohio Coatings Company.

RG Steel along with affiliates, including WP Steel Venture LLC,
sought bankruptcy protection (Bankr. D. Del. Lead Case No. 12-
11661) on May 31, 2012.  Bankruptcy was precipitated by liquidity
shortfall and a dispute with Mountain State Carbon, LLC, and a
Severstal affiliate, that restricted the shipment of coke used in
the steel production process.

The Debtors estimated assets and debts in excess of $1 billion.
As of the bankruptcy filing, the Debtors owe (i) $440 million,
including $16.9 million in outstanding letters of credit, to
senior lenders led by Wells Fargo Capital Finance, LLC, as
administrative agent, (ii) $218.7 million to junior lenders, led
by Cerberus Business Finance, LLC, as agent, (iii) $130.5 million
on account of a subordinated promissory note issued by majority
owner The Renco Group, Inc., and (iv) $100 million on a secured
promissory note issued by Severstal.

Judge Kevin J. Carey presides over the case.

The Debtors are represented in the case by Robert J. Dehney, Esq.,
and Erin R. Fay, Esq., at Morris, Nichols, Arsht & Tunnell LLP,
and Matthew A. Feldman, Esq., Shaunna D. Jones, Esq., Weston T.
Eguchi, Esq., at Willkie Farr & Gallagher LLP, represent the
Debtors.  Conway MacKenzie, Inc., serves as the Debtors' financial
advisor and The Seaport Group serves as lead investment banker.
Donald MacKenzie of Conway MacKenzie, Inc., as CRO.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

Wells Fargo Capital Finance LLC, as Administrative Agent, is
represented by Jonathan N. Helfat, Esq., and Daniel F. Fiorillo,
Esq., at Otterbourg, Steindler, Houston & Rosen, P.C.; and Laura
Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachuiski Stang
Ziehi & Jones LLP.

Renco Group is represented by lawyers at Cadwalader, Wickersham &
Taft LLP.

Kramer Levin Naftalis & Frankel LLP represents the Official
Committee of Unsecured Creditors.  Huron Consulting Services LLC
serves as the Committee's financial advisor.

The Debtor has sold off the principal plants.  The sale of the
Wheeling Corrugating division to Nucor Corp. brought in $7
million.  That plant in Sparrows Point, Maryland, fetched the
highest price, $72.5 million.  CJ Betters Enterprises Inc. paid
$16 million for the Ohio plant.


ROTECH HEALTHCARE: S&P Withdraws 'D' Corporate Credit Rating
------------------------------------------------------------
Standard & Poor's Ratings Services said it withdrew its 'D'
corporate credit rating and issue-level ratings on U.S.-based
Rotech Healthcare Inc. following the company's exit from
Chapter 11 legal proceedings.


RURAL/METRO CORP: Seeks to Poll Creditors on Chapter 11 Exit Plan
-----------------------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
Rural/Metro Corp. has launched the final phase of its bankruptcy
restructuring, seeking court approval to start the balloting on a
Chapter 11 plan designed to cut its $750 million load of long-term
debt down to $375 million.

According to the Disclosure Statement, the consenting lenders
holding in excess of 51% of the Debtors' secured debt and the
consenting noteholders holding in excess of 66.66% of the Debtors'
unsecured notes support the confirmation of the Plan.

The overall purpose of the Plan is to provide for the
restructuring of the Debtors' liabilities in a manner designed to
maximize recovery to stakeholders and to enhance the financial
viability of the Reorganized Debtors.  Generally, the Plan
provides for a consensual balance sheet restructuring that will
reduce the Debtors' funded indebtedness by approximately 50% and
cut interest payments nearly in half.  Specifically, the
restructuring transactions contemplated in the Plan will
substantially de-lever debt obligations by (i) partially paying
down the prepetition senior secured facility by $50,000,000 and
(ii) converting Noteholder Claims and Other Unsecured Claims (to
the extent holders of Other Unsecured Claims elect to receive New
Common Stock in lieu of Cash) into 100% of the common stock of
Reorganized RMC subject to dilution.

The Debtors' prepetition equity holders' interests will be
canceled, and upon emergence, all of Reorganized RMC's New Common
Stock will be owned by the holders of Noteholder Claims (including
those participating in the Rights Offering) and the holders of the
Other Unsecured Claims (to the extent such holders of Other
Unsecured Claims elect to receive New Common Stock in lieu of
Cash).  Creditors holding Other Secured Claims will receive cash,
their collateral, or retain their liens, as applicable, in
satisfaction of their Claims.

                      About Rural/Metro Corp

Headquartered in Scottsdale, Arizona, Rural/Metro Corporation --
http://www.ruralmetro.com-- is a national provider of 911-
emergency and non-emergency interfacility ambulance services and
private fire protection services, operating in 21 states and
nearly 700 communities.

Rural/Metro Corp. and 59 affiliates sought Chapter 11 protection
on Aug. 4, 2013, before the U.S. Bankruptcy Court for the District
of Delaware.

The Debtors' lead bankruptcy counsel are Matthew A. Feldman, Esq.,
Rachel C. Strickland, Esq., and Daniel Forman, Esq., at Willkie
Farr & Gallagher LLP, in New York.  Maris J. Kandestin, Esq., and
Edmon L. Morton, Esq., at Young, Conaway, Stargatt & Taylor, LLP,
in Wilmington, Delaware, serve as the Debtors' local Delaware
counsel.

Alvarez & Marsal Healthcare Industry Group, LLC, and FTI
Consulting, Inc., are the Debtors' financial advisors, while
Lazard Freres & Co. L.L.C. is their investment banker.  Donlin,
Recano & Company, Inc., is the Debtors' claims and noticing agent.

The U.S. Trustee has appointed a three-member official committee
of unsecured creditors in the Chapter 11 case.

The Debtors have arranged $75 million of DIP financing from a
group of prepetition lenders led by Credit Suisse AG.  An interim
order has allowed the Debtors to access $40 million of the DIP
facility.


SABRE INDUSTRIES: S&P Lowers CCR to 'B'; Outlook Stable
-------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Alvarado, Texas-based Sabre Industries Inc. to
'B' from 'B+'.  The outlook is stable.

At the same time, S&P lowered its issue-level rating on the
company's $238 million senior secured credit facilities to 'B'
(same as the corporate credit rating) from 'B+'.  The recovery
rating of '3' is unchanged, indicating S&P's expectation of
meaningful (50% to 70%) recovery in the event of a payment
default.

"The stable rating outlook reflects our expectation that despite
improved financial performance driven by a recent acquisition,
increased production capacity, and a strong backlog of orders, we
expect credit measures will remain in line with our highly
leveraged financial risk assessment, with debt to EBITDA remaining
more than 5x and FFO to debt less than 12%.  It also reflects
constraints on the rating given the company's ownership by
financial sponsors," said Standard & Poor's credit analyst Maurice
Austin.

S&P could raise its ratings if industry fundamentals continue to
improve, resulting in better financial performance with leverage
being maintained at less than 5x through a business cycle.  In
this scenario, S&P would also need to gain confidence that the
company's owners were committed to financial policies supportive
of this financial profile, as consistent with S&P's criteria for
companies owned by financial sponsors.

A downgrade is less likely in the next 12 months given Sabre's
adequate liquidity position and robust contractual backlog.
However, S&P would consider a negative rating action if its
liquidity assessment weakens to "less than adequate".  This could
occur if Sabre experiences weaker-than-expected end-market demand
resulting in weaker-than-expected financial performance such that
the cushion on its covenant requirements weakens to less than 10%.


SAVANNA ENERGY: DBRS Rates Senior Unsecured Notes 'B(high)'
-----------------------------------------------------------
DBRS has assigned a rating of B (high) with a Stable trend to the
$50 million Senior Unsecured Notes (the Notes) issued by Savanna
Energy Services Corp. (Savanna or the Company).

The Notes will be guaranteed, jointly and severally, by Savanna's
current and future U.S., Canadian and Australian subsidiaries (the
Guarantors) that have also guaranteed the Secured Facility.  The
Notes are senior unsecured obligations of Savanna and would rank
pari passu with the existing and future unsecured and
unsubordinated indebtedness of Savanna and the Guarantors.  The
Notes will be effectively subordinated to all existing and future
obligations, including indebtedness and trade payables, of any of
Savanna's subsidiaries that do not guarantee the Notes.

The net proceeds from the sale of the Notes are expected to be
used primarily to pay down the outstanding indebtedness under the
terms of the Secured Facility.


SIMON WORLDWIDE: R. Burkle Held 87.6% Equity Stake at Oct. 1
------------------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Ronald W. Burkle and his affiliates disclosed
that as of Oct. 1, 2013, they beneficially owned 65,287,045 shares
of common stock of Simon Worldwide, Inc., representing 87.6
percent of the shares outstanding.  Mr. Burkle previously reported
beneficial ownership of 41,763,668 common shares or 82.5
percent equity stake as of May 31, 2013.  A copy of the amended
filing is available for free at http://is.gd/uS8kRA

                      About Simon Worldwide

Based in Los Angeles, Simon Worldwide, Inc. (OTC: SWWI) no longer
has any operating business.  Prior to August 2001, the Company
operated as a multi-national full-service promotional marketing
company, specializing in the design and development of high-impact
promotional products and sales promotions.  At Dec. 31, 2009,
the Company held an investment in Yucaipa AEC Associates, LLC, a
limited liability company that is controlled by the Yucaipa
Companies, a Los Angeles, California based investment firm.
Yucaipa AEC in turn principally held an investment in the common
stock of Source Interlink Companies, a direct-to-retail magazine
distribution and fulfillment company in North America, and a
provider of magazine information and front-end management services
for retailers and a publisher of approximately 75 magazine titles.
Yucaipa AEC held this investment in Source until April 28, 2009,
when Source filed a pre-packaged plan of reorganization under
Chapter 11 of the U.S. Bankruptcy Code.

Simon Worldwide disclosed a net loss of $1.52 million on $0
revenue for the year ended Dec. 31, 2012, as compared with a net
loss of $1.97 million on $0 revenue in 2011.  The Company's
balance sheet at June 30, 2013, showed $6.33 million in total
assets, $139,000 in total liabilities, all current, and
$6.19 million in total stockholders' equity.


