TCR_Public/131114.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

           Thursday, November 14, 2013, Vol. 17, No. 316


                            Headlines

ADT CORP: S&P Withdrew 'B' Short-Term Corp. Credit Rating
AFFINION GROUP: Moody's Cuts PDR to 'Ca-PD'; Outlook Negative
ALBRIGHT COLLEGE: Moody's Puts 'Ba1' Long-term Rating Under Review
ALBERT EINSTEIN ACADEMIES: S&P Rates 2013A & 2013B Bonds 'BB'
AMERICAN AIRLINES: Settles Suit with DOJ Over US Airways Merger

AMERICAN AIRLINES: AFA Reviews Terms of DOJ Antitrust Settlement
AMERICAN AIRLINES: APFA Celebrates DOJ Antitrust Suit Settlement
ANEW HEALTH: Voluntary Chapter 11 Case Summary
APPVION INC: Files Form 10-Q, Posts $6.5-Mil. Net Income in Q3
ARCE RIVERSIDE: Case Summary & 2 Unsecured Creditors

ATLANTIC COAST: Atlanta Federal Reserve OKs CEO's Appointment
BEAR STEARNS: Fund Liquidator Suit Assails Ratings Firms
BENTLEY PREMIER: Jason Searcy Named Chapter 11 Trustee
BG MEDICINE: Incurs $3.6 Million Net Loss in Third Quarter
BROADWAY FINANCIAL: Bank Inks Consent Order with OCC

BROADCAST INTERNATIONAL: Cancels Merger Pact with AllDigital
BUFFALO PARK: Ocwen Opposes Claim Treatment Under Amended Plan
BUFFALO PARK: Boog Firm Can Represent Lewis in Vehicle Accident
CAPITOL BANCORP: Settlement With FDIC Allows Sale of Banks
CHRISTIAN BROTHERS: Case to Make Law on Substantive Consolidation

CITY COLLEGE OF SAN FRANCISCO: Trustee Charged w/ Rescuing School
CONCHO RESOURCES: Posts $30.4 Million Net Income in 3rd Quarter
DETROIT, MI: Mayor-Elect Duggan Sees Key Role Amid Bankruptcy
DEVONSHIRE PGA: Gets Final Approval to Use Cash Collateral
DEVONSHIRE PGA: Dec. 2 Combined Hearing to Approve Plan

DIGERATI TECHNOLOGIES: Rhodes Can't Pursue Estate Claims
DUMA ENERGY: Hydrocarb Held 12.3% Equity Stake at Oct. 31
EARL GAUDIO: May Immediately Pay 33% of Bonus Amounts
EAST 81ST: Voluntary Chapter 11 Case Summary
EMPIRE LLC: Moody's Confirms 'Caa1' CFR & Sr. Secured Notes Rating

EMPIRE RESORTS: Welcomes Approval of Casinos in New York
ENDEAVOUR INTERNATIONAL: Incurs $40.3 Million Net Loss in Q3
FAIRMONT GENERAL: Panel May Hire CohnReznick LLP as Fin'l Advisor
FAIRMONT GENERAL: Huddleston Bolen Okayed as Panel's Local Counsel
FIDELITY & GUARANTY: Fitch Affirms 'BB' Long-term Issuer Rating

FIDELITY NATIONAL: Fitch Affirms 'BB+' Sr. Unsecured Debt Rating
FLORIDA GAMING: Miami Jai-Alai Sues to Knock Out Debt to Lenders
FLORIDA GAMING: Guggenheim Securities Hiring Approval Sought
FNBH BANCORP: OCC Issues New Consent Order
FREDDIE MAC: In Talks with BofA to Settle Mortgage Dispute

FRESH & EASY: Tesco Took $214MM as Grocery Chain Failed
FRIENDFINDER NETWORKS: Can Employ Sitrick as PR Consultants
FRIENDFINDER NETWORKS: Can Hire SSG Advisors as Investment Banker
FRIENDFINDER NETWORKS: Has Final OK to Use Cash Until Dec. 31
GELT PROPERTIES: Can Access Cash Collateral Until January 2014

GELT PROPERTIES: Bank to Foreclose on Philadelphia Property
GLOBAL AVIATION: Files for Chapter 11 Bankruptcy Protection
GLOBALLOGIC HOLDINGS: Moody's Gives B3 CFR & Rates $185MM Debt B1
GLOBALSTAR INC: Files Copy of Presentation Materials with SEC
GORDIAN MEDICAL: U.S. Trustee Objects to Plan Confirmation

GREEN FIELD ENERGY: UST Wants Another Shot at Secrecy Order
GROEB FARMS: Judge Clears Creditors to Vote on Chapter 11 Plan
HELIA TEC: Court Approves Hiring of Fuqua & Associates as Counsel
IGLESIA PUERTA: Case Summary & 17 Largest Unsecured Creditors
IN PLAY: Meadow Ranch Asso. Says Plan Outline is Inadequate

IN PLAY: Maya Water Opposes Approval of 2nd Amended Plan Outline
INFINIA CORP: Can Employ Hamilton Clark as Fin'l Advisor & Banker
INFINIA CORP: Can Hire Fenwick & West as Special Counsel
INFINIA CORP: Can Employ Rocky Mountain Advisory as Accountants
INVESTCORP BANK: Fitch Affirms 'BB' Long-term Issuer Rating

ISTAR FINANCIAL: Files Form 10-Q, Incurs $30.6MM Loss in Q3
IZEA INC: Incurs $975,000 Net Loss in Third Quarter
JASON INC: Moody's Affirms 'B1' CFR & Secured Debt Ratings
KEEN EQUITIES: Case Summary & 5 Unsecured Creditors
KERA RIVERSIDE: Case Summary & 2 Unsecured Creditors

LAND CONSERVANCY BC: CCAA Stay Extended to January 2014
LBI MEDIA: S&P Ups CCR to CCC- on Distressed Exchange Completion
LIFE CARE: Exit Strategy May Be Known Early December 2013
LIME ENERGY: Green Gas Buys Landfill-Gas-to Energy Project
LOFINO PROPERTIES: Seeks Access to Glicny's Cash Collateral

MACCO PROPERTIES: Trustee May Hire Pierce Couch, Traub Lieberman
MAD CATZ: Obtains Waiver & Fixed Charge Covenant Ratio Amendment
MARTIN KELLY: Pro Athletes Score in Bankruptcy Court
MAXIM CRANE: Moody's Rates New $325MM Loan Caa2 & Affirms Caa1 CFR
MEDIA GENERAL: Files Form 10-Q, Incurs $14.6MM Net Loss in Q3

METRO AFFILIATES: Obtained Interim Approval of $10-Mil. DIP Loan
METRO AFFILIATES: Has Interim Authority to Use Cash Collateral
METRO AFFILIATES: Rothschild is Fin'l Advisor & Investment Banker
METRO AFFILIATES: Employs Silverman Shin as Special Counsel
MICRON TECHNOLOGY: Notes Conversion No Effect on Moody's Ba3 CFR

MITEL NETWORKS: Moody's Places B3 CFR on Review for Upgrade
MONTREAL MAINE: Marathon, Slawson Added in Class Suit
MOORE FREIGHT: Creditors Balk at Confirmation of Amended Plan
MOORE FREIGHT: Plan Confirmation Hearing Continued Until Nov. 19
MORGANS HOTEL: Incurs $10.3 Million Net Loss in Third Quarter

MSI CORP: Negotiates Cash Collateral Access Thru Nov. 15
MT. LAUREL LODGING: Secured Creditor Objects to Cash Use
MT. LAUREL LODGING: Employs Perkins Coie as Bankruptcy Counsel
MT. LAUREL LODGING: Hires Taft Stettinius as Co-Counsel
MT. LAUREL LODGING: Sues NRB for Conversion of Property

NEWLEAD HOLDINGS: Issues Add'l 20 Million Shares to Hanover
NEWLEAD HOLDINGS: Hires EisnerAmper as New Accountants
NEW CENTURY TRS: Mirror Image of 'Stern' Gives Judge Final Power
NEW YORK CITY OPERA: Sets and Costumes Hit the Auction Block
NGL ENERGY: $890MM Assets Deal No Effect on Fitch's 'BB' IDR

NIRVANIX INC: U.S. Trustee Appoints 3-Member Committee
NIRVANIX INC: To Sell IP, Other Assets at Friday's Auction
NIRVANIX INC: Gets Final Okay to Incur DIP Loan From Lenders
NIRVANIX INC: Wants Incentive Plan for HR Executive
NIRVANIX INC: Court Okays Bonus Plan for Non-Insider Key Employees

NNN 123: Hires Kaye Scholer as Counsel
NNN 3500: Nov. 19 Hearing on Employment of Appraisals Unlimited
NPS PHARMACEUTICALS: Incurs $1.1 Million Net Loss in 3rd Quarter
OCEAN 4660: El Mar Balks at Comerica's Bid to Continue Foreclosure
ORCHARD SUPPLY: ACE Companies Object to Disclosure Statement

ORMET CORP: Wants Relief From CBA Pending Talks With Steelworkers
ORMET CORP: Court Approves $10MM Additional DIP Funding
OVERLAND STORAGE: Cyrus Capital Held 19.9% Stake at Nov. 1
PABELLON DE LA VICTORIA: Has Until Nov. 21 to File Plan
PATRIOT COAL: Gov't Claims v. Brody, Patriot Ventures Due March 24

PENNSYLVANIA HIGHER: Fitch Maintains 'B' Rating on Class G Notes
PHYSIOTHERAPY HOLDINGS: Case Summary & 30 Top Unsecured Creditors
PLY GEM HOLDINGS: Posts $16.9 Million Net Income in 3rd Quarter
POPLAR SPRINGS: Restaurant, Inn & Spa Sold for $3.4MM at Auction
PWK TIMBERLAND: Court Approves Gerald Casey as Counsel

QUALITY DISTRIBUTION: Posts $2.7 Million Net Income in Q3
QUICKSILVER RESOURCES: Posts $10.6 Million Net Income in Q3
RAINTREE CORP: Cecil County Airport Sold for $1.35MM at Auction
RIH ACQUISITIONS: Meeting to Form Panel Set on Nov. 14
ROCKWELL MEDICAL: Incurs $13.2 Million Net Loss in Third Quarter

ROUNDY'S SUPERMARKETS: S&P Puts Rating on CreditWatch Negative
SCRANTON, PA: Risks Default on Budget Gap, Moody's Says
SECUREALERT INC: Sapinda Now Holds 39.8% of Common Stock
SEVEN GROUP: To Cut 630 Jobs at WesTrac Unit
SINCLAIR BROADCAST: Reports $36.6 Million Net Income in Q3

SOUTHGOBI RESOURCES: Anticipates Delay in Filing Q3 Results
STELLAR BIOTECHNOLOGIES: Appoints CFO and COO
SUNTECH POWER: Creditors of Main Unit Back Debt Restructuring Plan
THERAPEUTICSMD INC: Files Copy of Conference Call Transcript
TRANSGENOMIC INC: Incurs $5.6 Million Net Loss in Third Quarter

TRAVELPORT HOLDINGS: Incurs $27 Million Net Loss in 3rd Quarter
TRINITY COAL: Plan Approval Opens Way for Essar Repurchase
TUSCANY INT'L: Fitch Lowers Issuer Default Ratings to 'B-'
UNIFIED 2020: Chapter 11 Trustee Hires Marshall Firm
VELTI INC: Section 341(a) Meeting Set on December 2

WESTGATE NURSING HOME: Voluntary Chapter 11 Case Summary
ZOGENIX INC: Offering $60 Million Worth of Common Shares

* In SAC Case, Judge Won't Decide on Deal Until as Late as March
* Apple Credit Union Outlines Key Issues in Housing Finance Reform
* U.S. Junk Default Rate Declines to 2.5% in October

* Obama to Nominate Massad to Head CFTC
* Big Law Mergers Turn Off Clients

* Benjamin Stewart Joins Bailey Brauer Law Firm as Counsel

* Recent Small-Dollar & Individual Chapter 11 Filings


                            *********

ADT CORP: S&P Withdrew 'B' Short-Term Corp. Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'B' short-term
corporate credit rating and 'B' commercial paper rating on ADT
Corp. in conjunction with the downgrade of the company on
July 31, 2013, at which time these two ratings should have been
withdrawn. All other ratings on ADT remain unchanged.

ADT cancelled its commercial paper program following S&P's
downgrade of the company to a speculative grade 'BB-' rating from
investment grade.

RATINGS LIST

Short-Term And Commercial Paper Ratings Withdrawn

ADT Corp.                     To                  From
Corporate Credit Rating      BB-/Stable/NR       BB-/Stable/B
  Commercial Paper            NR                  B


AFFINION GROUP: Moody's Cuts PDR to 'Ca-PD'; Outlook Negative
-------------------------------------------------------------
Moody's Investors Service said that Affinion Group Holdings'
recently announced Private Debt Exchange and Consent Solicitation
will be viewed as a distressed exchange upon closing. As a result,
Moody's downgraded the Probability of Default rating to Ca-PD from
Caa2-PD, and anticipates appending an/LD designation (limited
default) once the exchange is completed. Moody's affirmed all
other debt ratings, including the Caa2 Corporate Family Rating
("CFR"). The outlook remains negative.

Affinion plans to exchange its holding company notes and certain
operating company subordinated notes for new securities with
similar face values but longer maturities. The new $325 million
holding company notes would be PIK/toggle notes rather than cash
pay now (which Moody's expects would PIK) with warrants to
purchase stock, while the new operating company subordinated notes
would be cash pay and carry a higher coupon. Upon completion of
the exchange, Moody's expects to rate the new holding company
notes at least Ca and the operating company subordinated notes at
least Caa3.

Ratings Rationale:

Affinion's new PIK toggle notes free the company from having to
make a November 2014 bond interest payment that could otherwise
not be made, because of a secured-debt-covenant that restricts
upstreaming of cash to make the payment. In addition, the new
holding company notes will have a longer maturity and a PIK
feature, which constitutes a diminished financial obligation
relative to the original obligation of semi-annual cash interest.
Moody's therefore views the transaction as a distressed exchange.

The restructuring has certain favorable attributes once completed:
bond maturities would be extended to 2018, the maturity of the
$1.24 secured term loan and revolver would not spring forward (to
July, 2015), and cash interest expenses would be about $30 million
lower. These changes could provide some flexibility to manage
Affinion's business transformation, which includes fostering the
loyalty segment's growth, and increasing penetration into overseas
markets. When assigning ratings on the new notes, Moody's will
take into consideration not only the company's enhanced liquidity
and lowered near-term debt-maturity pressures, which may be
favorable to the CFR, but also Affinion's higher expected leverage
resulting from the PIK feature on the holding company notes and
challenges in executing the business turnaround plan. A higher
CFR, in turn, could have a favorable impact on the ratings of debt
at Affinion Group, Inc.

Downgrades:

Issuer: Affinion Group Holdings, Inc.

  Probability of Default Rating, Downgraded to Ca-PD from Caa2-PD

Outlook Actions:

Issuer: Affinion Group Holdings, Inc.

  Outlook, Remains Negative

Issuer: Affinion Group, Inc.

  Outlook, Remains Negative

Affirmations:

Issuer: Affinion Group Holdings, Inc.

  Speculative Grade Liquidity Rating, Affirmed SGL-4

  Corporate Family Rating, Affirmed Caa2

  Senior Unsecured Regular Bond/Debenture Nov 15, 2015, Affirmed
  Ca

Issuer: Affinion Group, Inc.

  Senior Subordinated Regular Bond/Debenture Oct 15, 2015,
  Affirmed Caa3

  Senior Secured Bank Credit Facility Oct 9, 2016, Affirmed B2

  Senior Secured Bank Credit Facility Apr 9, 2015, Affirmed B2

  Senior Unsecured Regular Bond/Debenture Dec 15, 2018, Affirmed
  Caa3


ALBRIGHT COLLEGE: Moody's Puts 'Ba1' Long-term Rating Under Review
------------------------------------------------------------------
Moody's Investors Service has placed Albright College's Ba1 long-
term rating on Series 2004 bonds under review for downgrade. The
review is prompted by near-term remarketing risk for the college's
$25.5 million Series 2008 bonds, which have a mandatory tender on
December 31, 2013.

The review for downgrade reflects the risk that if the Series 2008
bank qualified bonds held by Wells Fargo Bank, N.A. (Aa3/P-1
stable) are not successfully remarketed by the end of the calendar
year, then the bonds will be put back to the college. Given the
college's very low monthly liquidity of $13.2 million at fiscal
yearend (FYE) 2013, Albright does not have sufficient reserves to
repay the bank (monthly liquidity to demand debt is 51% at FYE
2013). The college currently has commitment letters from Sovereign
Bank, N.A. (Baa1/P-2 stable; parent company is Banco Santander
S.A. (Spain), rated Baa2/P-2 negative) and Vist bank (which will
provide 25% of the loan; not rated) indicating the terms of their
agreement to purchase tax-exempt bank-qualified bonds on or before
December 31, 2013 to cover the Series 2008 bonds and also refund
the Series 2004 bonds (eligible to be refunded in October 2014).

Resolution of the review will be based on the college's successful
closure of the new bank-qualified bonds with Sovereign Bank prior
to the mandatory tender date. A downgrade is likely if the
transaction fails to complete on time given the college's thin
liquidity profile.


ALBERT EINSTEIN ACADEMIES: S&P Rates 2013A & 2013B Bonds 'BB'
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' long-term
rating to the California Municipal Finance Authority's $15.04
million series 2013A and taxable series 2013B charter school
revenue bonds issued on behalf of 458 26th Street Holdings LLC
for the Albert Einstein Academies project.  The outlook is stable.

Operations from Albert Einstein (AE) Elementary and AE Middle
Schools secure the bonds. The schools are separately chartered and
maintain separate finances, but are governed by the same board of
directors and are related institutions.

"The rating reflects our opinion of the risks associated with the
schools' consolidated financial profile, specifically the 0.5x pro
forma maximum annual debt service (MADS) coverage for fiscal
2013and the high debt burden," said Standard & Poor's credit
analyst Jessica Matsumori. "Pro forma MADS equalled 22.3% of
expenses in fiscal 2013. Based on management's projections, we
anticipate that the schools' lease-adjusted MADS coverage should
improve from current levels. The rating also reflects our opinion
of Albert Einstein Academies healthy demand characteristics and
the organization's institutional tenure," added Ms. Matsumori.

AE Elementary and AE Middle schools are currently located at the
same location in San Diego. Upon completion of the new facilities,
AE Middle School will relocate to a new building a mile away. AE
Elementary School opened in 2002 and now serves 531 kindergarten
through fifth grade students. AE Middle now
serves 350 in grades six through eight.


AMERICAN AIRLINES: Settles Suit with DOJ Over US Airways Merger
---------------------------------------------------------------
AMR Corporation, the parent company of American Airlines, Inc.,
and US Airways Group, Inc. on Nov. 12 disclosed that the airlines
have settled the litigation brought by the U.S. Department of
Justice (DOJ), the States of Arizona, Florida, Michigan and
Tennessee, the Commonwealths of Pennsylvania and Virginia, and the
District of Columbia challenging the merger of AMR and US Airways.
The companies also announced an agreement with the U.S. Department
of Transportation (DOT) related to small community service from
Washington Reagan National Airport (DCA).

Tom Horton, chairman, president and CEO of AMR, and incoming
chairman of the board of the combined company, said, "This is an
important day for our customers, our people and our financial
stakeholders.  This agreement allows us to take the final steps in
creating the new American Airlines.  With a renewed spirit, we are
about to create the world's leading airline that will offer, along
with our oneworld(R) partners, a comprehensive global network and
service by the best people in the business.  There is much more
work ahead of us but we're energized by the challenge and look
forward to competing vigorously in the ever-changing global
marketplace."

Doug Parker, chairman and CEO of US Airways, and incoming CEO of
the combined airline, said, "This is very good news and we are
grateful to all who have made it happen.  In particular, we are
thankful to our employees, who throughout this process continued
to believe in a better future as one airline and who voiced their
support passionately and consistently.  We also want to thank the
elected officials in the states and communities we serve, the
business leaders in our hub cities, and the thousands of customers
who endorsed and supported this effort.  Thank you as well to the
U.S. Department of Justice, the state attorneys general and the
U.S. Department of Transportation.  We are pleased to have this
lawsuit behind us and look forward to building the new American
Airlines together."