SOUTHLAND 75: Case Summary & 5 Unsecured Creditors
--------------------------------------------------
Debtor: Southland 75, LLC
        3255 Seajay Drive
        Dayton, OH 45430

Case No.: 13-34100

Chapter 11 Petition Date: October 4, 2013

Court: United States Bankruptcy Court
       Southern District of Ohio (Dayton)

Judge: Hon. Guy R Humphrey

Debtor's Counsel: Joshua M Kin, Esq.
                  2700 Kettering Tower
                  Dayton, OH 45423
                  Tel: 937-223-1130
                  Fax: 937-223-0339
                  Email: Jkin@pselaw.com

Total Assets: $8.09 million

Total Liabilities: $5.62 million

The petition was signed by Michael D. Lofino, managing member.

A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/ohsb13-34100.pdf


STETSON OIL: Terminates Farm-Out Agreement After Default
--------------------------------------------------------
Stetson Oil & Gas Ltd. has terminated the farm-out agreement
entered into with Sagres Energy Inc. related to LLA11, a 126,494
acre block located in the Llanos Basin of Columbia, a mature and
prolific basin in the foreland of the Colombia Andes close to the
giant Cano Limon Oil Field.  Stetson successfully acquired the
Block in June 2010 through a bidding round organized by the
Agencia Nacional de Hidrocarburos of Colombia ("ANH").

As per the terms of the Agreement, Stetson farmed out 90% interest
in the block to a subsidiary of Sagres in exchange for retaining a
10% carried interest during the exploration phase, which consisted
of a minimum expenditure of USD$9 million over a period of 36
months.

Stetson has recently identified several violations and breaches of
representations and warranties contained in the Agreement
primarily as a result of the financial standing of Sagres and the
work program and obligations not being fulfilled.  Stetson has
submitted a letter to Sagres identifying the various breaches and
noting the termination of the Agreement.  As a result of the
termination of the Agreement Stetson now holds a 100% interest in
the Block.

Stetson reports that it also received a letter from the ANH
indicating that Stetson was in default under the exploration and
production agreement entered into among the parties due to a
failure to submit an additional guarantee for $3.5 million and for
failure to advance the work program related to the Block.  Stetson
intends to try and negotiate an extension with the ANH so that the
company may attempt to remedy the default.

Stetson is a junior oil and gas company with its securities listed
under the TSX Venture Exchange under the symbol "SSN".


STOCKTON, CA: City Council Backs Plan to Exit Bankruptcy
--------------------------------------------------------
Jim Christie, writing for Reuters, reported that Stockton,
California's city council approved a plan on Oct. 3 for the city
to adjust its debt to exit from bankruptcy after reaching a deal
with bond insurer Assured Guaranty to restructure more than $150
million of outstanding debt.

According to the report, the deal marks the end of a long and
often bitter fight between Stockton and its biggest bond insurers
since the city filed for bankruptcy last year and stunned the U.S.
municipal debt market with threats of forcing losses on
bondholders while leaving pension payments intact.

"Now we have deals with every bond insurer that's involved in the
bankruptcy process," Stockton City Manager Bob Deis said, adding
he is hopeful the city is on track to exit bankruptcy in about six
months, the report related.

"We've got deals with almost everybody," Deis told Reuters, noting
the city now has struck deals with all but three of its 19 major
creditors.

Talks with the three will continue, Deis added, the report further
related.

                       About Stockton, Calif.

The City of Stockton, California, filed a Chapter 9 petition
(Bankr. E.D. Cal. Case No. 12-32118) in Sacramento on June 28,
2012, becoming the largest city to seek creditor protection in
U.S. history.  The city was forced to file for bankruptcy after
talks with bondholders and labor unions failed.  Stockton
estimated more than $1 billion in assets and in excess of
$500 million in liabilities.

The city, with a population of about 300,000, identified the
California Public Employees Retirement System as the largest
unsecured creditor with a claim of $147.5 million for unfunded
pension costs.  In second place is Wells Fargo Bank NA as trustee
for $124.3 million in pension obligation bonds.  The list of
largest creditors includes $119.2 million owing on four other
series of bonds.

The city is being represented by Marc A. Levinson, Esq., and John
W. Killeen, Esq., at Orrick, Herrington & Sutcliffe LLP.  The
petition was signed by Robert Deis, city manager.

Mr. Levinson also represented the city of Vallejo, Cal. in its
2008 bankruptcy.  Vallejo filed for protection under Chapter 9
(Bankr. E.D. Cal. Case No. 08-26813) on May 23, 2008, estimating
$500 million to $1 billion in assets and $100 million to $500
million in debts in its petition.  In August 2011, Vallejo was
given green light to exit the municipal reorganization.   The
Vallejo Chapter 9 plan restructures $50 million of publicly held
debt secured by leases on public buildings.  Although the Plan
doesn't affect pensions, it adjusts the claims and benefits of
current and former city employees.  Bankruptcy Judge Michael
McManus released Vallejo from bankruptcy on Nov. 1, 2011.

The bankruptcy judge on April 1, 2013, ruled that the city of
Stockton is eligible for municipal bankruptcy in Chapter 9.


SWIFT AIR: Reorganization Plan Gets Bankruptcy Court Final Okay
---------------------------------------------------------------
On Oct. 2, 2013, the U.S. Bankruptcy Court, District of Arizona
granted final approval to Swift Air's proposed plan of
reorganization, thus paving the way for the company's emergence
from bankruptcy protection by mid-October.  The company's
reorganization plan was overwhelmingly supported by the company's
creditor constituencies.

Following [Wednes]day's proceedings, Swift's CEO Jeff Conry said
that "this is an important milestone in the company's continuing
steps to complete its financial restructuring and emerge from
chapter 11 in the very near future.  We are gratified to have the
support of our plan sponsor, Nimbos Holdings, as well as the
Official Creditors' Committee."

Ken Woolley, the principal behind Nimbos Holdings and the plan's
financial backer, said, "We are very excited about the company's
upcoming emergence from chapter 11, and look forward to a very
successful future with the company."

                       About Swift Air LLC

Swift Air LLC filed a Chapter 11 petition in its home-town in
Phoenix (Bankr. D. Ariz. Case No. 12-14362) on June 27, 2012.
Michael W. Carmel, Ltd., serves as counsel.  The Debtor estimated
assets of under $1 million and debts exceeding $10 million.


TALISMAN ENERGY: Fitch Affirms 'BB+' Preferred Stock Rating
-----------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Ratings (IDRs) and
other securities ratings of Talisman Energy Inc. (TLM). The Rating
Outlook has been revised to Negative from Stable. Fitch affirms
the following:

-- Long-term IDR at 'BBB';
-- Senior unsecured revolvers totaling $3.1 billion at 'BBB';
-- Senior unsecured notes at 'BBB';
-- Short-term IDR at 'F2';
-- Commercial Paper at 'F2';
-- Cumulative perpetual preferred stock at 'BB+'.

Approximately $7.6 billion in debt, committed revolvers and
preferred stock are impacted by today's rating action. All
securities are issued at the parent level, TLM.

Key Ratings Drivers

TLM is trying to move its capital structure towards more
conservative financial metrics and maximize cash flow per common
share. Recognizing that the company does not have the financial
wherewithal to develop and prove all of its oil and gas
opportunities, TLM is transitioning its portfolio. It is selling
off long-term capital-intensive projects in favor of developing
less expensive, shorter term, high-return projects. This should
have the effect of increasing cash flow and reducing capital
expenditures. TLM's debt target is 1.5x cash flow.

TLM has a strong liquidity profile. Committed revolver facilities
at the close of this past second quarter totaled $3.1 billion of
which $2.9 billion is fully committed through 2018. At June 30,
2013, $509 million in commercial paper was outstanding under TLM's
$1 billion U.S. commercial paper program, and letters of credit
totaled $86 million, leaving available borrowing capacity of $2.5
billion. There is only one financial test in TLM's revolvers, a
maximum consolidated debt-to-consolidated cash flow from
operations ratio of 3.50x. Upcoming debt maturities are light with
no significant maturities appearing before the $375 million,
5.125% senior unsecured notes which come due in May 2015.

TLM has strong producing reserve positions, notably Marcellus and
the liquids-rich Eagle Ford in the United States, the Corridor and
Jambi Merang in Indonesia, South Duvernay and the greater Edson
area in Canada. Although the company's reserves were 70% natural
gas at last year-end, contractual prices for natural gas in
Southeast Asia are tied to crude oil at a premium which increases
the percentage of oil-derived revenues and lessens the dependence
on commodity gas prices which are trading near five-year lows.

TLM also has a good history of replacing its hydrocarbon
production, the exception being 2012. TLM reduced its capital
spending plans in the Marcellus shale play and in the North Sea
which resulted in write-downs of 91mmboe (million barrels oil
equivalent) and 44mmboe, respectively, in those geographies.
Excluding 2012, reserve replacement averaged 169.8% during the
three prior years.

Rating Concerns

Lacking the cash flow it once had from its UK drilling operations
due to the maturity of the North Sea fields, an aging
infrastructure there, and 'not best in class' capital use
decisions, TLM must make whole a cash flow deficit caused by an
aggressive worldwide development capital budget designed to boost
production and prove reserves. Roughly $2 billion-$3 billion in
asset sales is expected by mid-2014 but with only $99 million
having been accomplished through the close of this past second
quarter. Leverage will likely rise, possibly as high as 2.25x
debt/EBITDA by the end of 2013, until those sales proceeds are
received and are used to repay debt. Delays in the sale of assets,
specifically, the Ocensa pipeline and acreage in North Duvernay,
the Norwegian North Sea and Montney, could have negative rating
implications.

TLM will also need to turn around its North American operations
which are suffering from low realizations (owing to low natural
gas prices) and high operating costs. Realizations per boe have
been rising of late and segment losses have been declining, but
cash flow after capital expenditures is still negative and
contributing to higher debt levels.

If TLM's turnaround strategy is working, increased production and
reserve replacement should be accompanied by some improvement in
debt/flowing barrel after asset sales have been completed. A
higher figure than the recent past ($13,100/flowing bbl.) adjusted
for the Talisman UK (TSEUK) and Equion deconsolidations would
suggest a higher leveraging of ongoing operations and a higher
risk profile.