Under the terms of the settlement, the airlines will divest 52
slot pairs at Washington Reagan National Airport (DCA) and 17 slot
pairs at New York LaGuardia Airport (LGA), as well as certain
gates and related facilities to support service at those
airports.[i] The airlines also will divest two gates and related
support facilities at each of Boston Logan International Airport,
Chicago O'Hare International Airport, Dallas Love Field, Los
Angeles International Airport, and Miami International Airport.
The divestitures will occur through a DOJ approved process
following the completion of the merger.  Despite the divestitures,
the new American is still expected to generate more than $1
billion in annual net synergies beginning in 2015, as was
estimated when the merger was announced in February.

After completion of the required divestitures, the combined
company expects to operate 44 fewer daily departures at DCA and 12
fewer daily departures at LGA than the approximately 290 daily DCA
departures and 175 daily LGA departures that American and US
Airways operate today.[ii] The divestitures required by the
settlement are not expected to impact total employment at the new
American.

To ensure much of the service currently operated by the carriers
to small- and medium-sized markets from DCA is maintained, the new
American has agreed with the DOT to use all of its DCA commuter
slot pairs for service to these communities.  The new American
intends to announce the service changes that will result from the
divestitures in advance of the sale of the DCA and LGA slots, so
that the airlines acquiring those slots have the opportunity to
maintain service to those impacted communities.

In the settlement agreement with the state Attorneys General, the
new American has agreed to maintain its hubs in Charlotte, New
York (Kennedy), Los Angeles, Miami, Chicago (O'Hare),
Philadelphia, and Phoenix consistent with historical operations
for a period of three years.  In addition, with limited
exceptions, for a period of five years, the new American will
continue to provide daily scheduled service from one or more of
its hubs to each plaintiff state airport that has scheduled daily
service from either American or US Airways.  A previous settlement
agreement with the state of Texas will be amended to make it
consistent with today's settlement.

Completion of the merger remains subject to the approval of the
settlements by the U.S. Bankruptcy Court, and certain other
conditions.  The companies now expect to complete the merger in
December 2013.

                    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.

American Airlines, American Eagle and the AmericanConnection
carrier serve 260 airports in more than 50 countries and
territories with, on average, more than 3,300 daily flights.  The
combined network fleet numbers more than 900 aircraft.

The Company reported a net loss of $884 million on $18.02 billion
of total operating revenues for the nine months ended Sept. 30,
2011.  AMR recorded a net loss of $471 million in the year 2010, a
net loss of $1.5 billion in 2009, and a net loss of $2.1 billion
in 2008.

AMR's balance sheet at Sept. 30, 2011, showed $24.72 billion
in total assets, $29.55 billion in total liabilities, and a
$4.83 billion stockholders' deficit.

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.

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: AFA Reviews Terms of DOJ Antitrust Settlement
----------------------------------------------------------------
The Association of Flight Attendants-CWA (AFA), representing US
Airways Flight Attendants, on Nov. 12 issued the following
statement from AFA US Airways president Roger Holmin after the
United States Department of Justice (DOJ) announced a settlement
with US Airways/American Airlines.  The resolution of the anti-
trust lawsuit will now be submitted to Bankruptcy Judge Sean Lane
for approval.

"AFA is carefully reviewing the terms of this agreement to ensure
that the merger continues to provide a positive future for US
Airways Flight Attendants.  [Tues]day's settlement is a tribute to
the powerful advocacy of Flight Attendants and other workers who
tirelessly encouraged the DOJ to discuss viable options that would
allow for the completion of the world's largest airline.

"US Airways Flight Attendants continue to back the merger as long
as it supports the opportunities and benefits we have worked long
and hard to achieve.  To that end, AFA has proposed a process for
negotiating a Flight Attendant agreement which ensures 24,000
Flight Attendants at the merged carrier fully share in the
benefits of the merger.  AFA also remains committed to working
with our counterparts at American Airlines on developing a
harmonious integration for Flight Attendants so as to avoid a
representation election.

"Flight Attendants at US Airways, through our hard work and
sacrifices, helped make this merger possible.  When the anti-trust
lawsuit threatened the opportunity to realize the benefits of the
merger, we stood together with other frontline workers and took
the case of our colleagues and families directly to lawmakers and
Justice.  We have demonstrated what we can accomplish by working
together and we intend to redouble our efforts to ensure Flight
Attendants achieve the best contract at the world's largest
airline."

           About The Association of Flight Attendants

The Association of Flight Attendants -- http://www.ourafa.org--
is the world's largest Flight Attendant union.  Focused 100
percent on Flight Attendant issues, AFA has been the leader in
advancing the Flight Attendant profession for 67 years.  Serving
as the voice for Flight Attendants in the workplace, in the
aviation industry, in the media and on Capitol Hill, AFA has
transformed the Flight Attendant profession by raising wages,
benefits and working conditions.  Nearly 60,000 Flight Attendants
come together to form AFA, part of the 700,000-member strong
Communications Workers of America (CWA), AFL-CIO.

                    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.

American Airlines, American Eagle and the AmericanConnection
carrier serve 260 airports in more than 50 countries and
territories with, on average, more than 3,300 daily flights.  The
combined network fleet numbers more than 900 aircraft.

The Company reported a net loss of $884 million on $18.02 billion
of total operating revenues for the nine months ended Sept. 30,
2011.  AMR recorded a net loss of $471 million in the year 2010, a
net loss of $1.5 billion in 2009, and a net loss of $2.1 billion
in 2008.

AMR's balance sheet at Sept. 30, 2011, showed $24.72 billion
in total assets, $29.55 billion in total liabilities, and a
$4.83 billion stockholders' deficit.

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.

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: APFA Celebrates DOJ Antitrust Suit Settlement
----------------------------------------------------------------
The Association of Professional Flight Attendants, representing
16,000 flight attendants at American Airlines, cheered the
announcement on Nov. 12 that the Justice Department has accepted a
settlement in its antitrust suit against American Airlines and US
Airways.

This is the culmination of well over a year of hard work.  APFA
recognized the value of the merger plan and executed a creative
strategy to bring the deal to fruition.  From the halls of
Congress to the board rooms of Wall Street, American's flight
attendants convinced every major stakeholder that their airline
needed a merger partner in order to compete with the remaining
legacy carriers Delta and United.  This is the first time a merger
has been completed in bankruptcy and it could not have occurred
without the support of organized labor and the strong advocacy of
the APFA.

"This is fantastic news not only for all the employees of the new
American, but for consumers and the industry," said APFA President
Laura Glading.  "I want to thank our flight attendants for
stepping up and making the case for this merger.  Clearly, our
voices were heard at the Justice Department.  There is strength in
unity."

After striking labor agreements with US Airways management, APFA
used its position on the Unsecured Creditors' Committee of
American's ongoing bankruptcy trial to advocate for the merger
plan.  When the Justice Department sued to block the merger in
August, APFA took to Capitol Hill to rally support for the deal.
As the strongest labor advocate for the merger, APFA President
Laura Glading was put on the witness list to testify in support.

APFA was a relentless and unwavering advocate for the merger plan
since its inception in April of 2012.  The turning point of the
deal came when APFA forced American into sharing proprietary
financial information with US Airways.  APFA was the last to hold
out on a labor agreement with American following Section 1113
proceedings.  American, needing a contract with its flight
attendants to establish its cost structure, had no choice but to
entertain the merged option when APFA refused to give in.

                            About APFA

Founded in 1977, the Association of Professional Flight Attendants
(APFA) is the largest independent Flight Attendant union in the
nation.  It represents the 16,000 Flight Attendants at American
Airlines.  APFA Members live in almost every state of the nation
as well as several countries and serve millions of Americans as
they travel the nation and the world.  In 2003, APFA played a
major role in keeping American Airlines solvent and out of
bankruptcy by giving back an employee bailout of $340 million in
annual salary and benefits, for a total of over $3 billion and
counting.  APFA had been in negotiations with American for almost
four years when the carrier filed for Chapter 11 bankruptcy
protection on November 29, 2011.  Laura Glading, a 34-year flight
attendant, is serving her second four-year term as president of
the union.

                    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.

American Airlines, American Eagle and the AmericanConnection
carrier serve 260 airports in more than 50 countries and
territories with, on average, more than 3,300 daily flights.  The
combined network fleet numbers more than 900 aircraft.

The Company reported a net loss of $884 million on $18.02 billion
of total operating revenues for the nine months ended Sept. 30,
2011.  AMR recorded a net loss of $471 million in the year 2010, a
net loss of $1.5 billion in 2009, and a net loss of $2.1 billion
in 2008.

AMR's balance sheet at Sept. 30, 2011, showed $24.72 billion
in total assets, $29.55 billion in total liabilities, and a
$4.83 billion stockholders' deficit.

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.

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).


ANEW HEALTH: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Anew Health Care, Inc.
        4606 Centerview, Ste 223
        San Antonio, TX 78228

Case No.: 13-53105

Chapter 11 Petition Date: November 12, 2013

Court: United States Bankruptcy Court
       Western District of Texas (San Antonio)

Judge: Hon. Craig A. Gargotta

Debtor's Counsel: David T. Cain, Esq.
                  8610 N New Braunfels, Suite 309
                  San Antonio, TX 78217
                  Tel: (210) 308-0388
                  Fax: (210) 341-8432
                  Email: caindt@swbell.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $500,001 to $1 million

The petition was signed by Mostafa Ahmed, president.

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


APPVION INC: Files Form 10-Q, Posts $6.5-Mil. Net Income in Q3
--------------------------------------------------------------
Appvion, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $6.46 million on $202.87 million of net sales for the three
months ended Sept. 29, 2013, as compared with net income of
$516,000 on $210.74 million of net sales for the three months
ended Sept. 30, 2012.

For the nine months ended Sept. 30, 2013, the Company reported a
net loss of $10.28 million on $615.20 million of net sales as
compared with a net loss of $111.32 million on $644.27 million of
net sales for the nine months ended Sept. 29, 2012.

The Company's balance sheet at Sept. 29, 2013, showed $558.91
million in total assets, $931.51 million in total liabilities and
a $372.59 million total deficit.

"The Company was in compliance with all debt covenants at
September 29, 2013, and is forecasted to remain compliant for the
next 12 months.  The Company's ability to comply with the
financial covenants in the future depends on achieving forecasted
operating results and operating cash flows.  The Company's failure
to comply with its covenants, or an assessment that it is likely
to fail to comply with its covenants, could lead the Company to
seek amendments to, or waivers of, its financial covenants.  The
Company cannot provide assurance that it would be able to obtain
any amendments to or waivers of the covenants.  In the event of
noncompliance with its debt covenants, if the lenders will not
amend or waive the covenants, the debt would be due and the
Company would need to seek alternative financing.  The Company
cannot provide assurance that it would be able to obtain
alternative financing.  If the Company were not able to secure
alternative financing, this would have a material adverse impact
on the Company," the Company said in the Report.

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

                        http://is.gd/ah6mvw

                        About Appvion, Inc.

Appleton, Wisconsin-based Appvion -- http://www.appvion.com/--
creates product solutions through its development and use of
coating formulations, coating applications and Encapsys(R)
microencapsulation technology.  The Company produces thermal,
carbonless and security papers and Encapsys products.  Appvion has
manufacturing operations in Wisconsin, Ohio and Pennsylvania,
employs approximately 1,700 people and is 100 percent employee-
owned.

                           *     *     *

Appleton Papers carries a 'B' corporate credit rating, with stable
outlook, from Standard & Poor's.  IT has a 'B2/LD' probability of
default rating from Moody's.


ARCE RIVERSIDE: Case Summary & 2 Unsecured Creditors
----------------------------------------------------
Debtor: Arce Riverside, LLC
        390 Bridge Parkway #C
        Redwood City, CA 94065

Case No.: 13-32456

Chapter 11 Petition Date: November 12, 2013

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

Judge: Hon. Dennis Montali

Debtor's Counsel: Chris D. Kuhner, Esq.
                  KORNFIELD, NYBERG, BENDES AND KUHNER
                  1970 Broadway #225
                  Oakland, CA 94612
                  Tel: (510) 763-1000
                  Email: c.kuhner@kornfieldlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by George Arce, managing member.

A list of the Debtor's two largest unsecured creditors is
available for free at http://bankrupt.com/misc/canb13-32456.pdf


ATLANTIC COAST: Atlanta Federal Reserve OKs CEO's Appointment
-------------------------------------------------------------
The Federal Reserve Bank of Atlanta notified the Company that it
did not have any objection to the appointment of Mr. John K.
Stephens, Jr. as president, chief executive officer and a director
of the Company.  Mr. Stephens began his service as president,
chief executive officer and a director of the Company effective
Oct. 31, 2013.

                        About Atlantic Coast

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

The Company reported a net loss of $6.66 million on $33.50 million
of total interest and dividend income for the year ended Dec. 31,
2012, as compared with a net loss of $10.28 million on $38.28
million of total interest and dividend income in 2011.  Total
assets were $714.1 million at Sept. 30, 2013, compared
with $772.6 million at Dec. 31, 2012, as the Company has
continued to manage asset size consistent with its overall
capital management strategy.

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


BEAR STEARNS: Fund Liquidator Suit Assails Ratings Firms
--------------------------------------------------------
Chris Dolmetsch, writing for Bloomberg News, reported that McGraw
Hill Financial Inc.'s Standard & Poor's unit, Moody's Corp. and
Fitch Group Inc. were sued by the liquidators of two Bear Stearns
hedge funds, who accused them of issuing ratings they knew were
bogus.

According to the report, Geoffrey Varga and Mark Longbottom, the
liquidators of the two defunct funds, filed a summons and notice
in New York State Supreme Court in Manhattan in July indicating
their intention to sue the companies over their ratings. The
liquidators filed a complaint on Nov. 12 giving details of their
claims.

In their lawsuit, which seeks damages in connection with more than
$1 billion in losses, the liquidators include communications that
they say show the companies knew their ratings were faulty, the
report related.

In one text message cited in the filing, an S&P employee
purportedly told a co-worker that investments could be "structured
by cows" and still get rated, the report said.  An internal
document from a Moody's worker said the firm sold its soul "to the
devil for revenue," according to the complaint.

"These quotes are not the punch line to a bad joke," the
liquidators said in the complaint, the report further related.
They are "evidence that, at the same time these ratings agencies
were issuing their top, virtually risk-free ratings on numerous
complex securities, each of these very same rating agencies (but
not the investing public) knew the ratings were false."

The case is Varga v. McGraw Hill Financial Inc., 652410/2013, New
York state Supreme Court, New York County (Manhattan).

                         About Bear Stearns

New York City-based The Bear Stearns Companies Inc. (NYSE: BSC)
-- http://www.bearstearns.com/-- was a leading financial services
firm serving governments, corporations, institutions and
individuals worldwide.  The investment bank collapsed in 2008 and
was sold in a distressed sale to JPMorgan Chase in a transaction
backed by the U.S. government.

Grand Cayman, Cayman Islands-based Bear Stearns High-Grade
Structured Credit Strategies Enhanced Leverage Master Fund Ltd.
and Bear Stearns High-Grade Structured Credit Strategies Master
Fund Ltd. were open-ended investment companies, which sought high
income and capital appreciation relative to the London Interbank
Offered Rate, and designed for long-term investors.  On July 30,
2007, the Funds filed winding up petitions under the Companies Law
of the Cayman Islands.  Simon Lovell Clayton Whicker and Kristen
Beighton at KPMG were appointed joint liquidators.  The joint
liquidators filed for Chapter 15 petitions before the U.S.
Bankruptcy Court for the Southern District of New York the next
day.  On August 30, 2007, the Honorable Burton R. Lifland denied
the Funds protection under Chapter 15 of the Bankruptcy Code.


BENTLEY PREMIER: Jason Searcy Named Chapter 11 Trustee
------------------------------------------------------
William T. Neary, The United States Trustee in Region 6, sought
and obtained approval from the U.S. Bankruptcy Court to appoint
Jason Searcy as Chapter 11 Trustee in the bankruptcy case of
Bentley Premier Builders, LLC.

On September 26, 2013, the Court issued its order directing the
appointment of a chapter 11 trustee in the Debtor's case.

On October 3, 2013, the U.S. Trustee filed his Second Notice of
Appointment of Mr. Searcy as the chapter 11 trustee.

Prior to the appointment of Mr. Searcy, the U.S. Trustee consulted
with counsel for the Debtor, counsel for parties-in-interest in
the case, and counsel for secured creditor and interest holder.

To the best knowledge of the U.S. Trustee, Mr. Searcy has
disclosed all of his connections with the Debtor, creditors, any
other parties-in-interest, their respective attorneys and
accountants, the U.S. Trustee and all persons employed by the U.S.
Trustee.

The chapter 11 trustee's bond was set at $600,000.

Timothy W. O'Neal is the Assistant U.S. Trustee.  Marcus F.
Salitore is the Trial Attorney.

                        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.


BG MEDICINE: Incurs $3.6 Million Net Loss in Third Quarter
----------------------------------------------------------
BG Medicine, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $3.66 million on $1.03 million of total revenues for the three
months ended Sept. 30, 2013, as compared with a net loss of $6.81
million on $641,000 of total revenues for the same period during
the prior year.

For the nine months ended Sept. 30, 2013, the Company reported a
net loss of $13.91 million on $2.92 million of total revenues as
compared with a net loss of $20.87 million on $1.74 million of
total revenues for the same period a year ago.

As of Sept. 30, 2013, the Company had $13.56 million in total
assets, $12.95 million in total liabilities and a $610,000 total
stockholders' equity.

"We continue to make significant progress in addressing the
fundamentals of our business," said Paul R. Sohmer, M.D.,
president and chief executive officer.  "We believe that we are
setting the table for our go-forward success."

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

                        http://is.gd/pBTVyM

                         About BG Medicine

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

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

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


BROADWAY FINANCIAL: Bank Inks Consent Order with OCC
----------------------------------------------------
Broadway Financial Corporation, parent of Broadway Federal Bank,
f.s.b., reported that the Bank entered into a Consent Order with
the Office of the Comptroller of the Currency on Oct. 30, 2013.
The Consent Order supersedes the Order to Cease and Desist that
the Bank entered into with the OCC's predecessor regulatory
agency, the Office of Thrift Supervision, which was executed on
Sept. 9, 2010, as well as a regulatory directive issued to the
Bank earlier in 2010.  The terms of the Consent Order were based
on the results of a full regulatory examination of the Bank
conducted by the OCC during the summer of 2013 and coincided with
an upgrade of the Bank's regulatory rating by the OCC.

The Order to Cease and Desist issued in September 2010 to the
Company by the OTS remains in effect and is now administered by
the Federal Reserve Board, acting through the Federal Reserve Bank
of San Francisco.

As part of the Consent Order, the Bank is required to attain, and
thereafter maintain, a Tier 1 (Core) Capital to Adjusted Total
Assets ratio of at least 9 percent and a Total Risk-Based Capital
to Risk-Weighted Assets ratio of at least 13 percent, both of
which ratios are greater than the respective 4 percent and 8
percent levels for those ratios that are generally required under
OCC regulations.  The Bank's regulatory capital exceeded both of
these higher capital ratios at the end of each quarter during
2013.

The Consent Order issued by the OCC imposes certain requirements
on the Bank.  These requirements include the following, among
others:

   * The Bank must create a Compliance Committee consisting of at
     least three independent Directors to monitor compliance with
     the Consent Order, among other matters.

   * The Board of the Bank must prepare and submit a Strategic
     Plan and a Capital Plan that is consistent with the Strategic
     Plan.  The Capital Plan requirement includes requirements
     regarding targeted capital ratios, as described above, and
     prior approval requirements for the payment of dividends to
     the Company.

   * The Bank must implement an enhanced set of business
     operational and corporate governance processes, as well as
     create a commercial real estate concentration risk management
     program and a written program to reduce the level of assets
     considered doubtful, substandard or special mention.  This
     latter program requirement includes requirements to monitor
     the levels of such assets on an ongoing basis and to prepare
     and implement corrective actions as deemed necessary.