The above rating concerns are the basis for the revision in the
Rating Outlook to Negative.

Recent Performance

In recent six-month comparisons, production from ongoing
operations net of royalties fell 14.5%, owing in large measure to
TLM's sale of a 49% interest in TSEUK to a subsidiary of Sinopec.
Excluding all North Sea operations, production fell 11.7%
following reduced capital spending in the Marcellus shale play and
Canadian conventional gas fields in favor of an increased focus on
the oil-rich Eagle Ford. TLM's netbacks in the first six months of
2013 were 11% higher than the prior year, but EBITDA was down
significantly owing to the decline in production volumes. Capital
spending was down 35%, but free cash flow (FCF) was -$917 million
(compared to -$654 million in the prior half-year's results), and
was made whole primarily through additional borrowings ($505
million) and balance sheet cash ($321 million).

A Look Ahead

TLM has lowered their 2013 production guidance. Including their
share of pre-royalty production from Equion (a 49% owned joint
venture in Colombia) and their 51% interest in TSEUK, TLM expects
to produce 375mboe per day, the lower range of their initial
production guidance. If no additional asset sales were to occur in
the second half of the year and assuming no improvement in North
American operating costs, Fitch estimates that leverage could
climb to 2.25x EBITDA from 1.10x at the end of 2012 with FCF in
excess of -$1 billion.

A significant piece of this increase in leverage could be
corrected in 2014 with the sale of $2 billion in assets. Assuming
no change from the 2013 capital budget, leverage could retreat to
1.80x without any upside from prices or lower operating costs. At
that sustained degree of leverage, however, TLM could be a
candidate for a one notch downgrade.

Rating Sensitivities

Fitch has affirmed TLM's debt and preferred stock ratings in the
belief that the company can maintain financial metrics
commensurate with its current ratings and high grade its portfolio
of oil and gas properties using capital garnered through asset
sales. On an interim basis, leverage may increase until data rooms
are opened, and deals are closed.

A sustained increase in debt/proved reserves above $4.50/barrel
beyond mid-2014 could indicate some trouble in the liquidity of
the assets that TLM is trying to sell. This situation could lead
to a negative rating action.

TLM is not likely to see a ratings' upgrade in the immediate
future. A positive FCF along with some improvement in leverage and
the company's reserve base would be a path to a positive rating
action.


TAYLOR BEAN: Deloitte Settles Suits Over Audits
-----------------------------------------------
Michael Rapoport, writing for Daily Bankruptcy Review, reported
that Deloitte & Touche LLP has settled three lawsuits over its
audits of Taylor Bean & Whitaker Mortgage Corp., a lender whose
2009 collapse helped spark one of the biggest bank failures during
the financial crisis.

According to the report, the terms of the settlement, reached last
week, are confidential, said Steven W. Thomas, an attorney for
Taylor Bean's bankruptcy trustee, Deutsche Bank AG and Ocala
Funding LLC, the parties suing Deloitte.

Two of the lawsuits -- brought by Deutsche Bank and Ocala, which
helped fund Taylor Bean -- had been scheduled to go to trial later
this month in Florida state court, the report related.

The third suit, brought by Taylor Bean bankruptcy trustee Neil F.
Luria, had been sent to arbitration but was settled as part of the
overall settlement of the allegations against Deloitte, Mr. Thomas
said, the report further related.

Mr. Thomas and Langdon Cook, a Deloitte spokesman, issued
statements saying the cases had been settled to the "mutual
satisfaction" of both sides, the report added.

                       About Taylor Bean

Taylor, Bean & Whitaker Mortgage Corp. grew from a small Ocala-
based mortgage broker to become one of the largest mortgage
bankers in the United States.  In 2009, Taylor Bean was the
country's third largest direct-endorsement lender of FHA-insured
loans of the largest wholesale mortgage lenders and issuer of
mortgage backed securities.  It also managed a combined mortgage
servicing portfolio of approximately $80 billion.  The company
employed more that 2,000 people in offices located throughout the
United States.

Taylor Bean sought Chapter 11 protection (Bankr. M.D. Fla. Case
No. 09-07047) on Aug. 24, 2009.  Taylor Bean filed the Chapter 11
petition three weeks after federal investigators searched its
offices.  The day following the search, the Federal Housing
Administration, Ginnie Mae and Freddie Mac prohibited the company
from issuing new mortgages and terminated servicing rights.
Taylor Bean estimated more than $1 billion in both assets and
liabilities in its bankruptcy petition

Lee Farkas, the former chairman, was sentenced in June to 30 years
in federal prison after being convicted on 14 counts of conspiracy
and bank, wire and securities fraud in what prosecutors said was a
$3 billion scheme involving fake mortgage assets.

Jeffrey W. Kelly, Esq., and J. David Dantzler, Jr., Esq., at
Troutman Sanders LLP, in Atlanta, Ga., and Russel M. Blain, Esq.,
and Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain &
Prosser, PA, in Tampa, Fla., represent the Debtors.  Paul Steven
Singerman, Esq., and Arthur J. Spector, Esq., at Berger Singerman
PA, in Miami, Fla., represent the Committee.  BMC Group, Inc.,
serves as the claims and noticing agent.

Unsecured creditors were expected to receive 3.3% to 4.4% under a
Chapter 11 plan approved in July 2011.


TELETOUCH COMMUNICATIONS: Chapter 7 Petition Filed
--------------------------------------------------
BankruptcyData reported that Teletouch Communications and one
affiliated Debtor filed for Chapter 7 petition with the U.S.
Bankruptcy Court in the District of Delaware, lead case number 13-
12620.

The Company, which offers products and services (voice, data and
entertainment) to consumers, businesses and government agencies,
is represented by John T. Carroll of Cozen O'Connor.

On August 2, 2013, the Company warned investors, "As a general
matter, the Company is unable to pay its debts as they come due,
is unable to continue to operate as a going concern, and has
determined to effect an orderly wind down of its operations and a
liquidation of its assets through a formal bankruptcy process. The
liquidation of the Company will severely and adversely affect the
value of the Company's common stock and/or other securities. No
assurance can be given regarding the values, if any, that will be
ascribed in any bankruptcy proceedings to each class of debt or
securities of the Company. In fact, it is the Company's view that
it is virtually certain that there would be no value available for
shareholders in the liquidation. Thus, the value of the Company's
securities is highly speculative and any investment therein will
pose severe risks of loss of the entire investment. Market prices
for the Company's common stock may bear little or no relationship
to the actual recovery, if any, by holders thereof in liquidation.
Accordingly, the Company urges extreme caution with respect to
existing and future investments in its common stock."

At the time of that announcement, Teletouch Communications
announced its intention to file for Chapter 11, not Chapter 7,
protection and the board also created an office of chief
restructuring officer, appointing Michael Juniper, a senior
manager of Deloitte CRG, to the role.

                          About Teletouch

Teletouch Communications, Inc., offers a comprehensive suite of
wireless telecommunications solutions, including cellular, two-way
radio, GPS-telemetry and wireless messaging.  Teletouch is an
authorized provider of AT&T (NYSE: T) products and services
(voice, data and entertainment) to consumers, businesses and
government agencies, as well as an operator of its own two-way
radio network in Texas.  Recently, Teletouch entered into national
agency and distribution agreements with Sprint (NYSE: S) and
Clearwire (NASDAQ: CLWR), providers of advanced 4G cellular
network services.  Teletouch operates a chain of 26 retail and
agent stores under the "Teletouch" and "Hawk Electronics" brands,
in conjunction with its direct sales force, customer care (call)
centers and various retail eCommerce Web sites including:
http://www.hawkelectronics.com/and http://www.hawkexpress.com/

Through its wholly-owned subsidiary, Progressive Concepts, Inc.,
Teletouch operates a national distribution business, PCI
Wholesale, primarily serving large cellular carrier agents and
rural carriers, as well as auto dealers and smaller consumer
electronics retailers, with product sales and support available
through http://www.pciwholesale.com/and
http://www.pcidropship.com/among other B2B oriented Web sites.

BDO USA, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statement for the year
ended May 31, 2012.  The independent auditors noted that the
Company has increasing working capital deficits, significant
current debt service obligations, a net capital deficiency along
with current and predicted net operating losses and negative cash
flows which raise substantial doubt about its ability to continue
as a going concern.

For the nine months ended Feb. 28, 2013, the Company incurred a
net loss of $622,000 on $14.94 million of total operating
revenues, as compared with net income of $4 million on $19.02
million of total operating revenues for the nine months ended
Feb. 29, 2012.  The Company's balance sheet at Feb. 28, 2013,
showed $10.38 million in total assets, $16.91 million in total
liabilities and a $6.53 million total shareholders' deficit.


THELEN LLP: Trustee Nets $1.2MM in Ex-Partner Settlements
---------------------------------------------------------
Law360 reported that the trustee overseeing Thelen LLP's
liquidation on Oct. 3 reached settlements with 45 of the firm's
former partners accused of improperly accepting certain amounts of
compensation before they left the firm, raking in a combined $1.16
million for the estate.

According to the report, Yann Geron of Fox Rothschild LLP says the
deals are substantially similar to earlier settlements he has
reached with other partners who ditched the firm before its
collapse. The Oct. 3 settlements are split into three groups, the
report related.

                        About Thelen LLP

Thelen LLP, formerly known as Thelen Reid Brown Raysman & Steiner
-- http://thelen.com/-- is a bi-coastal American law firm in
process of dissolution.  It was formed as a product between two
mergers between California and New York-based law firms, mostly
recently in 2006.  Its headcount peaked at roughly 600 attorneys
in 2006, and had 500 early in 2008, with offices in eight cities
in the United States, England and China.

In October 2008, Thelen's remaining partners voted to dissolve the
firm.  As reported by the Troubled Company Reporter on Sept. 22,
2009, Thelen LLP filed for Chapter 7 protection.  The filing was
expected due to the timing of a writ of attachment filed by one of
Thelen's landlords, entitling the landlord to $25 million of the
Company's assets.  The landlord won approval for that writ in June
2009, but Thelen could void the writ by filing for bankruptcy
within 90 days of that court ruling.  Thelen, according to AM Law
Daily, has repaid most of its debt to its lending banks.