   * The Bank must also implement an independent ongoing loan
     review system and adopt new policies with respect to
     maintaining an adequate allowance for loan and lease losses.

Also, the Consent Order does not include certain restrictions on
the Bank that had been imposed by the Order to Cease and Desist
that had been issued by the OTS to the Bank, such as the specific
limitation on the Bank's ability to increase its assets during any
quarter, or certain limitations on employment agreements and
compensation arrangements.  Pursuant to the Consent Order, growth
in the Bank's assets must be achieved in a manner that is
consistent with the Strategic Plan and Capital Plan, which must be
submitted to the OCC and receive written determinations of no
supervisory objection before they are implemented.

Chief Executive Officer, Wayne-Kent Bradshaw stated, "We are
pleased that the OCC has recognized improvements in the Bank's
financial condition and internal control processes by upgrading
our regulatory rating in conjunction with its recent full
regulatory examination.  In addition, the Consent Order removes
the restrictions on growth that were contained in the superseded
Order to Cease and Desist, which removal will assist us in our
recently implemented plans to resume prudent growth in a manner
consistent with our strategic and capital plans.  We are
continuing to implement changes in our controls and processes to
not only comply with the Consent Order, but also strengthen our
organization so that the Consent Order for the Bank and the Order
to Cease and Desist for the Company are removed."

A copy of the Consent Order is available for free at:

                        http://is.gd/sgawOQ

                     About Broadway Financial

Los Angeles, Calif.-based Broadway Financial Corporation was
incorporated under Delaware law in 1995 for the purpose of
acquiring and holding all of the outstanding capital stock of
Broadway Federal Savings and Loan Association as part of the
Bank's conversion from a federally chartered mutual savings
association to a federally chartered stock savings bank.  In
connection with the conversion, the Bank's name was changed to
Broadway Federal Bank, f.s.b.  The conversion was completed, and
the Bank became a wholly owned subsidiary of the Company, in
January 1996.

The Company is currently regulated by the Board of Governors of
the Federal Reserve System.  The Bank is currently regulated by
the Office of the Comptroller of the Currency and the Federal
Deposit Insurance Corporation.

Broadway Financial disclosed net income of $588,000 on
$19.89 million of total interest income for the year ended
Dec. 31, 2012, as compared with a net loss of $14.25 million on
$25.11 million of total interest income during the prior year.

The Company's balance sheet at June 30, 2013, showed
$345.2 million in total assets, $328.61 million in total
liabilities, and a $16.58 million in total shareholders' equity.

Crowe Horwath LLP, in Sacramento, 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 a tax sharing liability to its consolidated
subsidiary that exceeds its available cash, the Company is in
default under the terms of a $5 million line of credit with
another financial institution lender in which the stock of its
subsidiary bank, Broadway Federal Bank is held as collateral for
the line of credit and the Company and the Bank are both under
formal regulatory agreements.  Furthermore, the Company and the
Bank are not in compliance with these agreements and the Company's
and the Bank's capital plan that was submitted under the
agreements has been preliminarily approved subject to completion
of its recapitalization.  Failure to comply with these agreements
exposes the Company and the Bank to further regulatory sanctions
that may include placing the Bank into receivership.  These
matters raise substantial doubt about the ability of Broadway
Financial Corporation to continue as a going concern.


BROADCAST INTERNATIONAL: Cancels Merger Pact with AllDigital
------------------------------------------------------------
The Agreement and Plan of Merger and Reorganization dated Jan. 6,
2013, among Broadcast International, Inc., Alta Acquisition
Corporation and AllDigital Holdings, Inc., was terminated on
Nov. 4, 2013.

Section 8.1(b) of the Merger Agreement provides that either
Broadcast or AllDigital may terminate the Agreement if the Merger
is not consummated by Oct. 31, 2013, provided that such failure is
not attributable to the terminating party's failure to perform its
obligations under the Merger Agreement.  On Nov. 4, 2013,
Broadcast notified AllDigital that it terminated the Merger
Agreement pursuant to Section 8.1(b), effective immediately.

Following delivery of Broadcast's notice of termination,
AllDigital responded by asserting that the Merger did not close
because Broadcast failed to perform its obligations and that
Broadcast was not entitled to terminate under Section 8.1(b).
AllDigital further notified Broadcast that it was terminating the
Merger Agreement for cause based on Broadcast's alleged breach of
the non-solicitation covenants in the Merger Agreement, which
AllDigital asserts triggers a termination fee of $100,000 and 4
percent of the equity of Broadcast on a non-diluted basis, and for
various other alleged misrepresentations and breaches.  Broadcast
disputes AllDigital's allegations and assertions, denies that
AllDigital is entitled to any termination fee and reserves the
right to pursue damages from AllDigital arising from AllDigital's
actions in relation to the Merger Agreement.

In connection with the termination of the Merger Agreement,
Broadcast filed requests to withdraw its Registration Statements
on Form S-4 (File Nos. 333-189869 and 333-190898) with the U.S.
Securities and Exchange Commission on Nov. 6, 2013.

                  About Broadcast International

Based in Salt Lake City, Broadcast International, Inc., installs,
manages and supports private communication networks for large
organizations that have widely-dispersed locations or operations.
The Company owns CodecSys, a video compression technology to
convert video content into a digital data stream for transmission
over satellite, cable, Internet, or wireless networks, as well as
offers audio and video production services.  The Company's
enterprise clients use its networks to deliver training programs,
product announcements, entertainment, and other communications to
their employees and customers.

The Company reported net income of $1.30 million in 2011, compared
with a net loss of $18.66 million in 2010.  The Company's balance
sheet at June 30, 2013, showed $1.23 million in total assets,
$7.96 million in total liabilities and a $6.73 million total
stockholders' deficit.


BUFFALO PARK: Ocwen Opposes Claim Treatment Under Amended Plan
--------------------------------------------------------------
Deutsche Bank National Trust Company, as trustee for GSAA Home
Equity Trust 2006-7, Asset Backed Certificates, Series 2006-7, by
Ocwen Loan Servicing, LLC, its loan servicer, objects to the
treatment of its claim in the Amended Chapter 11 Plan dated Oct.
15, 2013 proposed by Ronald and Carol Lewis and Buffalo Park
Development Company.

The Debtors borrowed $280,000 from Ocwen to fund the purchase of a
property, with a fixed rate of 7.750%.

Ocwen objects to the principal balance of the loan being modified
to $270,700 and the interest rate modifified to 3.50% under the
Plan.  Ocwen says the total unpaid principal balance, interest and
other charges, as of Sept. 24, 2013 is $322,520.

          About Buffalo Park Development Properties

Buffalo Park Development Properties, Inc., filed a Chapter 11
petition (Bankr. D. Colo. Case No. 13-17669) on May 7, 2013.
Ronald P. Lewis signed the petition as owner and CEO.  Buffalo
Park disclosed $20,777,601 assets and $11,294,567 liabilities in
its schedules.  Robert Padjen, Esq., at Laufer and Padjen LLC
serves as counsel to Buffalo Park. Judge Elizabeth E. Brown
presides over the case.

U.S. Trustee Richard A. Wieland has been unable to appoint an
official committee of unsecured creditors in the Debtor's Chapter
11 case because there were too few unsecured creditors who were
willing to serve on the creditors' committee.


BUFFALO PARK: Boog Firm Can Represent Lewis in Vehicle Accident
---------------------------------------------------------------
Judge Howard R. Tallman granted Debtors Ronald and Carol Lewis'
request to expand Boog & Cruser, P.C.'s scope of services to
include representation of the Lewis Debtors in non-bankruptcy
matters, specifically a vehicle accident involving Carol Lewis
that occurred on June 7, 2013.

          About Buffalo Park Development Properties

Buffalo Park Development Properties, Inc., filed a Chapter 11
petition (Bankr. D. Colo. Case No. 13-17669) on May 7, 2013.
Ronald P. Lewis signed the petition as owner and CEO.  Buffalo
Park disclosed $20,777,601 assets and $11,294,567 liabilities in
its schedules.  Robert Padjen, Esq., at Laufer and Padjen LLC
serves as counsel to Buffalo Park. Judge Elizabeth E. Brown
presides over the case.

U.S. Trustee Richard A. Wieland has been unable to appoint an
official committee of unsecured creditors in the Debtor's Chapter
11 case because there were too few unsecured creditors who were
willing to serve on the creditors' committee.


CAPITOL BANCORP: Settlement With FDIC Allows Sale of Banks
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Capitol Bancorp Ltd., a bank holding company from
Lansing, Michigan, reached an agreement with the Federal Deposit
Insurance Corp. allowing an auction to go ahead this month with
Wilbur Ross' Talmer Bancorp Inc. as the intended purchaser.

According to the report, if there are no higher bids, Talmer will
pay $4.5 million in cash to buy four banks and pick up costs to
cure breaches of contracts while providing a $90 million capital
injection for the acquired banks. Talmer will also fund an escrow
account with $2.5 million to pay professional fees, taking back
any unused portion.

The FDIC had asserted so-called cross-guarantee claims against the
four banks, seeking to recover losses resulting when sister banks
were taken over by regulators.

The settlement calls for the FDIC to receive 85 percent of net
sale proceeds, with Capitol retaining 15 percent. The banks being
sold will be released from cross-guarantee liability.

Talmer said it wouldn't go ahead with the purchase unless the FDIC
were to waive its claims, Capitol said in a court filing.

The bankruptcy judge in Detroit will hold a hearing on Nov. 12 for
approval of the FDIC settlement. The settlement will also enable
completion of the sale of another Capitol bankrupt previously
approved by the bankruptcy court.

The auction for the four banks is set for Nov. 18. A hearing to
approve sale will take place on Nov. 19.

If the banks weren't sold, Capitol said, they would be taken over
by regulators. In one month this year, four of Capitol's bank
subsidiaries were taken over by the FDIC.

                     About Capitol Bancorp

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

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

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

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

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

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


CHRISTIAN BROTHERS: Case to Make Law on Substantive Consolidation
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Christian Brothers' Institute has a hearing in
bankruptcy court on Nov. 15 for the approval of disclosure
materials explaining a reorganization plan resulting from an
agreement with lawyers for sexual abuse victims.

According to the report, at the same hearing in U.S. Bankruptcy
Court in White Plains, New York, the institute will ask the judge
to dismiss a lawsuit filed by the Archdiocese of Seattle.

The institute sought Chapter 11 protection in April 2011 after
being sued in Washington along with the Seattle Archdiocese. One
year later, the Seattle church sued the institute in bankruptcy
court, saying the judge should "substantively consolidate" the
Christian Brothers Institute with the Christian Brothers of
Ireland Inc.

At the Nov. 15 hearing, the institute will argue that a
creditor doesn't have the right to mount a suit seeking
substantive consolidation. Only a bankrupt company has that
right, the institute says.

The institute conceded that the U.S. Court of Appeals in Manhattan
has yet to rule on whether a creditor can sue for substantive
consolidation.

If a court orders substantive consolidation, assets and debts of
two or more companies are thrown into one pot for identical
distribution to creditors, without regard for the assets and debt
of any particular company.

The institute said its plan doesn't rest on substantive
consolidation.

If approved by creditors and the bankruptcy court, the plan filed
in August would create a trust for abuse claimants initially
funded with $13.4 million from the religious order and $3.2
million from Providence Washington Insurance Co.

                About Christian Brothers' Institute

The Christian Brothers' Institute in New Rochelle, New York, is a
domestic not-for-profit 501(c)(3) corporation organized under Sec.
102(a)(5) of the New York Not-for-Profit Corporation Law.  CBI was
formed to establish, conduct and support Catholic elementary and
secondary schools principally throughout New York State.

The Christian Brothers of Ireland, Inc., in Chicago, Illinois, is
a domestic not-for-profit 501(c)(3) corporation organized under
the Not-for-Profit Corporation Law of the State of Illinois.  CBOI
was formed to establish, conduct and support Catholic elementary
and secondary schools principally throughout the State of
Illinois, as well as other spiritual and temporal affairs of the
former Brother Rice Province of the Congregation of Christian
Brothers.

CBI and CBOI depend upon grants and donations to fund a portion of
their operating expenses.

The Christian Brothers' Institute and The Christian Brothers of
Ireland filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case Nos. 11-22820 and 11-22821) on April 28, 2011.
Scott S. Markowitz, Esq., at Tarter Krinsky & Drogin LLP, serves
as the Debtors' bankruptcy counsel.  The Christian Brothers'
Institute disclosed assets of $63,418,267 and $8,484,853 in
liabilities.  CBOI discloses assets of $1,091,084 and liabilities
of $3,622,500.

Attorneys at Pachulski Stang Ziehl & Jones LLP, in Los Angeles,
Calif., and New York, N.Y., represent the Official Committee of
Unsecured Creditors as counsel.  Paul A. Richler, Esq., of
Pacific Palisades, Calif., serves as Special Insurance Counsel to
the Official Committee of Unsecured Creditors.

The Christian Brothers' Institute and The Christian Brothers of
Ireland, Inc., and the Official Committee of Unsecured Creditors
have a plan made possible following an "allocation plan"
negotiated with 75% of sexual abuse claimants.

The Joint Chapter 11 Plan of Reorganization dated Aug. 22, 2013,
has the Debtors and the Official Committee of Unsecured Creditors
as co-proponents.


CITY COLLEGE OF SAN FRANCISCO: Trustee Charged w/ Rescuing School
-----------------------------------------------------------------
Jim Carlton and Caroline Porter, writing for The Wall Street
Journal, reported that the fate of City College of San Francisco,
one of the nation's largest community colleges, rests largely on
the surgically repaired shoulder of a state-appointed trustee
named Robert Agrella.

According to the report, the 70-year-old former community-college
president is in a race against time to slim down the bureaucratic
behemoth with 80,000 students and 1,900 faculty before it
implodes.

"In community colleges in general, we tried to be all things to
all people," he said, the report cited.  "We cannot afford to do
that any longer."

In July, the Accrediting Commission for Community and Junior
Colleges, said it plans to revoke the school's accreditation at
the end of the school year, giving the college a year to prove
that it can turn around or be shut down, the report said.

Among other failings, the private agency found the school had
failed to reduce spending amid state funding declines while
keeping too little money in reserves, the report related.  City
College has $10 million in savings and $850,000 set aside for
emergencies, but the accreditor found the school faces long-term
problems if it doesn't change its spending patterns.  The
commission also found the college didn't meet standards in some
instructional programs, in student support services and in library
facilities.


CONCHO RESOURCES: Posts $30.4 Million Net Income in 3rd Quarter
---------------------------------------------------------------
Concho Resources Inc. reported net income of $30.42 million on
$652.92 million of total operating revenues for the three months
ended Sept. 30, 2013, as compared with net income of $5.98 million
on $465.34 million of total operating revenues for the same period
during the prior year.

For the nine months ended Sept. 30, 2013, the Company reported net
income of $145.21 million on $1.68 billion of total operating
revenues as compared with net income of $356.40 million on $1.34
billion of total operating revenues for the same period last year.

The Company's balance sheet at Sept. 30, 2013, showed $9.53
billion in total assets, $5.88 billion in total liabilities and
$3.64 billion in total stockholders' equity.

"Strategically, we have significant flexibility in how we choose
to execute our business.  That flexibility is a direct result of
the success across our assets in both the Delaware and Midland
Basins," commented Tim Leach, Concho's Chairman, CEO and
President.  "The performance of our assets and depth of our
inventory are compelling and suggest that we can increase our
growth rate.  Combined with a strong balance sheet, robust cash
margin and compelling economics, we are well positioned today to
accelerate growth. Our 2014 capital budget is intended to lay the
groundwork for a multi-year growth plan expected to double our
production while reducing our leverage ratio by 2016."

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

                        http://is.gd/RBIrEf

                      About Concho Resources Inc.

Concho Resources Inc. is an independent oil and natural gas
company engaged in the acquisition, development and exploration of
oil and natural gas properties.  The Company's operations are
focused in the Permian Basin of Southeast New Mexico and West
Texas.  For more information, visit Concho?s website at
www.concho.com.

                           *     *     *

As reported by the TCR on May 22, 2013, Moody's Investors Service
upgraded Concho Resources Inc.'s Corporate Family Rating to Ba2
from Ba3.

"The upgrade to Ba2 reflects Concho Resources' strong cash
margins, relatively high proportion of oil in the production mix,
and continued growth in production and reserves," said Arvinder
Saluja, Moody's Assistant Vice President-Analyst.

Concho Resources Inc. carries a BB+ corporate credit rating
from Standard & Poor's.


DETROIT, MI: Mayor-Elect Duggan Sees Key Role Amid Bankruptcy
-------------------------------------------------------------
Chris Christoff, writing for Bloomberg News, reported that Detroit
Mayor-elect Mike Duggan rescued a county, a bus system and a
14,000-worker hospital network, served as a prosecutor, plotted
Democratic campaigns and coached his four children's soccer teams.
Now, Duggan, 55, is back-seat driver of a city under state control
and seeking to become the largest U.S. municipal bankruptcy. He
wants to take the wheel sooner rather than later.

"The only authority I'm going to have is the authority I can
convince the governor and emergency manager to assign me," Duggan,
a Democrat, said last week by telephone, the report related.  "I'm
attempting to persuade them. We'll see."

According to the report, with plans to combat blight, crime and
population losses, Duggan must remake a dysfunctional government
that's in the hands of Emergency Manager Kevyn Orr, a former
classmate at the University of Michigan law school. Orr can be
ousted by Detroit's City Council -- with the mayor's approval --
as early as September 2014, though Duggan said he hopes to manage
operations well enough to take control even sooner.

Duggan will be sworn in Jan. 1 with the city under the cloud of
more than $18 billion of obligations, understaffed police and fire
departments and a cityscape scarred by blight and more than 70,000
vacant buildings, the report related.  The home of General Motors
Co. had 1.8 million residents in the 1950s, a figure that has
dwindled to 700,000 scattered across 139 square miles (360 square
kilometers).

                   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.


DEVONSHIRE PGA: Gets Final Approval to Use Cash Collateral
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized,
on a final basis, Devonshire PGA Holdings, LLC, et al., to use
cash collateral of its secured lender.

As reported in the Troubled Company Reporter on Oct. 8, 2013, the
Administrative Agent and Secured Lender are entitled to adequate
protection of their interest in the cash collateral.  The
following adequate protection will be provided: (a) senior
priority replacement liens upon all assets and property of the
Debtors, excluding all claims and causes of action, and the
products and proceeds thereof, arising under or permitted by
Sections 502(d), 506(c), 544, 545, 547, 548, 549 and 550 of the
Bankruptcy Code; (b) all security interests, liens, and rights of
setoff existing in favor of the Administrative Agent and Secured
Lender on the Petition Date; and (c) an administrative claim with
a priority equivalent to a claim under Sections 364(c)(1), 503(b)
and 507(b).

The Replacement Liens and Super-Priority Administrative Claim
granted will be junior and subordinate to the following fees and
expenses: (a) all accrued but unpaid fees and expenses of
professionals incurred prior to the delivery of a Termination
Notice; (b) Professional Fees and Expenses in the amount of
$100,000 incurred after delivery of a Termination Notice; and (c)
the payment of fees pursuant to 28 U.S.C. Sec. 1930.

                   About Devonshire PGA Holdings

Operators of assisted living facilities, led by Devonshire PGA
Holdings LLC, sought Chapter 11 bankruptcy in U.S. Bankruptcy
Court in Wilmington, Delaware on Sept. 19, 2013.

Chatsworth PGA Properties (Bankr. D. Del. Case No. 13-12457)
has estimated liabilities of between $100 million and $500
million, and assets of up to $10 million.  Chatsworth PGA
Properties provides assisted living services for the elderly.  It
also offers nursing and dementia care.

Devonshire PGA Holdings LLC (Case No. 13-12460), the owner of an
assisted-living facility in Florida, and based in Palm Beach
Gardens, estimated under $50,000 in assets and up to $50 million
in debts.  Another entity, Devonshire at PGA National LLC,
estimated more than $100 million in both assets and debt.

The Debtors are represented by M. Blake Cleary, Esq., at Young
Conaway Stargatt & Taylor, LLP, as counsel.  Epiq Bankruptcy
Solutions, LLC, serves as claims agent, and as administrative
advisor for the Debtors.  Alvarez & Marsal Healthcare Industry
Group, LLC, serves as restructuring advisors, and Alvarez's Paul
Rundell serves as Chief Restructuring Officer.

An official committee of unsecured creditors has not yet been
appointed in these cases by the Office of the United States
Trustee.


DEVONSHIRE PGA: Dec. 2 Combined Hearing to Approve Plan
-------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will hold
a combined hearing on Dec. 2, 2013, at 10:00 a.m., to consider
adequacy of the Disclosure Statement and confirmation of
Devonshire PGA Holdings, LLC, et al.'s Amended Plan of
Reorganization.  Objections, if any, are due Nov. 20, at 4 p.m.

According to the Debtor, by the solicitation order, the Court
established Nov. 20, 2013, at 4:00 p.m., as the deadline by which
ballots accepting or rejecting the Plan must be received.  To be
counted, your original ballot must actually be received by:

         DEVONSHIRE PGA HOLDINGS, LLC
         Ballot Processing
         c/o Epiq Bankruptcy Solutions, LLC
         757 Third Avenue, 3rd Floor
         New York, NY 10017

The Amended Disclosure Statement for the Plan was proposed by M.
Blake Cleary, Esq., at Young Conaway Stargatt & Taylor, LLP, for
the Debtor, and R. Craig Martin, Esq., at DLA Piper LLP (US), on
behalf of ELP West Palm, LLC, the secured lender, on Oct. 15,
2013.  The Plan is the result of negotiations by and among the
Debtors and their respective secured lenders, ELP and HJSI
Devonshire II, LLC (also the sole member of Holdings).  Other than
the ELP Secured Claims and HJSI-II, LLC Secured Claims, the Plan
leaves Unimpaired or otherwise pays in full in Cash all of the
Debtors Claim Holders.  Specifically, the Plan provides for the
payment or full satisfaction of all Allowed Administrative,
Priority Tax, Other Priority and General Unsecured Claims.
Holders of certain Other Secured Claims will also be rendered
Unimpaired under the Plan.

Further, the Plan provides that the Holder of the Allowed HJSI-II,
LLC Secured Claims, in partial satisfaction and discharge of and
in exchange for such Allowed HJSI-II, LLC Secured Claims, will
receive a payment in the aggregate total amount of $3,000,000.
Finally, the Holder of Allowed ELP Secured Claims, in partial
satisfaction of and in exchange for such Allowed Claims and the
Mezz Payment, will receive 100% of the Interests in Reorganized
Holdings.

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

                   About Devonshire PGA Holdings

Operators of assisted living facilities, led by Devonshire PGA
Holdings LLC, sought Chapter 11 bankruptcy in U.S. Bankruptcy
Court in Wilmington, Delaware on Sept. 19, 2013.

Chatsworth PGA Properties (Bankr. D. Del. Case No. 13-12457)
has estimated liabilities of between $100 million and $500
million, and assets of up to $10 million.  Chatsworth PGA
Properties provides assisted living services for the elderly.  It
also offers nursing and dementia care.

Devonshire PGA Holdings LLC (Case No. 13-12460), the owner of an
assisted-living facility in Florida, and based in Palm Beach
Gardens, estimated under $50,000 in assets and up to $50 million
in debts.  Another entity, Devonshire at PGA National LLC,
estimated more than $100 million in both assets and debt.

The Debtors are represented by M. Blake Cleary, Esq., at Young
Conaway Stargatt & Taylor, LLP, as counsel.  Epiq Bankruptcy
Solutions, LLC, serves as claims agent, and as administrative
advisor for the Debtors.  Alvarez & Marsal Healthcare Industry
Group, LLC, serves as restructuring advisors, and Alvarez's Paul
Rundell serves as Chief Restructuring Officer.

An official committee of unsecured creditors has not yet been
appointed in these cases by the Office of the United States
Trustee.


DIGERATI TECHNOLOGIES: Rhodes Can't Pursue Estate Claims
--------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas
entered an order regarding the motion of Rhodes Holdings, LLC and
Scott Hepford to determine authority of individual creditors to
pursue estate claims against Digerati Technologies, Inc.  The
Court stated that the requested relief was very narrow in scope.
In this relation, the Court denied the request of Hepford and RH.

On Oct. 22, 2013, Terry Dishon, Sheyenne Hurley and Hurley
Fairview, LLC, filed their response in opposition to the motion.
In a separate filing, the Debtor also balked at the motion.

                     About Digerati Technologies

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

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

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

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

Earlier in the case, Rhode Holdings, LLC, sought the transfer of
venue of Digerati's Chapter 11 case to the U.S. Bankruptcy Court
for the Western District of Texas, San Antonio Division.


DUMA ENERGY: Hydrocarb Held 12.3% Equity Stake at Oct. 31
---------------------------------------------------------
In a Schedule 13D filed with the U.S. Securities and Exchange
Commission, Hydrocarb Corporation disclosed that as of Oct. 31,
2013, it beneficially owned 1,859,879 shares of common stock of
Duma Energy Corp. representing 12.3 percent of the shares
outstanding.  On Oct. 31, 2013, Hydrocarbacquired 1,859,879 shares
of the Company as settlement of certain outstanding debt owed to
it by the Company at a deemed price of $1.93 per share, for a
total deemed cost of $3,589,567.  A copy of the regulatory filing
is available for free at http://is.gd/Linfgt

                          About Duma Energy

Corpus Christi, Tex.-based Duma Energy Corp. --
http://www.duma.com/-- formerly Strategic American Oil
Corporation, is a growth stage oil and natural gas exploration and
production company with operations in Texas, Louisiana, and
Illinois.  The Company's team of geologists, engineers, and
executives leverage 3D seismic data and other proven exploration
and production technologies to locate and produce oil and natural
gas in new and underexplored areas.

Duma Energy incurred a net loss of $4.57 million for the year
ended July 31, 2012, compared with a net loss of $10.28 million
during the prior fiscal year.  For the nine months ended April 30,
2013, the Company incurred a net loss of $39.23 million on $5.10
million of revenues.   As of April 30, 2013, the Company had
$25.78 million in total assets, $15.47 million in total
liabilities and $10.30 million in total stockholders' equity.


EARL GAUDIO: May Immediately Pay 33% of Bonus Amounts
-----------------------------------------------------
The Hon. Gerald D. Fines of the U.S. Bankruptcy Court for the
Central District of Illinois authorized Earl Gaudio & Son, Inc.,
to immediately pay bonus amounts, which represent 33% of the bonus
amounts originally sought by the Debtor.

The Court also ordered that the remaining portions of the bonus
amounts originally sought by the Debtor will not be paid as a
bonus but will be allowed as general unsecured claims.

As reported in the Troubled Company Reporter on Oct. 14, 2013,
the Official Unsecured Creditors' Committee filed with the
Bankruptcy Court a limited objection to custodian First Midwest
Bank's motion to pay bonuses to the Debtor's employees.

On Sept. 13, 2013, the Debtor requested that the Court authorize
payment of bonuses equal to one week of pay for employees that
remain with the Debtor until the closing of the sale of the
Debtor's assets.

According to the Committee, it is not clear why the custodian
waited until little more than one week prior to a closing of the
sale to file the "stay" bonus motion.  This places the Committee
in the position of reviewing after the fact a commitment
presumably already made by the custodian.  On information and
belief, some of the employees are being retained by the purchaser,
Skeff Distributing Company, Inc.  In addition to the incentive of
receiving the normal compensation in exchange for the services
they performed, those employees had ample incentive to perform
their work for the prospect of continued employment with the
purchaser.  The Committee asked the Court to either deny the bonus
motion until further information is disclosed by the custodian or
limit the relief granted.

                  About Earl Gaudio & Son, Inc.

Earl Gaudio & Son, Inc., filed a Chapter 11 petition (Bankr. C.D.
Ill. Case No. 13-90942) on July 19, 2013.  The petition was signed
by Angela E. Major Hart, as authorized signer of First Midwest
Bank, custodian.  Judge Gerald D. Fines presides over the case.
The Debtor disclosed $11,849,187 in assets and $8,489,291 in
liabilities as of the Chapter 11 filing.  John David Burke, Esq.,
and Ben T. Caughey, Esq., at Ice Miller, LLP, serve as the
Debtor's counsel.

The U.S. Trustee appointed five creditors to serve in the Official
Committee of Unsecured Creditors.  The Committee tapped to retain
Evans, Forehlich, Beth & Chamley as its local counsel, and Rubin &
Levin, P.C., as its counsel.


EAST 81ST: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: East 81st, LLC
        440 West 41st Street
        New York, NY 10036

Case No.: 13-13685

Chapter 11 Petition Date: November 12, 2013

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

Debtor's Counsel: Gilbert A. Lazarus, Esq.
                  LAZARUS & LAZARUS, P.C.
                  240 Madison Avenue, 8th Floor
                  New York, NY 10016
                  Tel: (212) 889-7400
                  Fax: (212) 684-0314
                  Email: glazarus@lazarusandlazarus.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Yossi Zaga, managing member.

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


EMPIRE LLC: Moody's Confirms 'Caa1' CFR & Sr. Secured Notes Rating
------------------------------------------------------------------
Moody's Investors Service confirmed Empire LLC's Caa1 corporate
family rating, its Caa1-PD probability of default rating and the
Caa1 rating of its senior secured notes. The outlook is stable.
These rating actions conclude the review initiated on August 20,
2013.

Ratings Rationale:

"The dismissal of the lawsuit filed on July 25, 2013 by
Manufacturers Alliance Insurance Company seeking retrospective
workers compensation premiums from the company without any such
payments being made by Empire coupled with the improvement in
Empire's operating performance in the second quarter of fiscal
2013 removes the downward rating pressure", Moody's Senior Analyst
Mickey Chadha stated. "The Caa1 corporate family rating
incorporates Moody's expectation of continued improvement in
operating performance in the next 12 months", Chadha further
stated.

Empire's Caa1 corporate family rating continues to reflect its
very small scale, and weak credit metrics. It also reflects the
discretionary nature of the company's products, as well as its
very high susceptibility to consumer confidence and macroeconomic
factors. Ratings also reflect risks related to the very high
turnover rate of Empire's independent sales force and its
liquidity profile which does not leave much leeway for any
operational missteps. Ratings are supported by the good position
Empire has established in the highly-fragmented floor covering
market, and in the shop-at-home segment of that market, in
particular.

The following ratings are confirmed and LGD point estimates
updated:

-- Corporate Family Rating of Caa1

-- Probability of Default Rating of Caa1-PD

-- $150 million senior secured notes rating of Caa1 (LGD4, 54%)
    from (LGD4, 52%)

The stable outlook incorporates Moody's expectation of improvement
in profitability and credit metrics in the near to medium term.
The outlook also reflects Moody's view that the company will
maintain adequate liquidity and will not make debt funded
distributions.

Although unlikely in the near term, a ratings upgrade could be
triggered by sustained improvement in earnings while maintaining
adequate liquidity and conservative financial policies.
Specifically, an upgrade would require debt/EBITDA to be sustained
below 6.0 times and EBITA/interest sustained above 1.25 times.

The ratings could be downgraded if sales growth and operating
margins do not demonstrate meaningful improvement, financial
policies become more aggressive, or liquidity deteriorates.
Specifically, the ratings could be downgraded if debt/EBITDA and
EBITA/interest do not demonstrate a sustained improvement from
current levels.

Empire LLC headquartered in Northlake, IL, is a specialty retailer
of carpet, hard floor, and window treatments. The company offers
shop-at-home sales in 73 metropolitan markets including over 40 of
the largest metropolitan markets in the U.S. Revenues were about
$634 million for the last twelve months ending June 30, 2013.
Mercury Capital, L.P. and its affiliates own 96% of the company on
a fully diluted basis.


EMPIRE RESORTS: Welcomes Approval of Casinos in New York
--------------------------------------------------------
New York State voters approved Proposition One, a constitutional
amendment authorizing full-scale casino gaming in New York.
Empire Resorts, Inc., and EPR Properties welcome passage of the
referendum, which Empire Resorts believes represents an important
next step of the two-year process through which Empire and EPR
have collaborated to master plan, design and implement a fully
integrated resort destination casino on the site of the former
Concord Resort in Sullivan County.  Empire intends to apply for
and actively pursue a license to operate such a full-scale casino
from the New York State Gaming Commission.

"We are pleased that the people of New York have voted in favor of
Proposition One, and look forward to the opportunity to build a
first class casino facility at the site of the former Concord
Resort, which we anticipate will deliver construction and
permanent jobs, property tax relief and school funding made
possible by this legislation," said Emanuel Pearlman, Chairman of
the Board of Empire.

David Brain, president and CEO of EPR Properties, stated, "With
this affirmative outcome we look forward to working with our
operating partner, Empire Resorts, in submitting a proposal for a
casino- anchored destination resort which will significantly
enhance the economic vitality of the surrounding community.

                        About Empire Resorts

Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY)
-- http://www.empireresorts.com/-- owns and operates Monticello
Casino & Raceway, a video gaming machine and harness racing track
and casino located in Monticello, New York, 90 miles northwest of
New York City.

Empire Resorts reported a net loss applicable to common shares of
$2.26 million in 2012, as compared with a net loss applicable to
common shares of $1.57 million in 2011.

The Company's balance sheet at Sept. 30, 2013, showed $60.72
million in total assets, $52.43 million in total liabilities and
$8.29 million in total stockholders' equity.


ENDEAVOUR INTERNATIONAL: Incurs $40.3 Million Net Loss in Q3
------------------------------------------------------------
Endeavour International Corporation reported a net loss to common
stockholders of $40.34 million on $36.90 million of revenues for
the three months ended Sept. 30, 2013, as compared with a net loss
to common stockholders of $34.15 million on $83.27 million of
revenues for the same period during the prior year.

For the nine months ended Sept. 30, 2013, the Company reported a
net loss to common stockholders of $69.18 million on $220.73
million of revenues as compared with a net loss to common
stockholders of $121.14 million on $121.44 million of revenues for
the same period a year ago.

As of Sept. 30, 2013, the Company had $1.50 billion in total
assets, $1.41 billion in total liabilities, $43.70 million in
series C convertible preferred stock, and $46.24 million in
stockholders' equity.

"First production at Rochelle is a major achievement for our
Company.  Rochelle was part of a package of assets Endeavour
purchased in 2006.  The field's evolution from stranded discovery
to producing asset is a testament to the perseverance and
technical talent of all whom have been involved in the project,"
said William L. Transier, chairman, chief executive officer and
president.  "Now with three significant assets and all of our U.K.
development projects on-line, we will focus on exploiting the
underlying value of our assets and turn our attention in the near-
term to reducing debt and being cost efficient."

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

                        http://is.gd/Z73xXw

                   About Endeavour International

Houston-based Endeavour International Corporation (NYSE: END)
(LSE: ENDV) is an oil and gas exploration and production company
focused on the acquisition, exploration and development of energy
reserves in the North Sea and the United States.

For the year ended Dec. 31, 2012, the Company incurred a net loss
of $126.22 million, as compared with a net loss of $130.99 million
during the prior year.

                           *     *     *

As reported by the TCR on March 5, 2013, Moody's Investors Service
downgraded Endeavour International Corporation's Corporate Family
Rating to Caa3 from Caa1.  Endeavour's Caa3 CFR reflects its weak
liquidity, small production and proved reserve scale, geographic
concentration and the uncertainties regarding its future
performance given the inherent execution risks related to its
offshore North Sea operations for a company of its size.

In the Feb. 22, 2013, edition of the TCR, Standard & Poor's
Ratings Services lowered its corporate credit rating on Houston,
Texas-based Endeavour International Corp. (Endeavour) to 'CCC+'
from 'B-'.  The rating action reflects S&P's expectation that
Endeavour could have insufficient liquidity to meet its needs due
to the delay in production from its Rochelle development.


FAIRMONT GENERAL: Panel May Hire CohnReznick LLP as Fin'l Advisor
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Fairmont General
Hospital, Inc. and its debtor-affiliates sought and obtained
authorization from the U.S. Bankruptcy Court for the Northern
District of West Virginia to retain CohnReznick LLP as financial
advisor, nunc pro tunc to Sept. 27, 2013.

The Committee requires CohnReznick LLP to:

   (a) gain an understanding of the Debtors' accounting and cash
       management systems;

   (b) perform an assessment of the Debtors' business plan;

   (c) ascertain net cash flow available from completion of
       contracts;

   (d) scrutinize proposed transactions, including the assumption
       and rejection of executory contracts;

   (e) identify, analyze, and investigate transactions with Non-
       Debtor entities and other related parties to determine (i)
       the business purpose of the transactions, (ii) if assets
       were diverted from the Debtor entities to Non-Debtor
       entities, and (iii) the current and former practices of
       transferring assets to/from the Debtor/Non-Debtor entities;

   (f) monitor the Debtors' weekly operating results, availability
       and borrowing base certificates;

   (g) analyze the Debtors' budget to actual results on an ongoing
       basis for reasonableness and cost control;

   (h) monitor any sales process and supplement list of potential
       Buyers;

   (i) communicate findings to the Committee;

   (j) identify and quantify any recoverable assets which are not
       in the Debtors' estates;

   (k) determine whether the Board of Directors and Senior
       Management performed their fiduciary duties;

   (l) determine if there are potential claims against the
       Debtors' auditors or Board members;

   (m) investigate and analyze all potential avoidance action
       claims;

   (n) determine the accuracy of historical and current financial
       data, which may have been compromised while operating in a
       distressed environment;

   (o) assist the Committee in negotiating the key terms of a Plan
       of Reorganization/Liquidation;

   (p) review the nature and origin of other significant claims
       asserted against the Debtors;

   (q) update dividend analysis;

   (r) review and analyze the proposed Plan of Reorganization/
       Liquidation and Disclosure Statement; and

   (s) other services as may be requested by the Committee or its
       counsel.

CohnReznick LLP will be paid at these hourly rates:

       Clifford A. Zucker, Partner           $675
       Harold Emahiser, Director             $560
       Partner/Senior Partner             $585-$800
       Manager/Senior Manager/Director    $435-$620
       Other Professional Staff           $275-$410
       Paraprofessional                      $185

CohnReznick LLP has agreed to provide a similar discount of 15% to
the rates of other professionals and paraprofessionals who may be
utilized in connection with its proposed retention.

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

As an accommodation to the Committee, CohnReznick LLP has agreed
that payment of its fees and expenses for services rendered to the
Committee will be capped at $40,000, with payment of any allowed
fees and expenses in excess of $40,000 per month deferred until
confirmation of a plan herein, conversion or dismissal of these
cases.

Clifford A. Zucker, partner of CohnReznick LLP, 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.

CohnReznick LLP can be reached at:

       Clifford A. Zucker
       COHNREZNICK LLP
       1212 Avenue of the Americas
       New York, NY 10036
       Tel: (212) 297-0400
       E-mail: Clifford.Zucker@cohnreznick.com

                    About Fairmont General

Fairmont General Hospital Inc. and Fairmont Physicians, Inc.,
which operate a 207-bed acute-care facility in Fairmont, West
Virginia, sought Chapter 11 bankruptcy protection (Bankr. N.D.
W.Va. Case No. 13-01054) on Sept. 3, 2013, listing between
$10 million and $50 million in both assets and debts.

The fourth-largest employer in Marion County, West Virginia, filed
for bankruptcy as it looks to partner with another hospital or
health system.

The Debtors are represented by Rayford K. Adams, III, Esq., at
Spilman Thomas & Battle, PLLC, in Winston-Salem, North Carolina;
David R. Croft, Esq., at Spilman Thomas & Battle, PLLC, in
Wheeling, West Virginia, and Michael S. Garrison, Esq., at Spilman
Thomas & Battle, PLLC, in Morgantown, West Virginia.  The Debtors'
financial analyst is Gleason & Associates, P.C.  The Debtors'
claims and noticing agent is Epiq Bankruptcy Solutions.


FAIRMONT GENERAL: Huddleston Bolen Okayed as Panel's Local Counsel
------------------------------------------------------------------
The Official Committee of Unsecured Creditors of Fairmont General
Hospital, Inc. and its debtor-affiliates sought and obtained
authorization from the U.S. Bankruptcy Court for the Northern
District of West Virginia to retain Huddleston Bolen LLP as local
counsel, nunc pro tunc to Oct. 1, 2013.