THINKFILM LLC: Judge Asked To Step Aside Amid Prostitution Rumor
----------------------------------------------------------------
Law360 reported that one of the parties tangling with film
financier David Bergstein and his company ThinkFilm LLC wants U.S.
Bankruptcy Judge Barry Russell to recuse himself from the
bankruptcy suit after the public release of a tape that threatened
to reveal the judge's relationship with a prostitute, according to
a report.

Aramid Entertainment Fund Ltd. filed a motion on Sept. 30 asking
the judge to step aside, according The Hollywood Reporter.
Bergstein claims Aramid renegged on a $3 million settlement
agreement, and Aramid is quarterbacking a series of claims, the
report related.

                        About Thinkfilm LLC

CapCo Group LLC and four other companies controlled by David
Bergstein are part of a wider network of entities that distribute
and finance films.  Among the approximately 1,300 films they have
the rights to are "Boondock Saints" and "The Wedding Planner."

Several creditors filed for involuntary Chapter 11 bankruptcy
against the companies on March 17, 2010 -- CT-1 Holdings LLC
(Bankr. C.D. Calif. Case No. 10-19927); CapCo Group, LLC (Bankr.
C.D. Calif. Case No. 10-19929); Capitol Films Development LLC
(Bankr. C.D. Calif. Case No. 10-19938); R2D2, LLC (Bankr. C.D.
Calif. Case No. 10-19924); and ThinkFilm LLC (Bankr. C.D. Calif.
Case No. 10-19912).  Judge Barry Russell presides over the cases.
The Petitioners are represented by David L. Neale, Esq., at Levene
Neale Bender Rankin & Brill LLP.

Judge Barry Russell formally declared David Bergstein's ThinkFilm
LLC and Capitol Films Development bankrupt on Oct. 5, 2010.

Mr. Bergstein is being sued for tens of millions of dollars by
nearly 30 creditors -- including advertisers, publicists and the
Writers Guild West.  Five Bergstein controlled companies have been
named in the suit.


TRILOGY ENERGY: DBRS Confirms 'B' Issuer Rating
-----------------------------------------------
DBRS Inc. has confirmed both the Issuer Rating of Trilogy Energy
Corporation and the rating of its Senior Unsecured Notes (the
Notes) at B with Stable trends.  The recovery rating of the Notes
is RR4.  The Notes are effectively subordinated to the Company's
secured bank facility.  The confirmation reflects the Company's
continued success in growing its production and transitioning away
from lower-margin dry gas drilling to higher-margin liquids-rich
gas (NGL) and oil drilling, while maintaining its key credit
metrics within the B rating range.

Trilogy's total production averaged 36,667 barrels of oil
equivalent per day (boe/d) for the first half (H1) of 2013 (33,500
boe/d in 2012 and 28,000 boe/d in 2011).  This growth was largely
attributable to production growth from the Company's Kaybob
Montney oil play, which reached approximately 9,830 boe/d in 2012
and is expected to achieve 15,000 boe/d in 2013. Trilogy's Kaybob
Montney oil play is considered one of North America's top-ranked
plays in terms of profitability.  Trilogy has also improved its
production mix significantly over the past three years by
allocating the majority of capex toward oil/NGL projects and
achieving above-average production per well.  As a result, the
Company has become less susceptible to weak natural gas prices (on
a gross basis, 45% of total production is from liquids in H1 2013,
versus 29% in 2011).

Although the Company's cash flows have increased steadily as
production grew, its financial profile has remained weak primarily
due to increasing debt levels to finance free cash flow deficits.
The Company's free cash flow deficits were mainly caused by large
capex programs in 2011 and 2012 for the development of the Kaybob
Montney oil play and related infrastructure.  As a result,
Trilogy's debt-to-capital ratio increased to 58% in H1 2013 (45%
in 2011); however, it remains in line with the current rating
range.  Trilogy's other key credit metrics, including debt-to-cash
flow and interest coverage ratios, improved considerably in H1
2013, reflecting higher commodity prices and production.  In 2013,
Trilogy is expected to continue to pursue a high level of capex to
grow production ($350 million estimated), which will likely lead
to a modest increase in leverage.  Remaining credit metrics should
remain relatively stable for the second half of 2013.

The Company faces ongoing challenges with maintaining the
production reliability in its Kaybob Montney oil play and meeting
its long-term target production growth in the Kaybob Montney oil
play of 20,000 boe/d.  The Kaybob area currently accounts for over
95% of Trilogy's cash flow, increasing the Company's geographic
concentration risk.


TXU CORP: Bank Debt Trades at 33% Off
-------------------------------------
Participations in a syndicated loan under which TXU Corp is a
borrower traded in the secondary market at 67.13 cents-on-the-
dollar during the week ended Friday, October 4, 2013, according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal.  This represents a decrease of 0.46
percentage points from the previous week, The Journal relates.
TXU Corp pays 350 basis points above LIBOR to borrow under the
facility.  The bank loan matures on Oct. 10, 2014.  The bank debt
carries is withdrawn by Moody's rating and not rated Standard &
Poor's rating.  The loan is one of the biggest gainers and losers
among 209 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.


UNITEK GLOBAL: Moody's Assigns Caa2 CFR & Rates $135MM Loan Caa2
----------------------------------------------------------------
Moody's Investors Service assigned a Caa2 Corporate Family Rating
("CFR") and Caa2-PD Probability of Default Rating to UniTek Global
Services, Inc.  Moody's also assigned a Caa2 rating to the
company's $135 million term loan due 2018. The ratings outlook is
developing.

Moody's withdrew all the ratings of UniTek in June due to Moody's
belief that it had insufficient or otherwise inadequate
information to support the maintenance of the rating since UniTek
had not filed restated financials dating back to the interim
period ending July 2, 2011. Since then, the company has filed its
Annual Report on Form 10-K for the year ended December 31, 2012,
which included restated operating results for each of the fiscal
quarters of fiscal 2012. However, UniTek has not yet filed
Quarterly Reports on Form 10-Q for the first two quarters of
fiscal 2013.

Ratings assigned:

  Corporate family rating, Caa2;

  Probability of default rating, Caa2-PD;

  $135 million term loan due 2018, Caa2 (LGD-4, 61%)

  Outlook, Developing

Ratings Rationale

UniTek's Caa2 CFR reflects the company's high interest burden,
delay in filing 2013 quarterly reports with the SEC, lower than
anticipated future revenues from one of its main customers, and
need to address internal control weaknesses over financial
reporting as of December 31, 2012 as cited in the company's Form
10-K for the year ended December 31, 2012. In addition, limited
visibility as to future operating performance also underlie the
ratings. The ratings also reflect risks related to the potential
for an Event of Default under the amended credit agreement given
the provision that stipulates that any amendment, modification or
waiving of the DIRECTV/DirectSat Contract in a manner that would
be "materially adverse" to the lenders would constitute an Event
of Default.

The higher interest burden over the next twelve months is
associated with the company's refinancing in July 2013 (that
increased revolver availability) in the midst of the financial
statement delays. The ratings also reflect the high level of
customer concentration, with approximately three quarters of the
company's revenues derived from its top three customers at 2012
year-end. The largest customer comprises over forty percent of
revenues. The ratings are supported by the company's established
market position and blue-chip customer base. While revenue is
concentrated with a few customers, they are large media and
telecommunication companies that continue to invest in growth.
Longer term, outsourcing trends should expand UniTek's market
opportunities, however relatively low entry barriers and execution
risks are factors that have also been considered in the ratings
from a market share perspective.

The company's liquidity profile is constrained by limited free
cash flow generation, anticipated cash outflows over the next
twelve months and covenants with aggressive step-downs over the
intermediate term. The higher cash outflows are expected to be
comprised of high interest bearing debt post the July 2013
refinancing, debt refinancing costs associated with the
refinancing and ongoing restructuring-related costs.

The developing outlook reflects uncertainty regarding the timing
of the company's filing of 2013 financial statements with the SEC,
concerns about future operating performance particularly as it
relates to the company's largest customers as well as Moody's
expectation that the company may need to refinance its capital
structure in order to improve its longer-term liquidity profile.

Ratings could be upgraded if the company demonstrates evidence of
stabilizing revenue and profitability, the company resumes
submitting its SEC filings on a timely basis, internal control
weaknesses are addressed and the company improves its liquidity
profile.

Ratings could be downgraded if the company's liquidity position or
credit metrics deteriorate leading to an increased expectation for
a default.

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

UniTek Global Services, Inc., based in Blue Bell, Pennsylvania,
provides fulfillment and infrastructure services to media and
telecommunication companies in the United States and Canada.


UNIVAR N.V.: Bank Debt Trades at 4% Off
---------------------------------------
Participations in a syndicated loan under which Univar N.V. is a
borrower traded in the secondary market at 96.43 cents-on-the-
dollar during the week ended Friday, October 4, 2013, according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal.  This represents a decrease of 0.25
percentage points from the previous week, The Journal relates.
Univar N.V. pays 350 basis points above LIBOR to borrow under the
facility.  The bank loan matures on June 30, 2017.  The bank debt
carries Moody's B2 rating and Standard & Poor's B+ rating.  The
loan is one of the biggest gainers and losers among 209 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.

                           About Univar N.V.

Univar N.V. -- http://www.univarcorp.com/-- is one of the largest
distributors of industrial chemicals and providers of related
services to a diverse set of end markets in the US, Canada and
Europe.  In April 2007, the company purchased ChemCentral
Corporation, the fourth largest chemicals distributor in the US,
for a purchase price of about $650 million, which resulted in the
combined entities becoming the largest chemicals distributor in
North America.  The company had pro forma revenues (including
ChemCentral Corporation) of $8.3 billion for the LTM ended
June 30, 2007.


UNI-PIXEL INC: Presented at Williams Financial Conference
---------------------------------------------------------
UniPixel, Inc., was invited to participate on Williams Financial
Group's Management Discussion Series conference call on Wednesday,
Oct. 2, 2013, at 1:00 p.m. eastern time.  UniPixel President and
CEO Reed Killion presented at the conference.