The professional services Huddleston Bolen may be asked to render
in its representation of the Committee as local counsel include
the following:

   (a) provide legal advice regarding the Committee's rights,
       powers, and duties in these cases;

   (b) prepare all necessary applications, answers, responses,
       objections, orders, reports, and other legal papers;

   (c) represent the Committee in any and all matters arising in
       these cases, including any dispute or issue with the
       Debtors or other third parties;

   (d) assist the Committee in its investigation and analysis of
       the Debtors, their capital structures, and issues arising
       in or related to these cases, including but not limited to
       the review and analysis of all pleadings, claims, and
       bankruptcy plans that might be filed in these cases and any
       negotiations or litigation that may arise out of or in
       connection with such matters, the Debtors' operations, or
       the Debtors' financial affairs;

   (e) represent the Committee in all aspects of any sale and
       bankruptcy plan confirmation proceedings;

   (f) perform any and all other legal services for the Committee
       that may be necessary or desirable in these cases.

Huddleston Bolen will be paid at these hourly rates:

       Partners                   $275
       Associates                 $190
       Legal Assistants           $100
       Janet Smith Holbrook       $275

Huddleston Bolen will reduce its hourly rate by one-half for
travel time.

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

Janet Smith Holbrook, partner of Huddleston Bolen, 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.

Huddleston Bolen can be reached at:

       Janet Smith Holbrook, Esq.
       HUDDLESTON BOLEN LLP
       P.O. Box 2185
       Huntington, WV 25722-2185
       Tel: (304) 691-8330
       Fax: (304) 522-4312
       E-mail: jholbrook@huddlestonbolen.com

                    About Fairmont General

Fairmont General Hospital Inc. and Fairmont Physicians, Inc.,
which operate a 207-bed acute-care facility in Fairmont, West
Virginia, sought Chapter 11 bankruptcy protection (Bankr. N.D.
W.Va. Case No. 13-01054) on Sept. 3, 2013, listing between
$10 million and $50 million in both assets and debts.

The fourth-largest employer in Marion County, West Virginia, filed
for bankruptcy as it looks to partner with another hospital or
health system.

The Debtors are represented by Rayford K. Adams, III, Esq., at
Spilman Thomas & Battle, PLLC, in Winston-Salem, North Carolina;
David R. Croft, Esq., at Spilman Thomas & Battle, PLLC, in
Wheeling, West Virginia, and Michael S. Garrison, Esq., at Spilman
Thomas & Battle, PLLC, in Morgantown, West Virginia.  The Debtors'
financial analyst is Gleason & Associates, P.C.  The Debtors'
claims and noticing agent is Epiq Bankruptcy Solutions.


FIDELITY & GUARANTY: Fitch Affirms 'BB' Long-term Issuer Rating
---------------------------------------------------------------
Fitch Ratings has affirmed the 'BB' long-term Issuer Default
Rating (IDR) of Fidelity & Guaranty Life Holdings, Inc. (F&G Life
Holdings) and the 'BBB' Insurer Financial Strength (IFS) ratings
assigned to F&G Life Holdings' insurance subsidiaries, Fidelity &
Guaranty Life Insurance Co. and Fidelity & Guaranty Life Insurance
Co. of New York (collectively referred to as F&G Life). The Rating
Outlook is Stable.

Key Rating Drivers:

The rating affirmation reflects Fitch's view that recent operating
performance and balance sheet fundamentals are in line with rating
expectations. The ratings are based on F&G Life's relatively
narrow operating profile, strong balance sheet profile, and
management's successful execution of its operating strategies
since the company's purchase in 2011. The ratings also consider
F&G Life's highly leveraged ultimate parent company, competitive
challenges in the company's target markets, and macroeconomic
challenges associated with low interest rates and economic
weakness.

F&G Life's strategic focus is centered on the sale of fixed
indexed annuities (FIAs) primarily through independent marketing
organizations (IMOs). FIAs accounted for over 90% of 2013 year-to-
date sales and 60% of total net statutory reserves. While Fitch
believes that F&G Life maintains a strong competitive position in
this market, this concentration exposes the company to potentially
unfavorable regulatory or market developments that may negatively
impact the demand for FIA products.

F&G Life's strong balance sheet profile reflects the company's
good asset quality and strong statutory capitalization. Bond
quality was strong at June 30, 2013 as below investment-grade
bonds approximated 4% of total bonds or 58% of total adjusted
capital (TAC). Both figures are below industry averages.
Impairment losses continued to trend lower with a drop to $2
million in the first half of 2013 versus $15 million in 2012.

Estimated risk based capital (RBC) of 474% and financial leverage
of 25% at June 30, 2013 are both in line with rating expectations.
June 30, 2013 statutory capital increased $218 million to $1,167
million and operating leverage declined to 14x from 17x, both
compared to year-end 2012. The differences are largely due to the
issuance of a $195 million surplus note and year-to-date earnings.
RBC may be negatively impacted in the future due to new business
strain and new surplus note interest.

F&G Life's operating performance has improved considerably
following the change in the company's ownership and management
team. Improved earnings have benefited from management actions to
reduce expenses and maintain product pricing discipline. Results
have also benefited from improved investment performance due to
improved market conditions and steps taken by management to de-
risk the investment portfolio. Looking forward, Fitch expects
further earnings improvement and estimates operating ROE in the
10% range for 2014.

F&G Life is wholly owned by HRG, a highly leveraged, publicly
traded holding company that seeks to acquire significant interests
in businesses across a diverse range of industries. HRG is
majority owned by investment funds affiliated with Harbinger
Capital Partners.

Fitch views as a credit positive the planned partial IPO of
Fidelity & Guaranty Life, Inc. (F&G Life Holding's parent
company). Fitch's view of F&G Life's credit profile has been
negatively affected by its status as a wholly owned subsidiary of
HRG (Fitch IDR of 'B'). Fitch has applied non-standard notching
(three notches compared to standard two notches) between the 'BBB'
IFS ratings of the insurance subsidiaries and the 'BB' IDR of F&G
Life Holdings based on the ratings and financial profile of F&G
Life Holdings' highly leveraged parent, Harbinger Group Inc. (HRG,
'B' IDR) and its own limited financial flexibility and liquidity.

Rating Sensitivities:

The key rating triggers that could result in an upgrade include:

-- Successful completion of the planned Fidelity & Guaranty Life,
    Inc. IPO;

-- Sustained improvement in operating performance.

The key rating triggers that could result in a downgrade include:

-- Deterioration in HRG's credit profile;

-- F&G Life's consolidated RBC falls below 300% with operating
    leverage above 20x;

-- Consolidated financial leverage for F&G Life Holdings exceeds
    35%;

-- Maximum statutory dividend coverage of F&G Life Holdings
    consolidated interest falls below 3x.

-- A prolonged spike in F&G Life annuity surrenders;

-- Any significant issues with F&G Life's market conduct or
    regulatory environment.

Fitch has affirmed the following ratings:

Fidelity & Guaranty Life Insurance Co.
Fidelity & Guaranty Life Insurance Co. of New York

-- IFS rating at 'BBB'.

Fidelity & Guaranty Life Holdings, Inc.

-- Long-term IDR at 'BB'.
-- Sr. unsecured note due March, 2021 at 'BB-'.


FIDELITY NATIONAL: Fitch Affirms 'BB+' Sr. Unsecured Debt Rating
----------------------------------------------------------------
Fitch Ratings has affirmed Fidelity National Financial, Inc.'s
(FNF) Issuer Default Rating (IDR) at 'BBB-' and senior unsecured
debt at 'BB+'. Fitch has also affirmed the Insurer Financial
Strength (IFS) of FNF's title insurance companies at 'BBB+.' The
Rating Outlook for all ratings is Stable. A complete list of
rating actions follows at the end of this release.

Key Rating Drivers:

The affirmation reflects FNF's market leading margins and scale
and strong capitalization in title insurance. Offsetting these
positive factors is the expected increase in tangible financial
leverage and reduced financial flexibility from the proposed
acquisition of Lender Processing Services, Inc. (LPS) for $2.9
billion that is anticipated to close in Q4 2013 or Q1 2014.

FNF previously owned LPS before it was spun-off with Fidelity
National Information Services, Inc. (FIS) in 2006. FIS
subsequently spun-off LPS in 2008. While the previous ownership of
LPS lessens the potential integration risk, Fitch cautions that
the markets have changed since FNF previously owned LPS,
particularly regarding litigation activity, and that past
performance is no guarantee of future performance.

Fitch remains concerned about FNF's aggressive capital management
strategy based on its willingness to periodically increase balance
sheet financial leverage to fund acquisitions, which is viewed as
a limiting factor to the company's rating.

FNF's title insurance subsidiaries' profitability andcapital
position has improved in recent years. Barring any material
upstreaming of capital from the title underwriters 2013 year end's
capital position is likely to modestly improve further.

FNF has a dominant position in title insurance, accounting for
approximately 33% of the U.S. title insurance market. This scale
coupled with an aggressive cost management focus has allowed FNF
to be one of the most profitable title insurance companies,
reporting a pretax operating margin of 14.4% as of nine months
ended Sept. 30, 2013 an improvement of 110 basis points over the
smae periodin 2012.

However, on a consolidated basis, GAAP pretax operating margins
are down to 7.7% year-to-date Sept. 30, 2013 a decline from 10%
for comparable period prior year. In particular, FNF's other
segments which include Remy International, Inc. (Remy), restaurant
assets, and corporate are down year-over-year offsetting the
improvement in the title insurance segment.

As of Sept. 30, 2013 FNF reported financial leverage of
approximately 21.4% and tangible financial leverage, which
excludes goodwill from equity, of 30.7%. On a pro forma basis,
financial and tangible financial leverage increase to
approximately 35% and 63%, respectively. Although Fitch believes
that FNF will actively seek to reduce financial leverage closer to
FNF's stated long term target of 25% the additional goodwill the
LPS transaction generates significantly alters the quality of
capital.

The Stable Outlook reflects Fitch's view that FNF will continue to
operate profitably despite fundamental challenges faced by the
title insurance industry. Specifically, mortgage originations are
forecast to fall during 2014, placing added pressure on title
insurance revenue and margins.

Rating Sensitivities:

The following key rating drivers could lead to an upgrade:

-- Sustained performance of operating company capital in line
    with Fitch's guidelines for 'A' IFS category title insurers,
    which includes a RAC score of approximately 140% and net
    leverage below 6.0x;

-- Sustained calendar and accident year profitability;

-- Sustained improvement in EBIT based interest coverage of 7.0x
    or higher.

The following key rating drivers could lead to a downgrade:

-- An absolute RAC score below 105% or deterioration in
    capitalization such as net leverage above 7.5x;

-- Inability to move financial leverage below 30% on a post LPS
    acquisition basis, by year-end 2015;

-- A significant write down in goodwill or signs that indicate a
    potential write down of goodwill is possible;

-- Deterioration in earnings, primarily measured by consolidated
    pretax GAAP margins, at a pace greater than peer averages;

-- Sustained material adverse reserve development;

-- Any additional acquisition that makes a meaningful change to
    the company's profile, particularly one that increases
    financial leverage.

Fitch has affirmed the following ratings with a Stable Outlook:

Fidelity National Financial, Inc.

-- IDR at 'BBB-';

-- $300 million 4.25% convertible senior note maturing Aug. 15,
    2018 at 'BB+';

-- $300 million 6.6% senior note maturing May 15, 2017 at 'BB+';

-- $400 million 5.5% senior note maturing Sept. 1, 2022 at 'BB+';

-- Four year $800 million unsecured revolving bank line of credit
    due April 16, 2016 at 'BB+'.

Fidelity National Title Ins. Co.
Alamo Title Insurance Co. of TX
Chicago Title Ins. Co.
Commonwealth Land Title Insurance Co.

-- IFS ratings at 'BBB+'.


FLORIDA GAMING: Miami Jai-Alai Sues to Knock Out Debt to Lenders
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Miami Jai-Alai began a lawsuit last week to determine
whether a sale of the fronton and casino will entitle holders of
secured debt to $26.8 million on top of the $90 million in
principal.

According to the report, the casino contended in the lawsuit that
the claim for $26.8 million amounts to criminal usury and must be
paid after creditors because it's based on a contract for the sale
of securities.

As described in a complaint filed Nov. 8 in U.S. Bankruptcy Court
in Miami, ABC Funding LLC, as agent for secured lenders, required
the casino to issue warrants to holders of the secured debt.

The casino's obligation to purchase the warrants was invoked when
casino operator Silvermark LLC signed a contract to buy the
business for $115 million cash and $14 million in debt assumption.

An investment bank, appointed under the warrant agreement,
determined that the property was worth $180 million, meaning that
the required purchase price for the warrants was $26.8 million.

The warrant price killed the sale at least for the time being, the
casino said in its complaint.

The casino said it found several defects in the warrant agreement.
If Florida law applies, the casino contended, the interest rate
works out to 33 percent and would exceed the state's 25 percent
usury cap on interest.

If the 25 percent cap is applied, the warrants would be worth at
most $9 million, the casino said. If it amounts to criminal usury,
the debt could be voided, according to the casino.

The casino invoked Section 510(b) of the Bankruptcy Code and
contended the warrants amount to a claim arising from the sale of
securities and are thus automatically subordinated to creditors'
claims.

Holders of the warrants include Summit Partners LP and Canyon
Value Realization Fund LP.

The casino said the lenders are trying to take ownership through a
"loan to own" scheme.

In a compromise with the lenders, the casino agreed that a
pre-bankruptcy receiver will continue operating the business.

                        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.


FLORIDA GAMING: Guggenheim Securities Hiring Approval Sought
------------------------------------------------------------
BankruptcyData reported that Florida Gaming filed with the U.S.
Bankruptcy Court a motion to retain Guggenheim Securities
(Contact: Alex C. Fisch) as investment banker for a financial
advisory fee of $100,000 and a monthly fee of $50,000.

Guggenheim will also earn a sale transaction fee, depending on the
identity of a stalking horse bidder, as follows: sale transaction
fee - if any entity other than Silvermark is the stalking horse
bidder, the Company will pay Guggenheim 1.000% of the aggregate
sale consideration up to $120,000,000 plus 2.000% of the aggregate
sale consideration if any, between $120,000,000 and $140,000,000
plus 3.000% of the aggregate sale consideration, if any, in excess
of $140,000,000.

If Silvermark is the stalking horse bidder, Guggenheim's sale
transaction fee will be .5% of the aggregate sale consideration up
to $130,000,000 plus 5.000% of the aggregate sale consideration,
if any, between $130,000,000 and $160,000,000 plus 3.000% of the
aggregate sale consideration, if any, in excess of $160,000,000.

The motion explains, "Miami Jai-Alai has chosen Guggenheim to act
as their investment banker post-petition because Guggenheim has
substantial expertise in sale, financing, and restructuring
transactions of the type contemplated here, and is well qualified
to perform these services and assist Miami Jai-Alai in these
Chapter 11 cases. Without the services of Guggenheim, Miami Jai-
Alai will be unable to accomplish a sale or other transaction
through a canvassing of the market and any development of
alternatives."

                        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.


FNBH BANCORP: OCC Issues New Consent Order
------------------------------------------
Pursuant to a Stipulation and Consent to the Issuance of a Consent
Order, First National Bank in Howell, a wholly-owned subsidiary of
FNBH Bancorp, Inc., consented to the issuance of a Consent Order
by the Office of the Comptroller of the Currency, the Bank's
primary banking regulator.  The New Order replaces in its entirety
the Consent Order issued with respect to the Bank in September
2009.

The New Order requires the Bank or its Board of Directors to take
certain actions, including adopting and implementing a two-year
strategic plan for the Bank, achieving and maintaining total
capital equal to at least 11 percent of risk-weighted assets and
Tier 1 capital equal to at least 8.5 percent of adjusted total
assets, and taking certain steps to improve risk management at the
Bank.  The New Order contains several of the same requirements as
the 2009 Order, but excludes requirements of the 2009 Order that
the Bank has satisfied since the entry of the 2009 Order.  The New
Order also contains certain new requirements designed to improve
additional functions within the Bank.

A copy of the New Order is available for free at:

                        http://is.gd/obBgCa

                         About FNBH Bancorp

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

FNBH disclosed net income of $329,000 in 2012, as compared with a
net loss of $3.57 million in 2011.  The Company's balance sheet at
June 30, 2013, showed $299.05 million in total assets, $289.61
million in total liabilities and $9.43 million in total
shareholders' equity.

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

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


FREDDIE MAC: In Talks with BofA to Settle Mortgage Dispute
----------------------------------------------------------
Nick Timiraos and Shayndi Raice, writing for The Wall Street
Journal, reported that Freddie Mac and Bank of America are in
settlement talks to resolve disputes over more than $1.4 billion
in faulty mortgages Freddie has said Bank of America should have
to take back, according to people familiar with the matter.

According to the report, the deal would be the second such
agreement between Bank of America and Freddie since 2011. It would
largely shield the bank from any future repurchase demands from
Freddie stemming from loans sold before 2012. The second-largest
U.S. bank by assets is hoping to settle before the end of the
year, said one of the people.

Terms of the potential settlement couldn't be determined, the
report said.  Such settlements with other banks have varied
depending on the terms of the agreement and the amount of loans
covered. While banks typically press to pay less than the full
amount of outstanding claims, they sometimes will end up paying
slightly more to prevent any new repurchase demands from
materializing on loans sold as long ago as 2000.

Since 2011, Bank of America, based in Charlotte, N.C., has reached
two such settlements with Freddie's larger sibling, Fannie Mae,
including one worth $11.6 billion earlier this year, the report
related.

Fannie and Freddie can force banks to buy back loans that don't
adhere to agreed-upon standards, and since 2009, both companies
have demanded that lenders repurchase tens of billions in soured
loans made as the housing boom turned to bust, the report added.

                        About Freddie Mac

Based in McLean, Virginia, the Federal Home Loan Mortgage
Corporation, known as Freddie Mac (OTCBB: FMCC) --
http://www.FreddieMac.com/-- was established by Congress in
1970 to provide liquidity, stability and affordability to the
nation's residential mortgage markets.  Freddie Mac supports
communities across the nation by providing mortgage capital to
lenders.  Over the years, Freddie Mac has made home possible for
one in six homebuyers and more than five million renters.

Freddie Mac is under conservatorship and is dependent upon the
continued support of Treasury and the Federal Housing Finance
Agency acting as conservator to continue operating its
business.


FRESH & EASY: Tesco Took $214MM as Grocery Chain Failed
-------------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
new court documents shed light on Tesco PLC's apparent generosity
to creditors of the U.S. grocery chain it is seeking to ditch,
Fresh & Easy Neighborhood Market.

According to the report, Fresh & Easy's U.K. parent drained nearly
$214 million in cash out of the U.S. venture in the year before
dumping it into bankruptcy, while complaining it was losing an
average $22 million per month.

Tesco did not respond to a request on Nov. 11 to discuss the
insider pay reports filed on Nov. 8 in the U.S. Bankruptcy Court
in Wilmington, Del., the report related.

Unless another bidder steps up soon with a better offer, Tesco is
financing a sale of the bulk of the business to the Yucaipa Cos.,
the report said.  It is a deal that will keep stores open, save
jobs, and provide suppliers with a continuing customer.

Tesco has said in court documents that it put more than $3 billion
in debt and equity into the venture, an effort to break into the
competitive market of selling fresh food in California, Nevada and
Arizona just as those areas were being slammed by the recession,
the report further related.

The report added that court papers say the bulk of the insider
payment, nearly $189 million, was to repay debt Fresh & Easy owed
its parent. Another $10 million went from Fresh & Easy to cover
Tesco payroll costs in the U.K. and Bangalore, India.  An
additional $15 million in insider cash was labeled simply "all
other payments." It is money Fresh & Easy sent home to the U.K.
while shuttering stores in the recession-hit Western states where
it was attempting to establish itself.

            About Fresh & Easy Neighborhood Market Inc.