                         About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

"As of December 31, 2012, we had a cash balance of approximately
$13.0 million and working capital of $12.8 million.  We project
that current cash reserves will sustain our operations through at
least December 31, 2013, and we are not aware of any trends or
potential events that are likely to adversely impact our short
term liquidity through this term.  We expect to fund our
operations with our net product revenues from our commercial
products, cash and cash equivalents supplemented by proceeds from
equity or debt financings, and loans or collaborative agreements
with corporate partners, each to the extent necessary," according
to the Company's annual report for the year ended Dec. 31, 2012.

Uni-Pixel incurred a net loss of $9.01 million in 2012, as
compared with a net loss of $8.56 million in 2011.  The Company's
balance sheet at June 30, 2013, showed $63.28 million in total
assets, $6.56 million in total liabilities and $56.71 million in
total shareholders' equity.


UNIVERSAL BIOENERGY: Delays 2013 10-K Over Business Matters
-----------------------------------------------------------
Universal Bioenergy, Inc., has been unable to complete its Form
10-K for the year ended June 30, 2013, within the prescribed time
because of delays in completing the preparation of its financial
statements and its management discussion and analysis.  Those
delays are primarily due to Company's management's dedication to
business matters.

                      About Universal Bioenergy

Headquartered in Irvine, California, Universal Bioenergy Inc.
develops markets alternative and natural energy products
including, natural gas, solar, biofuels, wind, wave, tidal, and
green technology products.

Universal Bioenergy disclosed a net loss of $3.65 million on
$50.51 million of revenues for the year ended Dec. 31, 2012, as
compared with a net loss of $2.23 million on $71.74 million of
revenues during the prior year.  The Company's balance sheet at
March 31, 2013, showed $7.05 million in total assets, $8.68
million in total liabilities and a $1.62 million total
stockholders' deficit.

Bongiovanni & Associates, CPA'S, in Cornelius, North Carolina,
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
operating losses, has an accumulated deficit, has negative working
capital, and has yet to generate an internal cash flow that raises
substantial doubt about its ability to continue as a going
concern.


UNIVERSAL HEALTH: Moody's Revises Ratings Outlook to Positive
-------------------------------------------------------------
Moody's Investors Service revised the rating outlook for Universal
Health Services, Inc. (UHS) to positive from stable. Concurrently,
Moody's affirmed the existing ratings of the company, including
the Ba2 Corporate Family Rating and Ba2-PD Probability of Default
Rating. Finally, Moody's assigned a Speculative Grade Liquidity
Rating of SGL-2 and assigned ratings to UHS' new tranches of term
loan A and revolver that were established in the company's second
amendment of its credit facility.

The positive outlook reflects Moody's expectation that strong
growth in the behavioral segment will offset the difficult
operating environment in the acute care business in the near term.
Benefits to the acute care segment from the Affordable Care Act
expected to begin in 2014, therefore, will be incremental to the
faster pace of growth provided by the behavioral segment. Moody's
also expects that cash used for acquisitions and investments in
growth initiatives will add to EBITDA and improve overall margins
but limit debt repayment. The outlook also reflects Moody's
expectation that the company will remain disciplined towards
increasing leverage for acquisitions or shareholder initiatives.

The Speculative Grade Liquidity Rating of SGL-2 reflects Moody's
belief that the company will maintain good liquidity over the next
12 to 18 months, characterized by stable free cash flow,
considerable revolver availability and ample compliance with
required covenant levels.

Following is a summary of Moody's rating actions.

Ratings affirmed:

  Corporate Family Rating at Ba2

  Probability of Default Rating at Ba2-PD

  Senior secured revolver expiring 2015 at Ba2 (LGD 3, 44%)

  Senior secured term loan A due 2015 at Ba2 (LGD 3, 44%)

  Senior secured term loan A2 due 2016 at Ba2 (LGD 3, 44%)

  Senior secured term loan B due 2016 at Ba2 (LGD 3, 44%)

  7.125% senior secured notes due 2016 at Ba2 (LGD 3, 44%)

  7.0% senior unsecured notes due 2018 at B1 (LGD 6, 93%) from B1
  (LGD 6, 95%)

Ratings assigned:

  Senior secured revolver expiring 2016 at Ba2 (LGD 3, 44%)

  Senior secured term loan A due 2016 at Ba2 (LGD 3, 44%)

  Speculative Grade Liquidity Rating at SGL-2

The rating outlook was changed to positive from stable.

Ratings Rationale

UHS' Ba2 Corporate Family Rating reflects Moody's expectation of
continued EBITDA growth and stable cash flow. Moody's believes the
company will continue to operate with modest leverage and remain
disciplined with respect to the use of incremental debt for
acquisitions or shareholder initiatives. However, Moody's expects
that the company will continue to be acquisitive and invest in
growth initiatives, which will limit debt repayment. While,
Moody's anticipates a difficult operating environment in the acute
care business in the near term, characterized by pressure on
reimbursement rates and weak volume trends, the segment should
begin to benefit from an expected reduction in bad debt expense as
uninsured individuals gain coverage under the Affordable Care Act
in 2014. Further, the rating incorporates the benefit of
diversification provided by UHS' behavioral health segment, which
is reimbursed under a separate methodology from the acute care
operations, thereby lowering the risk of a regulatory change that
could impact the company as a whole.

If the company can grow EBITDA or repay debt such that leverage is
expected to be sustained below 3.0 times and free cash flow to
debt is expected to be sustained above 10%, Moody's could upgrade
the rating.

A decline in operating performance resulting in an expectation
that adjusted debt to EBITDA will remain above 4.0 times or that
free cash flow to debt will be below 5% for a sustained period,
could result in a downgrade of the ratings. Furthermore, a
significant debt financed acquisition or shareholder initiative
could result in a downgrade of the ratings.

Universal Health Services, Inc., headquartered in King of Prussia,
Pennsylvania, owns and operates acute care hospitals and
behavioral health centers. Services provided by the hospitals
include general and specialty surgery, internal medicine,
obstetrics, emergency room care, radiology, oncology, diagnostic
care, coronary care, pediatric services, pharmacy services and
behavioral health services. UHS recognized approximately $7.1
billion of revenue after the provision for doubtful accounts for
the twelve months ended June 30, 2013.


VALLEJO, CA: Again Mired in Pension Debt Two Years After Ch. 9
--------------------------------------------------------------
Tim Reid, writing for Reuters, reported that less than two years
after exiting bankruptcy, the city of Vallejo, California, is
again facing a budget crisis as soaring pension costs, which were
left untouched in the bankruptcy reorganization, eat up an ever-
growing share of tax revenues.

According to the report, Vallejo's plight, so soon after
bankruptcy, is an object lesson for three U.S. cities going
through that process today -- Detroit, Stockton and San
Bernardino, California -- because it shows the importance of
dealing with pension obligations as part of a financial
restructuring, experts say.

The Vallejo experience may be particularly relevant to Stockton,
which is further along in its bankruptcy case than Detroit and San
Bernardino and has signaled its intention to leave pension
payments intact, the report said.

All three current bankruptcies are considered test cases in the
titanic battle between Wall Street and public pension funds over
whether municipal bondholders or current and retired employees
should absorb most of the pain when a state or local government
goes broke, the report noted.

"Any municipal bankruptcy that doesn't restructure pension
obligations is going to be a failure because pension obligations
are the largest debt a city has," Karol Denniston, a municipal
bankruptcy attorney in San Francisco, told the news agency.

                     About Vallejo, California

Vallejo -- http://www.ci.vallejo.ca.us/-- is a city in Solano
County, California in the United States.  As of the 2000 census,
the city had a total population of 116,760.  It is located in the
San Francisco Bay Area on the northern shore of San Pablo Bay.  It
was named for General Mariano Guadalupe Vallejo.

Vallejo filed for protection under Chapter 9 of the U.S.
Bankruptcy Code (Bankr. E.D. Calif. Case No. 08-26813) on May 23,
2008, after it was unable to persuade labor unions to accept
salary concessions as the recession began cutting into local
government tax collections nationwide.  Marc A. Levinson, Esq.,
and Norman C. Hile, Esq., at Orrick, Herrington & Sutcliffe LLP in
Sacramento, California, represented the City.  The city estimated
$500 million to $1 billion in assets and $100 million to $500
million in debts in its petition.  According to Vallejo's
comprehensive annual report for the year ended June 30, 2007, the
city has $983 million in assets and $358 million in debts.

In August 2011, Vallejo was given green light to exit the
municipal reorganization.   The Chapter 9 plan restructures
$50 million of publicly held debt secured by leases on public
buildings.  Although the Plan doesn't affect pensions, it adjusts
the claims and benefits of current and former city employees.

A federal judge released the city of Vallejo from bankruptcy on
Nov. 1, 2011.


WALTER ENERGY: Bank Debt Trades at 4% Off
-----------------------------------------
Participations in a syndicated loan under which Walter Energy Inc
is a borrower traded in the secondary market at 96.08 cents-on-
the-dollar during the week ended Friday, October 4, 2013,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal.  This represents an increase
of 0.65 percentage points from the previous week, The Journal
relates.  Walter Energy Inc pays 575 basis points above LIBOR to
borrow under the facility.  The bank loan matures on March 14,
2018.  The bank debt carries Moody's B3 rating and Standard &
Poor's B rating.  The loan is one of the biggest gainers and
losers among 209 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.

                         About Walter Energy Inc

Walter Energy, Inc. is primarily a metallurgical coal producer
with additional operations in metallurgical coke, steam and
industrial coal, and natural gas. Headquartered in Birmingham,
Alabama, the company generated $2 billion in revenue for the
twelve months ended June 30, 2013.

                            *     *     *

As reported in the Troubled Company Reporter on Sept. 23, 2013,
Standard & Poor's Ratings Services said that it assigned its 'B'
issue-level rating to Walter Energy Inc.'s proposed $350 million
senior secured notes due 2019.  The issue level rating, which is
one notch above the corporate credit rating, and the '2' recovery
rating indicate S&P's expectation for a substantial (70% to 90%)
recovery in the event of a payment default.  The corporate credit
rating remains 'B-' and the outlook is negative.