Fresh & Easy Neighborhood Market Inc., and its affiliate filed
Chapter 11 petitions (Bankr. D. Del. Case Nos. 13-12569 and
13-12570) on Sept. 30, 2013.  The petitions were signed by James
Dibbo, chief financial officer.  Judge Kevin J. Carey presides
over the case.

Fresh & Easy owes $738 million to Cheshunt, England-based Tesco,
the U.K.'s biggest retailer. Fresh & Easy never made a profit and
lost an average of $22 million a month in the 12 months ended in
February, according to court papers.

Jones Day serves as lead bankruptcy counsel.  Richards, Layton &
Finger, P.A., serves as local Delaware counsel.  Alvarez & Marsal
North America, LLC, serves as financial advisors, and Alvarez &
Marsal Securities, LLC, serves as investment banker.  Prime Clerk
LLC acts as the Debtors' claims and noticing agent.  Gordon
Brothers Group, LLC, and Tiger Capital Group, LLC, serves as the
Debtors' consultant. The Debtors estimated assets of at least $100
million and liabilities of at least $500 million.

Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed five
creditors to serve in the Official Committee of Unsecured
Creditors in the Chapter 11 cases of Fresh & Easy Neighborhood
Market Inc., et al.


FRIENDFINDER NETWORKS: Can Employ Sitrick as PR Consultants
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has granted
FriendFinder Networks Inc., et al., permission to employ Sitrick
and Company, a Division of Sitrick Brincko Group, LLC, as
corporate communications and public relations consultants, nunc
pro tunc to the Petition Date.

The professional services that Sitrick expects to render include:

    a. preparing materials to be distributed to the Debtors'
employees explaining the impact of the Chapter 11 cases;

    b. drafting correspondence to creditors, vendors, employees,
affiliates, and other interested parties regarding the Chapter 11
cases;

    c. preparing written guidelines for head office and location
managers to assist them in addressing employee and customer
concerns;

    d. preparing news releases for dissemination to the media for
distribution;

    e. interfacing, and coordinating media reports to contain the
correct facts and the Debtors' perspective as an ongoing business;

    f. assisting the Debtors in maintaining their public image as
a viable going concern during the Chapter 11 process;

    g. assisting the Debtors in handling inquiries, e.g.,
shareholders, employees, vendors, customers, etc.; and

    h. performing other strategic communications consulting
services as may be required by the Debtors in the Chapter 11
cases.

                    About FriendFinder Networks

FriendFinder Networks and affiliates, including lead debtor PMGI
Holdings Inc., sought bankruptcy protection (Bankr. D. Del. Lead
Case No. 13-12404) on Sept. 17, 2013, estimating assets of
$465.3 million and debt totaling $662 million.

The Debtors are represented by Nancy A. Mitchell. Esq., Matthew L.
Hinker, Esq., and Paul T. Martin, Esq., at Greenberg Traurig, LLP,
in New York, as lead bankruptcy counsel; and Dennis A. Meloro,
Esq., in Wilmington, Delaware, as local Delaware counsel.  Akerman
Senterfitt serves as the Debtors' special and conflicts counsel.
The Debtors' financial advisor is SSG Capital Advisors LLC.  BMC
Group, Inc., is the Debtors' claims and noticing agent.

On Sept. 21, 2013, the Debtors filed a plan of reorganization
containing details on a reorganization worked out with about 80
percent of first and second-lien lenders before the Sept. 17
Chapter 11 filing.  Under the Plan, holders of the $234.3 million
in 14 percent first-lien notes will receive accrued interest plus
an equal amount in new 14 percent first-lien notes to mature in
five years.  Excess cash will be used in part to pay down
principal on the notes before maturity.  Holders of $330.8 million
in two issues of second-lien notes are to receive all the new
equity.

U.S. Bankruptcy Judge Christopher Sontchi approved the company's
disclosure statement, a description of the reorganization plan, at
a hearing on Nov. 5 in Wilmington, Delaware.

FriendFinder will seek court approval of its reorganization plan
to exit bankruptcy at a hearing scheduled for Dec. 16.  Objections
to the plan have to be filed by Dec. 9.


FRIENDFINDER NETWORKS: Can Hire SSG Advisors as Investment Banker
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has granted
FriendFinder Networks Inc., et al., permission to employ SSG
Advisors, LLC, as investment banker and financial advisor, nunc
pro tunc to the Petition Date.

SSG will file fee applications for monthly, interim and final
allowance of compensation and reimbursement of expenses pursuant
to the procedures set forth in the Bankruptcy Code, applicable
Bankruptcy Rules, the Local Rules and any other such procedures as
may be fixed by the Court.

SSG will perform these services:

   a. Reviewing the Debtors' financial projections;

   b. Assisting the Debtors with schedules, cash collateral
reports, statements of financial affairs, and monthly operating
reports;

   c. If requested, assisting the Debtors in obtaining debtor-in-
possession financing and in negotiations with any DIP financing
lender;

   d. Assisting the Debtors in negotiations with creditors and
stakeholders and attending meetings;

   e. Assisting the Debtors and their counsel in preparation for
and during these Chapter 11 cases;

   f. Assisting the Debtors and their counsel in preparing a plan
of reorganization as well as a disclosure statement and any
requisite reports and analyses in support thereof;

   g. Preparing a valuation report and feasibility analysis and
provide expert testimony in support thereof; and

   h. If requested, coordinating a sale process, which may include
preparation of an information memorandum, compilation of an
electronic data room, development of a list of potential buyers,
coordinating the execution of confidentiality agreements with
potential buyers, coordinating due diligence for potential buyers,
soliciting and negotiating offers, advising and assisting the
Debtors in structuring a transaction and negotiating the
transaction documents, and working with the Debtors and their
attorneys through closing on a best efforts bases.

SSG will be compensated in accordance with this fee structure:

   a. An initial fee equal to $125,000 due upon signing the
Agreement.

   b. Monthly fees of $125,000 per month payable on the fifteenth
of each month beginning Oct. 15, 2013.  SSG will credit 100% of
the monthly fees against any success fee.

   c. Upon the consummation of a financial restructuring (as
defined in the letter agreement dated as of Sept. 16, 2013)
through a confirmed plan of reorganization and/or a Sale
Transaction to any party, the Debtors will pay SSG as fee payable
in cash equal to $1,000,000.

In addition to the fees, the Debtors agree to reimburse SSG for
all of SSG's reasonable out-of-pocket expenses incurred in
connection with the subject matter of the letter agreement,
including reimbursement of non-litigation related legal fees not
to exceed $5,000.

                    About FriendFinder Networks

FriendFinder Networks and affiliates, including lead debtor PMGI
Holdings Inc., sought bankruptcy protection (Bankr. D. Del. Lead
Case No. 13-12404) on Sept. 17, 2013, estimating assets of
$465.3 million and debt totaling $662 million.

The Debtors are represented by Nancy A. Mitchell. Esq., Matthew L.
Hinker, Esq., and Paul T. Martin, Esq., at Greenberg Traurig, LLP,
in New York, as lead bankruptcy counsel; and Dennis A. Meloro,
Esq., in Wilmington, Delaware, as local Delaware counsel.  Akerman
Senterfitt serves as the Debtors' special and conflicts counsel.
The Debtors' financial advisor is SSG Capital Advisors LLC.  BMC
Group, Inc., is the Debtors' claims and noticing agent.

On Sept. 21, 2013, the Debtors filed a plan of reorganization
containing details on a reorganization worked out with about 80
percent of first and second-lien lenders before the Sept. 17
Chapter 11 filing.  Under the Plan, holders of the $234.3 million
in 14 percent first-lien notes will receive accrued interest plus
an equal amount in new 14 percent first-lien notes to mature in
five years.  Excess cash will be used in part to pay down
principal on the notes before maturity.  Holders of $330.8 million
in two issues of second-lien notes are to receive all the new
equity.

U.S. Bankruptcy Judge Christopher Sontchi approved the company's
disclosure statement, a description of the reorganization plan, at
a hearing on Nov. 5 in Wilmington, Delaware.

FriendFinder will seek court approval of its reorganization plan
to exit bankruptcy at a hearing scheduled for Dec. 16.  Objections
to the plan have to be filed by Dec. 9.


FRIENDFINDER NETWORKS: Has Final OK to Use Cash Until Dec. 31
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has granted
FriendFinder Networks Inc., et al., final authority to use cash
collateral pursuant to a budget, through and including the earlier
of (i) Dec. 31, 2013, or (ii) five business days following
delivery of written notice of the occurrence of an event of
default.  A copy of the Final Cash Collateral Order is available
at http://bankrupt.com/misc/friendfinder.doc126.pdf

                    About FriendFinder Networks

FriendFinder Networks and affiliates, including lead debtor PMGI
Holdings Inc., sought bankruptcy protection (Bankr. D. Del. Lead
Case No. 13-12404) on Sept. 17, 2013, estimating assets of
$465.3 million and debt totaling $662 million.

The Debtors are represented by Nancy A. Mitchell. Esq., Matthew L.
Hinker, Esq., and Paul T. Martin, Esq., at Greenberg Traurig, LLP,
in New York, as lead bankruptcy counsel; and Dennis A. Meloro,
Esq., in Wilmington, Delaware, as local Delaware counsel.  Akerman
Senterfitt serves as the Debtors' special and conflicts counsel.
The Debtors' financial advisor is SSG Capital Advisors LLC.  BMC
Group, Inc., is the Debtors' claims and noticing agent.

On Sept. 21, 2013, the Debtors filed a plan of reorganization
containing details on a reorganization worked out with about 80
percent of first and second-lien lenders before the Sept. 17
Chapter 11 filing.  Under the Plan, holders of the $234.3 million
in 14 percent first-lien notes will receive accrued interest plus
an equal amount in new 14 percent first-lien notes to mature in
five years.  Excess cash will be used in part to pay down
principal on the notes before maturity.  Holders of $330.8 million
in two issues of second-lien notes are to receive all the new
equity.

U.S. Bankruptcy Judge Christopher Sontchi approved the company's
disclosure statement, a description of the reorganization plan, at
a hearing on Nov. 5 in Wilmington, Delaware.

FriendFinder will seek court approval of its reorganization plan
to exit bankruptcy at a hearing scheduled for Dec. 16.  Objections
to the plan have to be filed by Dec. 9.


GELT PROPERTIES: Can Access Cash Collateral Until January 2014
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Pennsylvania
issued a sixteenth interim order that authorized Gelt Properties,
LLC, et al., to use cash collateral which Vist Bank asserts an
interest.  The Debtors may use the cash collateral to operate its
business operations until Jan. 31, 2014.

As adequate protection from any diminution in value of the
lender's collateral, the Debtor will grant the lender replacement
liens on all now owned and hereafter acquired property and assets.
The Debtor will also provide written proofs of insurance and
maintain insurance on all assets.

Additionally, the Debtor will pay the lender $8,234 by Nov. 5,
Dec. 5 and Jan. 5, 2014.

A further interim hearing on the use of cash collateral will be
held on Dec. 11, 2013, at 11:00 a.m.

Meanwhile, the Bankruptcy Court approved an agreement between Gelt
Properties, LLC, et al., and Fox Chase Bank, extending the
Debtor's loan maturity date until Jan. 1, 2014.

                     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., Daniel S. Siedman, Esq., and Jennifer C.
McEntee 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.

According to the Third Amended Disclosure Statement filed by the
Debtors on Oct. 22, 2013, the Plan contemplates that all assets of
the Debtors will be sold and liquidated, rented or leased,
developed and maintained, in the ordinary course of the Debtors'
business.  The Debtors note that the Plan envisions the
utilization of management talents, commitment and an existing
infrastructure to restructure existing debt, liquidate
unprofitable properties and meaningfully shift focus to its
growing REO portfolio.

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.


GELT PROPERTIES: Bank to Foreclose on Philadelphia Property
-----------------------------------------------------------
Beneficial Mutual Savings Bank notified the U.S. Bankruptcy Court
for the Eastern District of Pennsylvania of its intent to
foreclose the property of Gelt Properties, LLC, et al., located at
1234 Christian St., Philadelphia, Pennsylvania.

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., Daniel S. Siedman, Esq., and Jennifer C.
McEntee 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.




GLOBAL AVIATION: Files for Chapter 11 Bankruptcy Protection
-----------------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
charter air service operator Global Aviation Holdings Inc. filed
for Chapter 11 protection on Nov. 12, along with its two airlines,
World Airways and North American Airlines.

The company said in a press release that it would be reducing its
workforce by about 16% over the next 90 days, as it reduces costs
to bring them in line with market demand.  Global Aviation, the
parent of World Airways and North American Airlines, employs 1,200
people, according to its website.

Joe Schneider, writing for Bloomberg News, reported that Global
Aviation filed for bankruptcy, citing the U.S. military's decision
to curtail transportation of cargo.  Global Aviation is the
biggest commercial provider of charter air services to the U.S.
military.  The company listed assets and liabilities of as much as
$1 billion in its Chapter 11 filing in bankruptcy court in
Wilmington, Delaware.

"The continued worldwide downturn in commercial freight markets
coupled with the military's decision to immediately curtail its
cargo expansion flying has made it necessary for us to undertake
this court-supervised reorganization," Chief Executive Officer
John Graber said in the statement.

Global Aviation plans to keep operating during the reorganization
and has obtained financing from its lenders to support the
operations, the company said.

The case is In re: Global Aviation Holdings Inc. 13-12945. U.S.
Bankruptcy Court District of Delaware (Wilmington).


GLOBALLOGIC HOLDINGS: Moody's Gives B3 CFR & Rates $185MM Debt B1
-----------------------------------------------------------------
Moody's Investors Service has assigned first-time corporate family
and probability of default ratings ("CFR" and "PDR", respectively)
of B3 and B2-PD, respectively, to GlobalLogic Holdings Inc.
("GlobalLogic"). Concurrently, Moody's assigned B1 ratings to the
proposed $25 million senior secured revolving credit facility due
2018 and $160 million senior secured term loan due 2019. The
rating outlook is stable.

The proceeds from the financing will be used by affiliates of Apax
Partners to fund the purchase of GlobalLogic. The assigned ratings
are subject to review of final documentation and no material
change in the terms and conditions of the transactions.

Ratings Rationale:

The B3 CFR reflects GlobalLogic's high financial leverage of over
8 times adjusted debt to EBITDA and small size and scale relative
to larger and financially stronger information technology (IT)
services and outsourcing providers. Given the limited cash flow
prospects (about $10 million of free cash flow annually), the
initial impact of sales and marketing investments on
profitability, and the PIK accretion on the senior unsecured note
held at a holding company above GlobalLogic Holdings Inc. (the
issuer of the senior secured credit facilities), financial
leverage will likely remain elevated in the 8 times range for the
next few years.

At the same time, the B3 rating is supported by favorable industry
dynamics in which the outsourced product development segment
should outpace the overall IT services market of low single digits
through 2014. GlobalLogic's long-standing relationships from its
blue chip customer base should provide a recurring base of
revenues. High client retention rates and good backlog visibility
reinforces the value of lower cost R&D solutions in a functional
area characterized by high engineering costs.

The stable outlook reflects Moody's expectation that GlobalLogic
will generate annual revenue growth of high single digits through
fiscal year ending March 2015. Moody's anticipates about $10
million of free cash flow ("FCF") for each of the next two fiscal
years, resulting in a FCF to debt ratio in the low single digits.

The ratings could be upgraded if GlobalLogic were to demonstrate
double-digit organic revenue growth, solid improvements in
operating margins over 13%, free cash flow to debt in the high
single digits, and adjusted debt to EBITDA of less than 5.5 times
on a sustained basis. Downward ratings pressure could arise if
GlobalLogic's total revenue grows at a rate below that of the IT
services industry, operating profit margins were to dip into the
mid single digits, liquidity deteriorates (e.g., negative free
cash flow), or adjusted debt to EBITDA were to exceed 9 times on a
sustained basis.

The B2-PD PDR rating is one notch above the CFR. The notching
arises because GlobalLogic's holding company PIK note will be held
initially by the equity shareholders, who Moody's believes will be
less likely than other debt holders to trigger a default. As a
result, in determining the ratings for each debt class, Moody's
used a 35% recovery rate rather than the standard 50% expected
recovery rate.

The following first-time ratings/assessments were assigned:

  Corporate Family Rating -- B3

  Probability of Default Rating -- B2-PD

  Senior Secured Revolving Credit Facility -- B1 (LGD3 -39%)

  Senior Secured Term Loan -- B1 (LGD3 -- 39%)

With projected annual revenues of about $250 million (Moody's
estimate), GlobalLogic Holdings Inc. is a global outsourced
provider of product development services.


GLOBALSTAR INC: Files Copy of Presentation Materials with SEC
-------------------------------------------------------------
During Globalstar's previously announced conference call at 10
a.m. Eastern Time on Nov. 6, 2013, written presentation materials
were used and is available on the Company's Web site.

In November 2013, the Federal Communications Commission voted to
release Globalstar's requested Notice of Proposed Rulemaking to
provide "Wi-Fi like" service over its spectrum (2483.5-2495 MHz)
and the adjacent ISM spectrum (2473-2483.5 MHz).

The text copy of the presentation materials is available for free
at http://is.gd/hbf5df

                          About Globalstar

Covington, Louisiana-based Globalstar Inc. provides mobile
satellite voice and data services.  Globalstar offers these
services to commercial and recreational users in more than 120
countries around the world.  The Company's products include mobile
and fixed satellite telephones, simplex and duplex satellite data
modems and flexible service packages.

Globalstar reported a net loss of $25.1 million on $19.3 million
of revenue for the three months ended March 31, 2013, compared
with a net loss of $24.5 million on $16.7 million of revenue for
the same period last year.  The Company's balance sheet at June
30, 2013, showed $1.37 billion in total assets, $953.44 million in
total liabilities and $421.25 million in total stockholders'
equity.

The Company said in its Form 10-Q for the quarter ended March 31,
2013, "We currently lack sufficient resources to meet our existing
contractual obligations over the next 12 months.  As a result,
there is substantial doubt that we can continue as a going
concern.  In order to continue as a going concern, we must obtain
additional external financing; amend the Facility Agreement and
certain other contractual obligations; and restructure the 5.75%
Notes."


GORDIAN MEDICAL: U.S. Trustee Objects to Plan Confirmation
----------------------------------------------------------
Peter C. Anderson, the U.S. Trustee for Region 16, complains that
Gordian Medical, Inc.'s Plan of Reorganization fails to contain
"adequate information" for creditors to make an informed decision
because, among other things:

  (1) The Plan assumed that the Bankruptcy Court was going to
      disallow the Internal Revenue Service's claims in their
      entirety.  However, since the filing of the Plan, the Court
      ruled otherwise, allowing for a priority tax claim in favor
      of the IRS for more than $14 million and a general unsecured
      claim in favor of the IRS for more than $2.9 million;

  (2) The Plan failed to include historical and projected cash
      flows in the form of spreadsheets demonstrating the Debtor's
      ability to satisfy its obligations under the plan, including
      but not limited to the above payments to the IRS;

  (3) The Plan's conclusion that Class 5 general unsecured claims
      are unimpaired is not supported by cash flow projections and
      incorrectly assumed that the IRS' claims (including the $2.9
      million IRS general unsecured claim) would be disallowed;

  (4) The proposed Effective Date of the Plan is not triggered
      until the disputed claims of both the CMS and the IRS become
      a final order.  If the Debtor chooses to litigate and appeal
      one or both of these disputes, the Effective Date may not be
      triggered for years, thus, putting this case in a state of
      limbo.

Against this backdrop, the U.S. Trustee asserts, the Plan cannot
be treated as a disclosure statement and the Court must deny
confirmation of the Plan.

          Michael Hauser, Esq.
          411 West Fourth Street, Suite 9041
          Santa Ana, CA 92701-8000
          Tel No: (714) 338-3400
          Fax No: (714) 338-3421
          Email: Michael.Hauser@usdoj.gov

                      About Gordian Medical

Gordian Medical, Inc., dba American Medical Technologies, filed a
Chapter 11 petition (Bankr. C.D. Cal. Case No. 12-12339) in
Santa Ana, California, on Feb. 24, 2012, after Medicare refunds
were halted.  Irvine, California-based Gordian Medical provides
supplies and services to treat serious wounds.  The Debtor has
active relationships with and serves patients in more than 4,000
nursing facilities in 49 states with the heaviest concentration of
the nursing homes being in the south and southeast sections of the
United States.