WAVE HOUSE: Court Confirms 1st Amended Plan
-------------------------------------------
The U.S. Bankruptcy Court for the Southern District of California
confirmed Wave House Belmont Park, LLC's first amended plan of
reorganization.

The Plan calls for the Debtor to liquidate its remaining assets to
pay creditors in full.  The Debtor will press forward with its
litigation against the City of San Diego in the action styled Wave
House Belmont Park, LLC, v. The City of San Diego, Case No. 10-
90553-LT.

The Plan is also hinged on separate settlement agreements with
Symphony Asset Pool XVI, LLC, and East West Bank.  Under the EWB
settlement, a promissory note in the sum of $1,127,651 will
executed by EWB in favor of the Debtor.

The Plan proposes to pay holders of general unsecured claims in
full in an amount up to 100% of the amount of the general
unsecured claim with interest accruing at the current federal
short term rate of .20%.  Payment to general unsecured claims is
contingent of the funds available from the proceeds of the San
Diego adversarial action and the promissory note, after payment in
full of the secured claims of Kathleen Lochtefeld and Symphony
Asset Pool XVI, LLC, and the unsecured priority claim of the
County of San Diego Treasurer-Tax Collector.

A full-text copy of the Disclosure Statement dated March 6, 2013,
is available for free at:

           http://bankrupt.com/misc/WAVEHOUSEds0306.pdf

John L. Smaha, Esq., and Gustavo E. Bravo, Esq., at Smaha Law
Group, APC, in San Diego, California, represent the Debtors.

                         About Wave House

San Diego, California-based Wave House Belmont Park, LLC, filed
for Chapter 11 bankruptcy protection (Bankr. S.D. Cal. Case No.
10-19663) on Nov. 3, 2010.  John L. Smaha, Esq., at Smaha Law
Group, APC, assists the Debtor in its restructuring effort.

Wave House, the company that operates the San Diego amusement area
Belmont Park, filed for bankruptcy protection after the city
imposed an eightfold increase in rent.  The Debtor disclosed
$28.3 million in assets and $17.6 million in liabilities.


WORLD SURVEILLANCE: Signs Equity Conversion Agreements
------------------------------------------------------
World Surveillance Group Inc. entered into conversion agreements
with (a) Glenn D. Estrella, the Company's president and chief
executive officer, (b) Barbara M. Johnson, the Company's vice
president, general counsel and secretary, (c) Jeffrey Sawyers, the
Company's chief financial officer, (d) Felicia Hess, a director of
the Company and the president of Lighter Than Air Systems Corp.,
the Company's wholly owned subsidiary and several employees, to
convert an aggregate of $624,624 of accrued cash salary into
options to purchase shares of common stock and, in one case,
shares of restricted common stock.  In connection with the Equity
Conversion, the option price for the shares was $0.013 and, in the
one case of shares being issued, the shares of Common Stock were
valued at $0.013 per share.  Options to purchase an aggregate of
40,355,693 shares were issued to the employees and 7,692,308
shares of common stock were issued, which shares will be
restricted pursuant to the Securities Act.

No underwriting discount or commissions were paid in connection
with the Equity Conversion.

The Options and Common Stock issued pursuant to the Equity
Conversion were issued as restricted securities under an exemption
provided by Regulation D, Rule 506, promulgated under the
Securities Act, or Section 4(2) of the Securities Act.

                     About World Surveillance

World Surveillance Group Inc. designs, develops, markets and sells
autonomous lighter-than-air (LTA) unmanned aerial vehicles (UAVs)
capable of carrying payloads that provide persistent security
and/or wireless communication from air to ground solutions at low,
mid and high altitudes.  The Company's airships, when integrated
with electronics systems and other high technology payloads, are
designed for use by government-related and commercial entities
that require real-time intelligence, surveillance and
reconnaissance or communications support for military, homeland
defense, border control, drug interdiction, natural disaster
relief and maritime missions.  The Company is headquartered at the
Kennedy Space Center, in Florida.

World Surveillance disclosed a net loss of $3.36 million on
$272,201 of net revenues for the year ended Dec. 31, 2012, as
compared with a net loss of $1.12 million on $19,896 of net
revenues in 2011.  The Company's balance sheet at June 30, 2013,
showed $3.60 million in total assets, $16.93 million in total
liabilities, all current and $13.33 million total stockholders'
deficit.

Rosen Seymour Shapss Martin & Company 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 experienced significant losses
and negative cash flows, resulting in decreased capital and
increased accumulated deficits.  These conditions raise
substantial doubt about its ability to continue as a going
concern.

                        Bankruptcy Warning

"Our indebtedness at June 30, 2013 was $16,938,962.  A portion of
such indebtedness reflects judicial judgments against us that
could result in liens being placed on our bank accounts or assets.
We are continuing to review our ability to reduce this debt level
due to the age and/or settlement of certain payables but we may
not be able to do so.  This level of indebtedness could, among
other things:

  * make it difficult for us to make payments on this debt and
    other obligations;

   * make it difficult for us to obtain future financing;

   * require us to redirect significant amounts of cash from
     operations to servicing the debt;

   * require us to take measures such as the reduction in scale of
     our operations that might hurt our future performance in
     order to satisfy our debt obligations; and

   * make us more vulnerable to bankruptcy or an unwanted
     acquisition on terms unsatisfactory to us," the Company said
     in the quarterly report for the period ended June 30, 2013.


YOD PARTNERSHIP: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: YOD Partnership
        6360 Van Nuys Boulevard, Suite 204
        Van Nuys, CA 91401

Case No.: 13-16402

Chapter 11 Petition Date: October 4, 2013

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

Judge: Hon. Maureen Tighe

Debtor's Counsel: William H Brownstein, Esq.
                  1250 6th St Ste 205
                  Santa Monica, CA 90401-1637
                  Tel: 310-458-0048
                  Fax: 310-576-3581
                  Email: Brownsteinlaw.bill@gmail.com

Total Assets: $1.15 million

Total Liabilities: $14,700

The petition was signed by Ahron Zilberstein, general partner.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb13-16402.pdf


* Government Shutdown Hits U.S. Trustee Program
-----------------------------------------------
Joseph Checkler and Stephanie Gleason, writing for The Wall Street
Journal, reported that U.S. bankruptcy courts remain open for
business, but the government shutdown leaves them far from full
strength.

According to the report, only one third of the employees from the
U.S. Trustee Program, the Justice Department unit that monitors
bankruptcy cases throughout the country, are essential workers who
are required to work through the shutdown. The other 780 employees
have been furloughed.

That means there are fewer eyes watchdogging ongoing bankruptcy
cases, both consumer and corporate, the report related.  The
courts remain open and continue to hold hearings and approve
motions, but Congress's inability to break the stalemate that shut
down the government could slow down some ongoing Chapter 11 cases.

At a hearing in the LightSquared Chapter 11 case on Sept. 30,
Judge Shelley C. Chapman of the Manhattan bankruptcy court said
she was concerned that the U.S. trustee wouldn't be staffed to
file potential objections ahead of a key hearing set for next
week, the report further related.

Tracy Hope Davis, the trustee in charge of monitoring the
LightSquared case, is still working, but many employees who work
for her, including some of the lawyers that prepare court filings,
aren't, the report said.  Other U.S. trustees have the same issue.


* U.S. Government Shutdown Hits Military Contractors, Suppliers
---------------------------------------------------------------
James R. Hagerty, Doug Cameron and John W. Miller, writing for The
Wall Street Journal, reported that the partial shutdown of the
federal government is leading to layoffs and production
disruptions at defense contractors and some manufacturing
companies.

According to the report, United Technologies Corp. said on Oct. 2
that it is preparing to furlough nearly 2,000 workers at its
Sikorsky unit, which makes Black Hawk helicopters for the Defense
Department, and may have to idle several thousand more workers at
its Pratt & Whitney and UTC Aerospace units if the shutdown drags
on for weeks.

Government workers deemed nonessential were furloughed starting on
Tuesday after Congress failed to meet a Sept. 30 deadline for
extending government spending authority, and the cuts have spilled
over to government suppliers and the companies that cater to them,
the report related.

The impasse compounds the situation for U.S. manufacturers already
nervous about the new health-care law and a wobbly U.S. economy,
the report said. After hitting a low of about 11.5 million in
early 2010, U.S. manufacturing employment recovered to nearly 12
million in mid-2012 but since then has stagnated.

"Everybody is in this giant gray area," said Lisa Goldenberg,
president of Delaware Steel Co. of Pennsylvania, a metals
distributor based in Fort Washington, Pa., the report further
related.  "What the shutdown is doing is slowing down an already
slow machine."


* Wells Fargo Said to Face Action over Mortgage Accord Compliance
-----------------------------------------------------------------
Christie Smythe, writing for Bloomberg News, reported that Wells
Fargo & Co. was sued by New York state over the bank's failure to
uphold terms of a $25 billion mortgage-servicing settlement, state
Attorney General Eric Schneiderman said.

According to the report, Bank of America Corp. has agreed to
changes aimed at bringing the Charlotte, North Carolina-based
lender into compliance with the deal, Schneiderman said on Oct. 3
at a press conference in Manhattan.

Wells Fargo and Bank of America were accused by Schneiderman's
office of violating the national settlement, under which five of
the country's largest mortgage servicers promised to reform
foreclosure and loan-modification practices, the report said.

In 2012, a coalition of 49 states and the U.S. reached the
national settlement with Wells Fargo, Bank of America, JPMorgan
Chase & Co., Citigroup Inc. and Ally Financial Inc. in an effort
to combat mortgage-servicing abuses such as "robosigning" of
documents used in foreclosure proceedings and barriers to
modifications of loans, the report related.

The suit, filed Oct. 3 in federal court in Washington, is a motion
to enforce the settlement upon San Francisco-based Wells Fargo,
the report added. Wells Fargo is one of the most difficult banks
for distressed homeowners to deal with, Schneiderman said at the
press conference. The bank sends "incomprehensible communications"
to homeowners, he said.

The case is U.S. v. Bank of America Corp. (BAC), 12-00361, U.S.
District Court, District of Columbia (Washington).