In its schedules, the Debtor disclosed $37,877,279 in assets and
$7,585,271 in liabilities as of the Petition Date.

Judge Mark S. Wallace oversees the case.  Jeffrey L Kandel, Esq.,
Teddy M Kapur, Esq., Samuel R. Maizel, Esq., and Scotta E.
McFarland, Esq., at Pachulski Stang Ziehl & Jones LLP, represent
the Debtor as counsel.  Fulbright & Jaworski LLP serves as the
Debtor's special regulatory counsel.  Loeb & Loeb LLP serves as
the Debtor's special tax counsel.

GlassRatner Advisory & Capital Group LLC serves as the Debtor's
financial advisor.

The U.S. Trustee appointed five members to the Official Committee
of Unsecured Creditors.  The Committee is represented by Landau
Gottfried & Berger LLP.


GREEN FIELD ENERGY: UST Wants Another Shot at Secrecy Order
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that when Green Field Energy Services Inc. initiated a
Chapter 11 reorganization on Oct. 27, the oil-field services
provider immediately sought court permission to hire Prime Clerk
LLC as agent to send notices and receive creditors' claims.

According to the report, along with papers to authorize hiring
Prime Clerk, Green Field had the Delaware bankruptcy judge sign an
order allowing the agent's fees to be kept secret.

Last week, the U.S. Trustee asked the judge to reconsider whether
Prime Clerk's fees should be kept secret. She's asking the judge
to hold a hearing on Nov. 26 to decide if there are proper grounds
for keeping the fees confidential.

The U.S. Trustee, the Justice Department's bankruptcy watchdog,
said the secrecy order was improperly signed by the judge on Oct.
29 because no one was given notice or an opportunity to object to
sealing the fee arrangements.

Green Field already has interim approval for a $15 million loan.
The Nov. 26 hearing is the occasion when the company will seek
approval of the entire $30 million loan package. The loan is
provided by BG Credit Partners LLC and ICON Capital LLC.

                     About Green Field Energy

Green Field is an independent oilfield services company that
provides a wide range of services to oil and natural gas drilling
and production companies to help develop and enhance the
production of hydrocarbons.  The Company's services include
hydraulic fracturing, cementing, coiled tubing, pressure pumping,
acidizing and other pumping services.

Green Field Energy and two affiliates filed Chapter 11 petitions
in Delaware on Oct. 27, 2013, after defaulting on an $80 million
credit provided by an affiliate of Royal Dutch Shell Plc (Case No.
13-bk-12783, Bankr. D. Del.).

The Debtors are represented by Michael R. Nestor, Esq., and Kara
Hammon Coyle, Esq., at Young Conaway Stargatt & Taylor, LLP, in
Wilmington, Delaware; and Josef S. Athanas, Esq., Caroline A.
Reckler, Esq., Sarah E. Barr, Esq., and Matthew L. Warren, Esq.,
at Latham & Watkins LLP, in Chicago, Illinois.

The Debtors' investment banker is Carl Marks Advisory Group LLC.
Thomas E. Hill, from Alvarez & Marsal North America, LLC, serves
as the Debtors' chief restructuring officer.


GROEB FARMS: Judge Clears Creditors to Vote on Chapter 11 Plan
--------------------------------------------------------------
Katy Stech, writing for DBR Small Cap, reported that a bankruptcy
judge cleared creditors of Michigan honey supplier Groeb Farms
Inc. to vote on the company's restructuring plan, which would see
it emerge from Chapter 11 protection under the ownership of a
private equity firm.

According to the report, at a court hearing on Nov. 8, Judge
Walter Shapero of the U.S. Bankruptcy Court in Detroit said that
the company's 72-page description of its bankruptcy-exit plan
contains enough details to inform the company's creditors who have
the power to vote on the plan -- including vendors owed $14.5
million who are set to recover 10% of their claims, according to a
recording of the hearing. Judge Shapero also set a Dec. 19
confirmation hearing to look over the voting results.

Under the Chapter 11 plan, Texas investment firm Peak Rock Capital
would take control of Groeb Farms after extending a $30 million
bankruptcy loan to the 76-worker company, which filed for
bankruptcy protection after regulators caught it illegally buying
Chinese honey through other countries to avoid antidumping
tariffs, the report related.  That bankruptcy loan was designed to
pay off the balance remaining on a $25 million bank loan that Peak
Rock Capital bought from Wells Fargo Bank and to provide money for
the company to keep operating during the Chapter 11 case.

The bankruptcy-exit plan would enable three private equity firms
that extended another $7 million to remain the company's lenders
but with new terms that weren't disclosed in court papers, the
report further related. Unsecured creditors would recover 10% of
the amount they are owed, and the company's current owners --
mostly individual investors -- would be wiped out.

The company filed for Chapter 11 protection on Oct. 1, blaming
financial troubles that hit after Groeb Farms was accused of
buying Chinese honey through other countries to avoid antidumping
tariffs imposed by U.S. trade regulators in 2001. The bankruptcy
filing halted several lawsuits filed earlier this year by honey
producers and distributors that said they were harmed in the
scandal.

                       About Groeb Farms

Headquartered in Onsted, Mich., Groeb Farms is one of the largest
honey packers in the nation.  For more than 30 years, the company
has provided the finest, top quality, wholesome and safe honey and
related food products to industrial and retail customers as well
as the American consumer.

The Company sought protection under Chapter 11 of the Bankruptcy
Code on Oct. 1, 2013 (Case No. 13-58200, Bankr. E.D. Mich.).
Judge Walter Shapero is overseeing the case.  The Debtor is
represented by Judy A. O'Neill, Esq., and John A. Simon, Esq., at
Foley & Lardner LLP, in Detroit, Michigan.  Conway MacKenzie,
Inc., serves as financial advisor, while Houlihan Lokey Capital,
Inc., investment banker and also as financial advisor.  Kurtzman
Carson Consultants LLC is the Debtors' claims, noticing, and
balloting agent.

Daniel M. McDermott, United States Trustee for Region 9, has
appointed five creditors to serve on the Official Committee of
Unsecured Creditors.  The Creditors' Committee members are: Bees
Brothers, LLC, Little Bee Impex, Delta Food International Inc.,
Buoye Honey, and Citrofrut SA de CV.

HC Capital Holdings 0909A, LLC, an affiliate of Honey
Financing Company, LLC, extended $27 million senior secured super-
priority revolving credit facility to the Debtors.  The DIP Lender
is represented by Leonard Klingbaum, Esq., at KIRKLAND & ELLIS
LLP, in New York.


HELIA TEC: Court Approves Hiring of Fuqua & Associates as Counsel
-----------------------------------------------------------------
Helia Tec Resources, Inc. sought and obtained permission from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
Fuqua & Associates, P.C. as counsel and designate Richard L. Fuqua
as attorney-in-charge.

The Debtor requires Fuqua & Associates to:

   (a) provide the Debtor legal advice with respect to its powers
       and duties as a Debtor-in-possession in the continued
       operation of its business, and management of its property;

   (b) prepare all pleadings on behalf of the Debtor, as Debtor-
       in-possession, which may be necessary herein;

   (c) negotiate and submit potential plan of arrangement
       satisfactory to the Debtor, its estate, and the creditors
       at large; and

   (d) perform all other legal services for the Debtor as a
       Debtor-in-possession which may become necessary to these
       proceedings herein.

Fuqua & Associates will be paid at these hourly rates:

       Richard L. Fuqua, Attorney-in-Charge    $500
       Associates                           $225-$250
       Law Clerks & Legal Assistants        $85-$125

Fuqua & Associates will also be reimbursed for reasonable out-of-
pocket expenses incurred.

Richard L. Fuqua, Esq., 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.

Fuqua & Associates can be reached at:

       Richard L. Fuqua, Esq.
       FUQUA & ASSOCIATES, P.C.
       5005 Riverway, Suite 250
       Houston, TX 77056
       Tel: (713) 960-0277

Helia Tec Resources, Inc. filed a Chapter 11 petition (Bankr. S.
D. Tex. Case No. 13-36251) on Oct. 3, 2013 in Houston, Texas,
represented by Richard L. Fuqua, II, Esq., at Fuqua & Associates,
PC, in Houston, as counsel to the Debtor.  The Debtor listed
$16.15 million in assets and $2.24 million in liabilities.  The
petition was signed by Cary E. Hughes, president.


IGLESIA PUERTA: Case Summary & 17 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Iglesia Puerta Del Cielo, Inc.
        9405 Betel Drive
        El Paso, TX 79907-3457

Case No.: 13-31911

Chapter 11 Petition Date: November 12, 2013

Court: United States Bankruptcy Court
       Western District of Texas (El Paso)

Judge: Hon. Christopher Mott

Debtor's Counsel: Wiley France James, III, Esq.
                  JAMES & HAUGLAND, P.C.
                  609 Montana Ave.
                  El Paso, TX 79902
                  Tel: (915) 532-3911
                  Fax: (915) 541-6440
                  Email: wjames@jghpc.com

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Marco Antonio Aguirre, president.

List of Debtor's 17 Largest Unsecured Creditors:

   Entity                       Nature of Claim   Claim Amount
   ------                       ---------------   ------------
Jose Canales                                        $105,318
Raul Arizpe                                          $87,431
Jensen Harmon & Company                                   $0
United States Trustee                                     $0
Time Warner                                               $0
The El Paso Electric Company                              $0
Texas Gas Service                                         $0
Sprint                                                    $0
Internal Revenue Service                                  $0
Great America                                             $0
El Paso Water Utilities                                   $0
El Paso Disposal                                          $0
El Paso County Tax                                        $0
El Paso Central Appraisal District                        $0
Comptroller Public Account                                $0
City of El Paso                                           $0
AT&T                                                      $0


IN PLAY: Meadow Ranch Asso. Says Plan Outline is Inadequate
-----------------------------------------------------------
Meadow Ranch Master Association (MRMA) questions the adequacy of
In Play Membership Golf, Inc.'s Second Amended Disclosure
Statement.

In a previous objection, MRMA pointed out that a key feature of a
negotiated sale of the Debtor's golf course properties to Oread
Capital & Development is the sale of property owned by Eagle
Mountain Golf but that the Original Disclosure Statement lacked
information on Eagle Mountain.

MRMA now notes that the bankruptcy filing of Eagle Mountain on
Sept. 30, 2013 likely moots any issue on it being a co-proponent
with the Debtor -- but raises issues on the adequacy of the
Disclosure Statement particularly whether the Debtor's case will
be jointly administered and/or substantively consolidated with the
Eagle Mountain case, whether the Eagle Mountain case will affect
the timing of Disclosure Statement approval, Plan confirmation
proceedings, and Mile High Bank's motion for relief from stay in
the case, among other concerns.

MRMA also continues to be concerned that the Debtor has failed to
adequately address the risk factors involved with the contemplated
sale to Oread including the length of time to rezone the Deer
Creek Golf Course, and environmental concerns like those related
to wetlands, drainage and floodplain issues.

MRMA continues that the Debtor states that it disputes the
validity of MRMA's claims but does not state the reason for it.

MRMA is represented by Curt Todd, Esq. --
ctodd@templelaw.comcastbiz.net -- of the Law Office of Curt Todd,
LLC, in Denver, Colorado.

                  About In Play Membership Golf

In Play Membership Golf, Inc., doing business as Deer Creek Golf
Club and Plum Creek Golf and Country Club, filed a Chapter 11
petition (Bankr. D. Col. Case No. 13-14422) in Denver on March 22,
2013.  Jeffrey A. Weinman, Esq., at Weinman & Associates,
P.C., and Patrick D. Vellone at Allen & Vellone, P.C., represent
the Debtor in its restructuring effort.  Allen & Vellone, P.C.
serves as the Debtor's co-counsel.  The Debtor estimated assets
and liabilities of at least $10 million.


IN PLAY: Maya Water Opposes Approval of 2nd Amended Plan Outline
----------------------------------------------------------------
Maya Water, Inc., objects to the adequacy of In Play Membership
Golf, Inc.'s Second Amended Disclosure Statement especially with
regards to a certain Amended and Restated Water Lease dated June
2011 between the parties.

The Debtor owns the Deer Creek Gold Club, and the Water Lease is
for the provision of water to the Golf Club.

The Amended Disclosure Statement states that the Debtor will
assume the Water Lease under the Amended Plan, and that the Debtor
is unaware of any defaults under the Water Lease.

Maya Water complains that the Amended Disclosure Statement is
silent as to when and the manner in which Maya or any counterparty
to a contract/lease must object to the assumption/rejection of its
contract or lease due to the treatment of its contract or lease
under the Amended Plan.

Maya Water also asserts that the Debtor has prepetition defaults
under the Water Lease, contrary to what the Debtor is claiming in
the Amended Disclosure Statement.  The Debtor, Maya Water adds,
has also failed to comply postpetition with the reporting
provisions (e.g. monthly accounting report) of the Water Lease.

Maya Water is represented by:

         BERENBAUM WEINSHIENK PC
         M. Frances Cetrulo, Esq.
         John L. Watson, Esq.
         370 17th Street, #4800
         Denver, Colorado 80202
         Tel No: (303) 825-0800

                  About In Play Membership Golf

In Play Membership Golf, Inc., doing business as Deer Creek Golf
Club and Plum Creek Golf and Country Club, filed a Chapter 11
petition (Bankr. D. Col. Case No. 13-14422) in Denver on March 22,
2013.  Jeffrey A. Weinman, Esq., at Weinman & Associates,
P.C., and Patrick D. Vellone at Allen & Vellone, P.C., represent
the Debtor in its restructuring effort.  Allen & Vellone, P.C.
serves as the Debtor's co-counsel.  The Debtor estimated assets
and liabilities of at least $10 million.


INFINIA CORP: Can Employ Hamilton Clark as Fin'l Advisor & Banker
-----------------------------------------------------------------
Infinia Corporation sought and obtained authority from the U.S.
Bankruptcy Court for the District of Utah, Central Division, to
employ Hamilton Clark Sustainable Capital, Inc., f/k/a Hamilton
Clark Securities Company, as its financial advisor and investment
banker.

Hamilton Clark will charge the Debtor a flat monthly fee of
$45,000, and a deferred fee of 6%.  The deferred fee becomes
payable if a business transaction is closed (i) during the term of
Hamilton Clark's engagement with any party or (ii) within 12
months following the effective date of the termination of the
agreement with a party included on Hamilton Clark's list or with a
party that had any contact with the Debtor during Hamilton Clark's
engagement but was not identified to Hamilton Clark.  The deferred
fee will be the greater of $200,000 or all monthly fees previously
paid if the consideration for the business transaction is provided
by an insider of the Debtor or an affiliate of that insider, and a
minimum of $300,000 if the consideration for the business
transaction is provided by an unrelated third party.

In addition to the fees, Hamilton Clark will be reimbursed for any
necessary out-of-pocket expenses.

John J. McKenna, chairman and CEO of Hamilton Clark, assures the
Court that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
According to Mr. McKenna, at the end of August 2013, the firm sent
the Debtor an invoice for roughly $20,120 for prepetition work but
the firm agreed to waive its claim for the prepetition amount in
anticipation of the postpetition engagement.

                        About Infinia Corp.

Infinia Corp. and subsidiary Powerplay Solar I LLC, the owners of
a solar generation project in Yuma, Arizona, filed Chapter 11
cases (Bankr. D. Utah Case No. 13-30688) on Sept. 17, 2013.  The
Debtors estimated assets and debts of at least $10 million.  The
Debtors are represented by George B. Hofmann, Esq., at Parsons
Kinghorn & Harris, P.C., in Salt Lake City, Utah.


INFINIA CORP: Can Hire Fenwick & West as Special Counsel
--------------------------------------------------------
Infinia Corporation sought and obtained authority from the U.S.
Bankruptcy Court for the District of Utah, Central Division, to
employ Fenwick & West LLP as special counsel with respect to
corporate, transactional, and securities issues that may arise in
the Chapter 11 case.

The current hourly rates for the Fenwick attorneys primarily
involved in advising and representing the Debtor are as follows:

Alan C. Smith, Esq. -- acsmith@fenwick.com              $735
Andrew T. Albertson, Esq. -- aalbertson@fenwick.com     $565

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

Mr. Smith assures 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 Debtor paid to Fenwick a $25,000
retainer on or about Sept. 3, 2013.  The Debtor has billed $21,906
for the work provided by the firm as special counsel in advising
the Debtor with respect to its restructuring efforts, and thus,
$3,093 of the $25,000 retainer remains.  According to Mr. Smith,
the Debtor currently owes the firm a prepetition debt of $131,467
for services rendered prior to the Petition Date that are
unrelated to the firm's service and retention as special counsel.

Mr. Smith also discloses that Fenwick holds 568,368 shares of the
Debtor's common stock, which represents less than one-fifth of one
percent of the Debtor's outstanding shares of common stock.

                        About Infinia Corp.

Infinia Corp. and subsidiary Powerplay Solar I LLC, the owners of
a solar generation project in Yuma, Arizona, filed Chapter 11
cases (Bankr. D. Utah Case No. 13-30688) on Sept. 17, 2013.  The
Debtors estimated assets and debts of at least $10 million.  The
Debtors are represented by George B. Hofmann, Esq., at Parsons
Kinghorn & Harris, P.C., in Salt Lake City, Utah.


INFINIA CORP: Can Employ Rocky Mountain Advisory as Accountants
---------------------------------------------------------------
Infinia Corporation sought and obtained authority from the U.S.
Bankruptcy Court for the District of Utah, Central Division, to
employ Gil A. Miller and Rocky Mountain Advisory, LLC, as its
accountants and financial advisors.

RMA will be paid its currently hourly rates, which range between
$125 and $350.  The firm will also be reimbursed for any necessary
out-of-pocket expenses.

Gil A. Miller, senior managing director of Rocky Mountain Advisory
LLC, assures the Court that his firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtors and
their estates.  RMA presently holds a retainer of $19,378,
received from the Debtor.

                        About Infinia Corp.

Infinia Corp. and subsidiary Powerplay Solar I LLC, the owners of
a solar generation project in Yuma, Arizona, filed Chapter 11
cases (Bankr. D. Utah Case No. 13-30688) on Sept. 17, 2013.  The
Debtors estimated assets and debts of at least $10 million.  The
Debtors are represented by George B. Hofmann, Esq., at Parsons
Kinghorn & Harris, P.C., in Salt Lake City, Utah.


INVESTCORP BANK: Fitch Affirms 'BB' Long-term Issuer Rating
-----------------------------------------------------------
Fitch Ratings has affirmed the long-term Issuer Default Rating
(IDR) of Investcorp Bank B.S.C. at 'BB'. The Rating Outlook
remains Stable.

Key Rating Drivers:

The rating affirmation reflects the company's successful
refinancing of 2013 debt maturities and new debt issuance last
year, both of which have lengthened its funding profile at a cost
commensurate with its rating. The ratings also reflect an enhanced
fee income stream through increased private equity and real estate
deal flow, improved leverage, and continued reduction in more
volatile hedge fund co-investments. It should be noted that assets
under management (AUM) fees declined by 8% due to falling AUM,
while deal fees rose sharply by 73% through increased private
equity and real estate placement and realizations.

During 2012, Investcorp entered into a $529 million forward-start
debt facility, with contractual amortizations in September 2013
and 2014 and final maturity in September 2015. The facility was
provided by a syndicate of banks. Fitch notes that the new
facility has stricter and more creditor-friendly net worth and
leverage covenants; conversely, liquidity covenants were relaxed.
In November 2012, Investcorp S.A. issued $250 million in unsecured
five-year notes maturing on Nov. 1, 2017. Proceeds of the forward-
start facility and debt issue were used to repay maturing
obligations in March and April 2013 and extend debt maturities.

It should be noted that Investcorp recently repurchased $100
million of the $515 million in preferred stock at a slight
premium. Based on its economic capital model, Investcorp has a
sufficient capital cushion to cover this potential purchase and
its regulatory capital ratio is well above the required minimum.

The Stable Outlook reflects Fitch's view that Investcorp's
liquidity, leverage and funding profile have stabilized and could
improve over the medium term, absent a material market stress.