* Bank Credit Card Fees Face New Scrutiny by U.S. Consumer Bureau
-----------------------------------------------------------------
Carter Dougherty, writing for Bloomberg News, reported that
credit-card issuers may face new limits on fees and greater
disclosure requirements as the U.S. Consumer Financial Protection
Bureau pledges more scrutiny after a 2009 law that revamped
regulation of the business.

"The CARD Act brought better consumer protections and fairness to
the marketplace, but we found there is more work to be done," CFPB
Director Richard Cordray said in remarks prepared for a hearing
the agency held in Chicago on Oct. 2.

The Credit Card Accountability Responsibility and Disclosure Act
of 2009, limited lenders' ability to raise interest rates, curbed
late fees and forced lenders to seek customers' approval to apply
over-limit fees, the report related.  Now the bureau will examine
whether certain cards impose undue fees, and whether issuers
adequately disclose terms and conditions, Cordray said.

New CFPB action on credit cards could affect major lenders by
limiting fees they can collect or restricting marketing
techniques, the report related.  The six biggest U.S. credit-card
issuers are JPMorgan Chase & Co., Bank of America Corp., Citigroup
Inc., American Express Co., Capital One Financial Corp., and
Discover Financial Services.

The CFPB published a report on the card business on Oct. 2, using
data from before the 2009 law was published through December 2012,
Cordray said.


* British Regulator Plans New Rules for Payday Lenders
------------------------------------------------------
Chad Bray, writing for The New York Times' DealBook, reported that
British regulators announced plans on Oct. 3 to impose stiff new
rules next year for payday lenders, whose business has grown
sharply since the financial crisis.

According to the report, the new rules in Britain will include
requirements that lenders properly evaluate whether a consumer can
afford such a loan and to limit the number of times the loan can
be rolled over. Lenders also will be required to provide consumers
with sources of debt advice before refinancing.

Payday lenders also will be required to include risk warnings in
advertisements, which have proliferated on British daytime
television, many offering loans of up to GBP1,000 ($1,620) at a
time, the report related.

Firms will face fines for violations of the rules, the report
said.

The Financial Conduct Authority, which is set take over regulation
of consumer credit firms in April 2014, said the proposed changes
were intended to make promotions by lenders "clear, fair and not
misleading," the report further related.


* CFPB Fines Meracord over Debt-Relief Firms' Illegal Fees
----------------------------------------------------------
Danielle Douglas, writing for The Washington Post, reported that
one of the largest payment-processing companies helped debt-relief
firms impose illegal upfront fees on struggling consumers,
according to the Consumer Financial Protection Bureau. The agency
fined the firm, Meracord, $1.3 million on Thursday.

According to the report, the enforcement action is part of a broad
crackdown on companies that take advantage of people trying to
eliminate debt. The bureau is going after not just individual
firms, but also the infrastructure that lets them withdraw money
from consumers' accounts.

"If a business is enabling bad actions that hurt consumers, then
we will use our authority to stop them," Steven Antonakes, deputy
director of the CFPB, said on a call with reporters, the report
cited.  "We are making the point here, and it applies to all
companies that do business with consumer financial providers."

Debt-relief companies help consumers mired in debt by negotiating
settlements with creditors, the report related.  When consumers
sign up with these firms, they are often instructed to stop paying
their debts and make monthly payments to a payment processor while
the debts are negotiated.

Federal law, however, bars debt-relief firms from demanding
payments before settling any debts, in order to protect consumers
from spending money on services that may not materialize, the
report further related. Antonakes said Tacoma, Wash.-based
Meracord should have known that it was processing upfront payments
in violation of the law.


* Lenders Spell Out Plans to Wind Down in Event of Upheaval
-----------------------------------------------------------
Michael R. Crittenden and Julie Steinberg, writing for The Wall
Street Journal, reported that major Wall Street banks said they
will sell business lines, let the government take over certain
subsidiaries and enter into bankruptcy proceedings to avoid a
taxpayer-funded bailout in the event of another financial crisis.

According to the report, the latest round of so-called living
wills, released by regulators on Oct. 3, showcased the disparate
approaches banks plan to take to dismantle their firms in times of
severe market stress.

Goldman Sachs Group Inc. said its "preferred strategy" would be to
avoid insolvency by recapitalizing its major U.S. and U.K. broker-
dealers, as well as other key businesses, the report related.
Citigroup Inc. would try to sell off its broker-dealer units first
before letting the parent company fail under one scenario. Bank of
America Corp. said the "simplest approach" to winding down its
business would be through a Chapter 11 bankruptcy filing by its
holding company, with its subsidiaries continuing to operate. If
unable to recapitalize its business, J.P. Morgan Chase & Co. would
sell or divest business lines or conduct a "rapid and orderly wind
down in proceedings" through bankruptcy.

The plans, only a small portion of which are released publicly by
the Federal Reserve and Federal Deposit Insurance Corp., highlight
the challenges banks and regulators face as they try to ensure
that increasingly complex financial firms could be dismantled
without government aid, the WSJ noted.

Ernie Patrikis, a banking partner at law firm White & Case,
expressed doubts about how useful the plans would be in times of
crisis. "It is difficult to anticipate where the next major
problem will arise," he said, the report cited.  "And you can't
just sell or shut down companies overnight."


* New York Businesses Win Ruling on Card Swipe-Fee Ban
------------------------------------------------------
Christie Smythe & Carter Dougherty, writing for Bloomberg News,
reported that a New York law banning merchants from surcharging
customers to make up for credit-card swipe fees was halted by a
federal judge who ruled the statute is unconstitutional.

According to the report, U.S. District Judge Jed Rakoff in
Manhattan on Oct. 4 ordered the state not to enforce the ban
during a legal challenge filed by several small businesses.

Businesses including a Vestal, New York, hair salon, a Brooklyn
ice cream parlor and Lower Manhattan martial arts academy alleged
in a lawsuit filed in June that the law violated free speech
rights by penalizing them for adding surcharges while at the same
time allowing them to provide discounts to customers paying with
cash or debit cards, the report related.

"Alice in Wonderland has nothing on section 518 of the New York
General Business Law," Rakoff wrote, the report cited.  "This
virtually incomprehensible distinction between what a vendor can
and cannot tell its customers offends the First Amendment and
renders section 518 unconstitutional."

Rakoff said the law violated the First Amendment because it
prevented merchants from calling the difference between prices
charged to cash customers and credit-card users a "surcharge," the
report added. The term "surcharge" communicates to customers that
credit cards are costly for merchants, the businesses argued.


* SEC Chairman: Congress, Courts Crowding in on Regulator's Role
----------------------------------------------------------------
Andrew Ackerman and Julie Steinberg, writing for The Wall Street
Journal, reported that Securities and Exchange Commission Chairman
Mary Jo White on Oct. 3 criticized attempts to encroach on the
agency's independence, saying recent moves by Congress and the
courts inappropriately circumvent the SEC's expertise and
judgment.

According to the report, in a dig at judges who have questioned
the SEC's rules and its historic practice of allowing firms to
settle cases without admitting wrongdoing, Ms. White suggested the
courts were acting beyond the scope of their roles and should
instead "defer to the agency's reasoned judgments."

"We recognize that, under the law, a court can review a
settlement," she said, in prepared remarks at Fordham Law School,
the report related. "But a court that reviews a settlement that a
law enforcement agency like ours enters with a defendant has a
more limited task."

Though she didn't refer to him by name, her remarks appeared to be
criticism of U.S. District Judge Jed S. Rakoff for rejecting a
proposed 2011 deal allowing Citigroup Inc. to pay $285 million to
settle allegations the bank misled investors in a 2007 mortgage-
bond deal, the report further related.  Mr. Rakoff said allowing
companies to settle charges without admitting or denying
wrongdoing is "hallowed by history, but not by reason."

After Ms. White said "I will not speak of any specific cases, or
ill of any of my judicial friends," she paused, and to laughter
from the audience, said, "Who am I talking about?" She then
appeared to look in the direction of where Judge Rakoff was
sitting.


* Small Firms Grapple with Roadblocks Caused by Shutdown
--------------------------------------------------------
Sarah E. Needleman, Angus Loten and Ruth Simon, writing for The
Wall Street Journal, reported that the government shutdown is
creating pain nationwide for small businesses that depend on
federal agencies to operate or that were in the middle of securing
government-backed loans.

According to the report, Jeremy Shafer, owner of EnDepth Solutions
LLC, a cybersecurity firm in Baltimore, said he might have to lay
off some of his 12 full-time workers if the shutdown persists.

The company's customers are all federal agencies, including the
Department of Defense, the report related.  The government's
fiscal year starts Oct. 1, and new projects meant to kick off this
week are now on hold. "A lot of employees are just sitting around
with nothing to do," Mr. Shafer said. "We're losing revenue."

Soo-Tsong Lim, co-founder of Unistar-Sparco Computers Inc., a 40-
employee technology-services firm in Millington, Tenn., said
packages recently shipped to federal agencies have been returned,
costing the company about $25,000, the report added.

"Layoffs will probably have to happen if this continues," said Mr.
Lim, who is also concerned about paying vendors, suppliers and
banks over the next few weeks if the $8 million it is owed by
federal clients isn't paid on time, the report further related.
"We're very stressed out," he said.


* FTI Named 2013 Turnaround & Transaction of the Year Winner
------------------------------------------------------------
FTI Consulting, Inc., the global business advisory firm dedicated
to helping organizations protect and enhance their enterprise
value, on Oct. 2 disclosed that the Turnaround Management
Association (TMA) has awarded FTI Consulting the "Transaction of
the Year: Large Company" for its efforts on Cagle's, Inc. and
Cagle's Farm, Inc.  The firm and engagement team members Keith
Cooper, Sean Harding and Jaqueline Brock will be honored during
the 2013 TMA Turnaround and Transaction of the Year Awards being
held at the 25th TMA Annual Conference, taking place in
Washington, D.C. on October 3-5, 2013.

"We are pleased to be recognized as one of this year's TMA
Transaction of the Year Award recipients," said Kevin Lavin,
Global Co-leader of the FTI Consulting Corporate
Finance/Restructuring segment.  "Our work with Cagle's affirms our
commitment to excellence and is a striking example of how we
collaborate and work to preserve and create value for our clients
and key stakeholders."

Cagle's was a vertically integrated poultry company with a 70-year
history.  FTI Consulting represented the company in its Chapter 11
bankruptcy proceedings and played an instrumental role in
negotiating with the existing secured lender to save the company
from the brink of liquidation after it lost financing
availability.  The FTI Consulting team assumed day-to-day
operating management responsibilities during the course of the
bankruptcy and led a successful orderly sale process of the
business.

As a result of the sale and marketing efforts, a competitive
auction occurred that resulted in a winning bid of approximately
$91.0 million tendered by a strategic buyer.  The company was able
to pay all secured, administrative and unsecured claims in full
with interest, as well as make substantial equity distributions to
the company's equity owners at more than $3 per share.  More
important, the transaction preserved the company's business and
saved more than 1,600 jobs.  In addition, the buyer plans to add
another 1,100 jobs by increasing production at former processing
plants and investing in new processing lines.

Keith Cooper, the Cagle's engagement leader and a Senior Managing
Director in the firm's Corporate Finance/Restructuring segment
said, "This engagement is a true success, and I am most proud that
we were not only able to save jobs, but also aid in the creation
of new jobs in an economic environment where unemployment and
underemployment continue to be a critical issue."

Since 1993, TMA has honored excellence through its annual awards
program, which recognizes the most successful turnarounds and
impactful transactions.  The TMA noted that this year's winners
saved countless jobs and made a significant economic impact, both
locally and globally.

                       About FTI Consulting

FTI Consulting, Inc. -- http://www.fticonsulting.com-- is a
global business advisory firm dedicated to helping organizations
protect and enhance enterprise value in an increasingly complex
legal, regulatory and economic environment.  With more than 4,000
employees located in 24 countries, FTI Consulting professionals
work closely with clients to anticipate, illuminate and overcome
complex business challenges in areas such as investigations,
litigation, mergers and acquisitions, regulatory issues,
reputation management, strategic communications and restructuring.
The company generated $1.58 billion in revenues during fiscal year
2012.


* Perkins Coie Adds Another Partner to Dallas Office
----------------------------------------------------
Perkins Coie is pleased to announce that John D. Penn, Esq. --
JPenn@perkinscoie.com -- has joined the firm's Dallas office as a
partner in the firm's Bankruptcy & Restructuring practice.  He
will also spend time as needed in the firm's New York office
working on Chapter 11 bankruptcy filings in that venue.  He was
most recently a partner with Haynes and Boone LLP in Fort Worth.
Penn is the fourth partner (and eighth attorney) to join the
Dallas office since March.

"This has been a great year of growth for the firm in Texas with
our Dallas office almost doubling in size," said Steve Smith,
Office Managing Partner of Perkins Coie's Dallas office.  "John is
a meaningful addition to our presence in the Lone Star State and
we're delighted to welcome him to the firm."

Penn, a former president and chairman of the American Bankruptcy
Institute (ABI), is nationally recognized for his bankruptcy and
litigation skills.  He has been the lead attorney representing
parties in Chapter 11 cases, including debtors, major credit
institutions and creditors committees as well as defendants in
bankruptcy litigation.

"John further deepens our national bankruptcy and restructuring
team," said David M. Neff, co-chair of the firm's Financial
Transaction & Restructuring practice.  "His effective counsel in
successful restructuring matters makes him an asset not only to
the Dallas office but also nationally to the firm's workout and
litigation practices.  John's addition follows closely on that of
Sara Chenetz who joined our bankruptcy practice in Los Angeles in
May."

Penn's many practice areas include airline reorganization,
bankruptcy and insolvency litigation, indenture trustees,
successor trustees and secured creditors. He has a broad depth of
experience in working with clients in the airline, utilities,
energy, home furnishings, timber, real estate and finance
industries. Penn is Board Certified in Business Bankruptcy Law by
both the Texas Board of Legal Specialization and the American
Board of Certification. He is a frequent speaker as well as a
writer and commentator on commercial bankruptcy issues.

Penn received both his undergraduate degree and J.D. from Baylor
University. In addition to his leadership of the ABI, he is an
Emeritus Director of the American Board of Certification (as well
as a past president and past chair of the board of directors), the
American College of Bankruptcy, the International Insolvency
Institute and the Tarrant County Bankruptcy Bar (past president).
He has been recognized in Chambers USA, Best Lawyers in America
(2003-2013), Super Lawyers (2003 ? 2013) and is AV(R)
Preeminent(TM) by Martindale Hubbell(R).

Outside of his law practice, Penn is a current member of the
Executive Board for the Longhorn Council Boy Scouts of America
(2004-present), a former Scoutmaster and he was a member of the
Board of Directors of the Tarrant County Division of the March of
Dimes (1995-2004).

Perkins Coie's Bankruptcy & Restructuring group is a national,
full-service bankruptcy and restructuring practice with experience
representing virtually all constituencies in a distressed
situation. Attorneys provide counsel for debtors, creditors and
third parties in out-of-court negotiations as well as
representation in state and federal court litigation across the
country.  Perkins Coie has substantial bankruptcy experience,
representing business debtors, secured and unsecured creditors,
court-appointed trustees, indenture trustees and creditors'
committees.  The firm also represents federally insured financial
institutions, commercial mortgage-backed securities special
servicers (CMBS), pension fund administrators, asset-based
lenders, trade creditors and public debt holders.

About Perkins Coie: Founded in 1912, Perkins Coie has more than
900 lawyers in 19 offices across the United States and Asia. We
provide a full array of corporate, commercial litigation and
intellectual property legal services to a broad range of clients,
from FORTUNE 50 corporations to small, independent start-ups, as
well as public and not-for-profit organizations.


* BOND PRICING -- For Week From Sept. 30 to Oct. 4, 2013
--------------------------------------------------------

  Company               Ticker  Coupon Bid Price  Maturity Date
  -------               ------  ------ ---------  -------------
AES Eastern Energy LP   AES      9.670     4.125       1/2/2029
AES Eastern Energy LP   AES      9.000     1.750       1/2/2017
AGY Holding Corp        AGYH    11.000    56.625     11/15/2014
Affinion Group
  Holdings Inc          AFFINI  11.625    57.250     11/15/2015
Alion Science &
  Technology Corp       ALISCI  10.250    65.750       2/1/2015
Ally Financial Inc      ALLY     6.650    99.000     10/15/2018
Buffalo Thunder
  Development
  Authority             BUFLO    9.375    35.250     12/15/2014
Cengage Learning
  Acquisitions Inc      TLACQ   10.500    19.750      1/15/2015
Cengage Learning
  Acquisitions Inc      TLACQ   12.000    13.625      6/30/2019
Cengage Learning
  Acquisitions Inc      TLACQ   10.500    19.750      1/15/2015
Cengage Learning
  Acquisitions Inc      TLACQ   13.250     1.375      7/15/2015
Cengage Learning
  Acquisitions Inc      TLACQ   13.250     1.375      7/15/2015
Cengage Learning
  Holdco Inc            TLACQ   13.750     1.375      7/15/2015
Champion
  Enterprises Inc       CHB      2.750     0.375      11/1/2037
Energy Conversion
  Devices Inc           ENER     3.000     7.875      6/15/2013
Energy Future
  Competitive Holdings
  Co LLC                TXU      8.175    15.000      1/30/2037
Energy Future
  Holdings Corp         TXU      5.550    35.000     11/15/2014
FiberTower Corp         FTWR     9.000     1.000       1/1/2016
GMX Resources Inc       GMXR     9.000     0.990       3/2/2018
GMX Resources Inc       GMXR     4.500     1.850       5/1/2015
James River Coal Co     JRCC     4.500    32.500      12/1/2015
James River Coal Co     JRCC     3.125    24.250      3/15/2018
LBI Media Inc           LBIMED   8.500    30.000       8/1/2017
Lehman Brothers
  Holdings Inc          LEH      1.000    16.625      8/17/2014
Lehman Brothers
  Holdings Inc          LEH      1.000    16.625      8/17/2014
MF Global Holdings Ltd  MF       6.250    45.500       8/8/2016
MF Global Holdings Ltd  MF       1.875    43.875       2/1/2016
OnCure Holdings Inc     ONCJ    11.750    49.000      5/15/2017
Overseas Shipholding
  Group Inc             OSG      8.750    84.250      12/1/2013
Platinum Energy
  Solutions Inc         PLATEN  14.250    43.625       3/1/2015
Powerwave
  Technologies Inc      PWAV     1.875     0.750     11/15/2024
Powerwave
  Technologies Inc      PWAV     1.875     0.750     11/15/2024
Residential
  Capital LLC           RESCAP   6.875    31.750      6/30/2015
Savient
  Pharmaceuticals Inc   SVNT     4.750    24.000       2/1/2018
School Specialty Inc    SCHS     3.750    38.375     11/30/2026
Sorenson
  Communications Inc    SRNCOM  10.500    70.625       2/1/2015
Sorenson
  Communications Inc    SRNCOM  10.500    70.625       2/1/2015
THQ Inc                 THQI     5.000    50.500      8/15/2014
TMST Inc                THMR     8.000    10.750      5/15/2013
TOUSA Inc               TOUS     7.500     1.000      3/15/2011
Terrestar Networks Inc  TSTR     6.500    10.000      6/15/2014
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     15.000    23.625       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.250     3.300      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.250     3.000      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.500     2.625      11/1/2016
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     15.000    35.200       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.250     2.750      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc           TXU     10.500     2.500      11/1/2016
USEC Inc                USU      3.000    22.450      10/1/2014
Verso Paper
  Holdings LLC /
  Verso Paper Inc       VRS     11.375    42.870       8/1/2016
Verso Paper
  Holdings LLC /
  Verso Paper Inc       VRS      8.750    34.000       2/1/2019
WCI Communities
  Inc/Old               WCI      4.000     0.500       8/5/2023
Western Express Inc     WSTEXP  12.500    60.000      4/15/2015
Western Express Inc     WSTEXP  12.500    60.000      4/15/2015



                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

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

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2013.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-241-8200.


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