Rating Sensitivities:

Fitch believes that near-term rating upside is likely limited due
to Investcorp's volatility in profitability (particularly asset-
based income associated with private equity and hedge fund
investments), a significant proportion of high-cost preferred
stock in the capital base, and its wholesale funding structure. A
one-notch upgrade could be achievable over the longer term if
Investcorp is able to successfully increase the proportion of fee
income, decrease more volatile asset-based income and improve
fixed charge coverage. This assumes that leverage metrics continue
to improve, liquidity grows and the level of co-investments
continues to decline according to management's plans.

Should Investcorp be unable to generate sufficient earnings to
cover fixed charges, reverse continued net AUM outflows, and/or
maintain the recent decline in co-investments, ratings could be
downgraded. Furthermore, if the sovereign rating of Bahrain (rated
'BBB', Outlook Stable by Fitch) was downgraded significantly,
Investcorp's ratings would be downgraded, as Fitch does not
envision rating the issuer above the sovereign ratings.

Fitch has affirmed the following ratings:

Investcorp Bank B.S.C.
-- Long-term IDR at 'BB'; Outlook Stable;
-- Short-term IDR at 'B';
-- Viability Rating at 'bb';
-- Support Rating at '5';
-- Support Rating Floor at 'NF'.

Investcorp S.A.
-- Long-term IDR at 'BB'; Outlook Stable;
-- Short-term IDR at 'B';
-- Senior unsecured debt at 'BB'.

Investcorp Capital Ltd.
-- Long-term IDR at 'BB'; Outlook Stable;
-- Short-term IDR at 'B';
-- Senior unsecured debt at 'BB'.


ISTAR FINANCIAL: Files Form 10-Q, Incurs $30.6MM Loss in Q3
-----------------------------------------------------------
iStar Financial Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
allocable to common shareholders of $30.57 million on $95.80
million of total revenues for the three months ended Sept. 30,
2013, as compared with a net loss allocable to common shareholders
of $71.78 million on $93.53 million of total revenues for the same
period during the prior year.

For the nine months ended Sept. 30, 2013, the Company reported a
net loss allocable to common shareholders of $97.83 million on
$290 million of total revenues as compared with a net loss
allocable to common shareholders of $185.57 million on $301.18
million of total revenues for the same period a year ago.

The Company's balance sheet at Sept. 30, 2013, showed $5.77
billion in total assets, $4.37 billion in total liabilities,
$12.39 million in redeemable noncontrolling interests, and $1.38
billion in total equity.

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

                        http://is.gd/giUFqo

                        About iStar Financial

New York-based iStar Financial Inc. (NYSE: SFI) provides custom-
tailored investment capital to high-end private and corporate
owners of real estate, including senior and mezzanine real estate
debt, senior and mezzanine corporate capital, as well as corporate
net lease financing and equity.  The Company, which is taxed as a
real estate investment trust, provides innovative and value added
financing solutions to its customers.

iStar Financial incurred a net loss of $241.43 million in 2012,
following a net loss of $25.69 million in 2011.

                            *     *     *

In March 2013, Fitch Ratings affirmed iStar's 'B-' issuer default
rating and revised the outlook to "positive" from "stable."  The
revision of the outlook to positive is based on the company's
demonstrated access to the unsecured debt market, which, combined
with certain secured debt refinancings, have significantly
improved SFI's near-term debt maturity profile.

As reported by the TCR on Oct. 5, 2012, Standard & Poor's Ratings
Services affirmed its 'B+' long-term issuer credit rating on iStar
Financial.

In October 2012, Moody's Investors Service upgraded the corporate
family rating to B2 from B3.  The current rating reflects the
REIT's success in extending near term debt maturities and
improving fundamentals in commercial real estate.  The ratings on
the October 2012 senior secured credit facility takes into account
the asset coverage, the size and quality of the collateral pool,
and the term of facility.


IZEA INC: Incurs $975,000 Net Loss in Third Quarter
---------------------------------------------------
IZEA, Inc., reported a net loss of $975,302 for the quarter ended
Sept. 30, 2013, compared to a net loss of $951,570 during the same
period last year.  Revenue for the third quarter of 2013 was $1.57
million, compared to $1.06 million for the third quarter of 2012.

EBITDA was $(431,742) for the quarter compared to $(794,691)
during the same period of last year, an improvement of 46 percent,
primarily due to the higher revenue and improved margins during
the third quarter of 2013.

"This is our third straight quarter of record bookings," said Ted
Murphy, IZEA's chairman and chief executive officer.  "We have a
great deal of positive momentum right now and there is strong
demand for Social Sponsorship from marketers.  Our team has done
an incredible job of scaling sales booked and revenue while
containing annual costs and delivering operational efficiency.
The trends are positive and affirm the growth opportunity in our
category."

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

                        http://is.gd/4itw5w

                          About IZEA, Inc.

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

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

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


JASON INC: Moody's Affirms 'B1' CFR & Secured Debt Ratings
----------------------------------------------------------
Moody's Investors Service affirmed Jason Incorporated's B1
Corporate Family Rating (CFR) as well as the B1 (LGD-3, 30%)
ratings on its secured bank credit facilities. Jason is seeking an
increase of $10 million to the term portion of its senior secured
credit facilities, which include a $35 million revolving credit
commitment, that would take the outstanding balance to roughly
$229.4 million. In addition it has requested certain amendments to
the credit agreement. Jason's Probability of Default ratings (PDR)
of B2-PD has also been affirmed. The rating outlook remains
stable.

Moody's assigned initial ratings to Jason in February 2013 at
which time the term loan was sized at $225 million. Since that
time, the company made a prepayment of $5 million as well as the
first scheduled amortization payment at the end of September,
taking the balance to roughly $219.4 million at that time. The
additional $10 million would increase the term loan by some 2%
compared to the original amount.

Jason has also requested an amendment to its credit agreement. One
provision relates to the use of proceeds from insurance carriers
as settlements on its former Newcomerstown, OH plant, which was
destroyed in a fire in 2011. The amendment permits those receipts
as well as the proceeds from the incremental term loan to be
distributed to shareholders. Another provision calls for a waiver
of the application of an excess cash flow sweep on 2013's
performance. In effect, the amendment causes funded debt balances
to be higher than otherwise would have been the case with a
further increase from the addition to the term loan. By deploying
funds in returns to shareholders, the pace of de-leveraging has
slowed, and suggests Jason's capital structure will be kept in a
leveraged condition.

Still, Jason's performance to date has been at or slightly ahead
of Moody's expectations with no material change anticipated over
the near-term. Slow growth in revenues and earnings as well as
moderate amounts of free cash flow generation should continue.
Thus, despite the proposed minor increase in balance sheet debt,
Moody's adjusted debt/EBITDA on a pro forma basis for the
additional debt was gauged at around 4 times compared to 4.6 times
measured in February when an adjustment for preferred stock was
included in the debt total. Those preferred shares are being
redeemed in this transaction. Jason's liquidity is also not
impacted as its revolving credit facility remains undrawn.

As a result, the CFR, PDR and instrument ratings are affirmed.
Moody's Loss-Given-Default assessments for the senior secured
credit facilities (LGD-3, 30%) have also not moved.

Ratings Rationale:

Jason's B1 Corporate Family Rating reflects its moderate size,
leveraged capital structure, exposure to cyclical end-markets,
regional focus in North America, consistent profitability and
adequate liquidity. The rating further considers the company's
solid market position across several niche businesses in which it
is believed to be the domestic or global leader. Principal end-
markets of automobile, construction equipment, motorcycles, rail,
lawn and garden equipment have exhibited correlation over the
years and are affected by macro-economic trends and discretionary
consumer expenditures.

The stable rating outlook reflects Moody's expectations that
Jason's revenues, earnings and cash flows will be sustained across
key end markets over the rating horizon and is further supported
by an adequate liquidity profile.

Given Jason's focus on relatively small and cyclical end markets
in North America, an upgrade in the near term is unlikely. To the
extent that Jason is able to meaningfully increase its scale
without a deterioration in its leverage profile or liquidity,
upward pressure could develop. Adjusted debt-to-EBITDA sustained
meaningfully below 4.0x would be viewed positively.

A ratings downgrade would occur if weak operating performance were
to constrain the company's near-term liquidity, either through
revolver usage or covenant tightening. EBITA/Interest coverage
below 2.0 times, debt/EBITDA above 5.0 times or negative free cash
flow would result in negative rating action.

Jason Incorporated, headquartered in Milwaukee, Wisconsin, is a
diversified industrial manufacturing company serving finishing
(industrial and maintenance brushes, buffs, and compounds),
Seating (static seating for motorcycle, construction,
agricultural, lawn and turf -care equipment), Acoustics (fiber
based acoustical insulation products for the auto industry) and
Components (producer of metal products, rail safety products and
subassembly of electric smart meters). Jason is majority owned by
Saw Mill Capital Partners. Revenue in 2012 was roughly $655
million.


KEEN EQUITIES: Case Summary & 5 Unsecured Creditors
---------------------------------------------------
Debtor: Keen Equities, LLC
        1600 63rd Street
        Brooklyn, NY 11210

Case No.: 13-46782

Chapter 11 Petition Date: November 12, 2013

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

Judge: Hon. Nancy Hershey Lord

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

Total Assets: $15.1 million

Total Liabilities: $6.84 million

The petition was signed by Y.C. Rubin, manager.

List of Debtor's five Largest Unsecured Creditors:

   Entity                     Nature of Claim    Claim Amount
   ------                     ---------------    ------------
Orange County Commissioner          Taxes          $299,268
of Finance
255 Main Street
Goshen, NY 10924

New York State Worker's                             $26,500
Comp Board

Village of South Blooming Grove     Taxes           $15,082

Rodger W. Braley, Architect                          $2,200

Anthony Mann                                         $2,048


KERA RIVERSIDE: Case Summary & 2 Unsecured Creditors
----------------------------------------------------
Debtor: Kera Riverside, LLC
        390 Bridge Parkway, #C
        Redwood City, CA 94065

Case No.: 13-32457

Chapter 11 Petition Date: November 12, 2013

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

Judge: Hon. Hannah L. Blumenstiel

Debtor's Counsel: Chris D. Kuhner, Esq.
                  KORNFIELD, NYBERG, BENDES AND KUHNER
                  1970 Broadway #225
                  Oakland, CA 94612
                  Tel: (510) 763-1000
                  Email: c.kuhner@kornfieldlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by George Arce, managing member of Arce
Riverside, LLC.

A list of the Debtor's two largest unsecured creditors is
available for free at http://bankrupt.com/misc/canb13-32457.pdf


LAND CONSERVANCY BC: CCAA Stay Extended to January 2014
-------------------------------------------------------
Madam Justice Fitzpatrick of the Supreme Court of British Columbia
issued an order extending until Jan. 20, 2014, the stay in the
proceedings commenced by TLC The Land Conservancy of British
Columbia and TLC The Land Conservancy (Enterprises) Ltd., pursuant
to the Companies' Creditors Arrangement Act in Canada.

On Oct. 7, 2013, the Supreme Court of British Columbia made an
order pursuant to the CCAA, granting a stay of proceedings against
the TLC entities until Nov. 4, 2013.

Pursuant to the Initial Order, Wolrige Mahon Limited was appointed
as monitor.

TLC was authorized to borrow up to C$550,000 under first stage
debtor-in-possession loan agreements with 0980469 BC Ltd., Carlyon
Holdings Ltd., and Frances Margaret Sloan Sainas; and a further
C$1.3 million from Carlyon.  Both first and second stage DIP Loans
being secured by the granting of a non-priming charge in favor of
the DIP lenders.

The monitor may be reached at:

         Gord McMorran, CPA, CA, CIRP
         Jonathan McNair
         WOLRIDGE MAHON LIMITED
         900-400 Burrard Street
         Vancouver, BC V6C 3B7
         Tel: 604-691-6804
              604-691-6873
         E-mail: gmcmorran@wm.ca
                 jmcnair@wm.ca


LBI MEDIA: S&P Ups CCR to CCC- on Distressed Exchange Completion
----------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its corporate
credit ratings on Burbank, Calif.-based LBI Media Holdings Inc.
(Holdings) and LBI Media Inc. (LBI) to 'CCC-' from 'SD'.
The outlook is negative.

"We lowered the issue-level rating on LBI's 10% senior secured
notes due 2019 to 'CCC-' from 'CCC', and the issue-level ratings
on LBI's 11.5%/13.5% PIK toggle second-priority subordinated
notes, LBI's 8.5% senior subordinated notes, and Holdings' senior
notes to 'C' from 'CC'," said S&P.

"The upgrade reflects Holdings' completion of its distressed debt
exchange on its senior discount notes," said Standard & Poor's
credit analyst Minesh Patel.

The exchange had a minimal impact on leverage and interest
coverage. As of June 30, 2013, leverage remained excessive at
about 22x, cash interest coverage was fractional, and
discretionary cash flow was negative.

"The 'CCC-' rating reflects LBI's unsustainable capital structure,
its thin liquidity cushion, and our expectation of ongoing
discretionary cash flow deficits. The negative outlook reflects
our expectations, absent a significant improvement in the
television segment performance or a meaningful curtailment
in programming investment, that the company will have insufficient
liquidity to fund operations in 2014. Specifically, we forecast
that the company lacks sufficient liquidity to meet its current
obligations after funding its semi-annual interest payment on the
10% senior secured notes on April 15, 2014
and 11.5%/13.5% PIK toggle second-priority subordinated notes due
May 15, 2014. Furthermore, we are concerned about potential debt
acceleration caused by a going concern qualified audit opinion."

"The negative rating outlook reflects our view that within six to
nine months, absent a significant shift in ad demand and in the
company's results, the company will have insufficient liquidity to
meet its short-term obligations. We would lower to 'D' the issue
rating of any defaulting issue, and the corporate credit rating to
'SD' (selective default)," said S&P.

"A revision of the outlook to positive or an upgrade, which we
believe is unlikely in the near term, would require the company to
address its near-term liquidity needs, eliminate its discretionary
cash flow deficits, and show meaningful improvement in its
operating performance," S&P related.


LIFE CARE: Exit Strategy May Be Known Early December 2013
---------------------------------------------------------
Life Care St. Johns, Inc., a Florida not-for-profit corporation
doing business as Glenmoor, said in court papers last month that
"at the present time, the Debtor does not know if its exit
strategy will involve a sale, affiliation transaction or a
restructuring.  The exit strategy will not likely be determined
until early December 2013."

On Oct. 28, Judge Jerry A. Funk granted the Debtor's request for
extension of its exclusive periods to file a reorganization plan
until Feb. 14, 2014, and solicit votes for that plan until
April 15, 2014.  The Court, however, said the exclusivity
extensions is without prejudice to Wells Fargo Bank N.A., in its
capacity as indenture trustee, to seek a reduction in the
exclusivity periods on the occurrence of a default under the
"Final Order Authorizing Use of Cash Collateral and Providing
Adequate Protection."

In its request for extension of exclusivity, the Debtor said the
disclosure statement explaining the plan "will then be drafted
around the chosen strategy."  An extension of the Exclusivity
Periods, the Debtor said, is warranted so that the Debtor may
fully divulge (a) the process in which the final terms of the plan
evolved, and (b) the details governing the treatment of creditors
and other parties-in-interest, so that creditors may make an
informed decision concerning whether to accept or reject the plan
of reorganization.

The Debtor said it must find a solution which produces a
meaningful recovery for the refund claimants; deal with a
restructuring of more than $55 million in debt owed to its
bondholder constituency; and must ensure that its current
residents continue to receive the same high level of care which
they have historically received at Glenmoor.

The Debtor said it has engaged in extensive negotiations with its
bondholders and unsecured creditors, which negotiations have
resulted in a consensual path for exiting the Chapter 11
reorganization, more particularly outlined in the final court
order authorizing the Debtor's use of cash collateral.

In separate court papers last month, the Debtor also sought
approval of a stipulation extending until Nov. 15 the time for the
Debtor to enter into mutually agreeable plan support agreement
pursuant to the final order authorizing use of cash collateral.

On Sept. 3, 2013, the Court entered its final order authorizing
use of cash collateral and providing adequate protection.
Pursuant to the order, the Debtor and the Majority Holders were to
execute a mutually agreeable Plan Support Agreement on terms and
conditions acceptable to the Debtor and the Majority Holders on or
before Sept. 16.  The PSA was further required to include certain
milestones and provisions.

In its request for extension of exclusivity, the Debtor said the
"benchmarks" reflected in the Cash Collateral Order are:

     (i) the Debtor shall retain a marketing and sales consultant,
         and operations consultant, with qualifications and on
         terms acceptable to the Debtor and the Bond Trustee on
         or before August 28, 2013;

    (ii) the Debtor shall cause and discuss with the Consultants
         the completion and delivery to the Bond Trustee of a
         written assessment report based on a scope of work set
         forth in the Consultants' retention agreement on or
         before the date that is 45 days after the date the
         Consultants are retained;

   (iii) the Debtor shall use commercially reasonable efforts to
         implement the recommendations set forth in the Assessment
         Report (subject to the availability of funds in the
         Budget for this purpose) as soon as practicable over the
         90 days immediately following the date the Assessment
         Report is delivered to the Debtor and the Bond Trustee
         (the "Implementation Period");

    (iv) the Debtor and certain holders of the Bonds representing
         a majority of the holders of the principal amount of
         the Bonds (the "Majority Holders") will execute a
         mutually agreeable Plan Support Agreement (the "PSA")
         on terms and conditions acceptable to the Debtor and
         the Majority Holders, which shall include the following
         milestones and provisions:

         a. the Debtor and its professionals shall prepare
            (a) financial projections, and (b) financial models
            reflecting the Debtor's debt capacity based upon
            current operations and future projections (including
            taking into account any improvements provided for in
            the Assessment Report) (the "Restructuring Materials")
            and shall deliver copies of the same to the Bond
            Trustee on or before the date that is 30 days after
            the end of the Implementation Period (the "Materials
            Delivery Date");

         b. the Debtor and its professionals shall prepare
            materials for use in soliciting affiliation/sale
            transaction proposals, which materials shall be
            reviewed by, and subject to input from, the Bond
            Trustee and its professionals and shall be completed
            on or before the date that is 30 days after the end of
            the Implementation Period;

         c. the Debtor and its professionals shall actively
            solicit affiliation/sale transaction proposals through
            a process acceptable to the Bond Trustee.  The process
            terms shall include, without limitation, a deadline
            for interested parties to submit letters of intent
            (each, a "LOI") to the Debtor and the Bond Trustee
            on the date that is not more than 60 days after the
            Materials Delivery Date (the "LOI Deadline");

         d. based upon the Restructuring Materials, the Debtor
            will deliver to the Bond Trustee a restructuring
            proposal on or before the date that is not more than
            30 days after the Materials Delivery Date (the
            "Restructuring Proposal");

         e. upon receipt of any LOI, the Debtor shall provide
            copies to the Bond Trustee, the Majority Holders, and
            their professionals for their review and comment;

         f. upon expiration of the LOI Deadline, the Debtor, the
            Bond Trustee, and the Majority Holders shall evaluate
            the Restructuring Proposal and any LOIs received, and
            reach agreement on the highest and best recovery for
            creditors of the Debtor, including the holders of the
            Bonds;

         g. to the extent the Debtor, the Bond Trustee, and the
            Majority Holders agree on the highest and best option
            received from among the Restructuring Proposal and any
            LOIs received, such option shall become the agreed-
            upon transaction to be consummated pursuant to a
            Chapter 11 plan (the "Consensual Exit"), which
            agreement shall be no later than 30 days after the LOI
            Deadline;

         h. the Debtor will prepare a Chapter 11 plan (the
            "Consensual Plan") and accompanying disclosure
            statement acceptable to the Bond Trustee and the
            Majority Holders by no later than 30 days after
            agreement on the Consensual Exit, which plan shall
            effectuate the Consensual Exit and shall contain
            releases for the benefit of the Debtor's officers,
            directors and board members. In the event that a LOI
            is selected for the Consensual Exit, such LOI shall
            be subject to the solicitation of higher and better
            offers, and a court approved auction and sale process,
            which shall be effectuated through the Consensual
            Plan;

         i. as part of the Consensual Plan, the agreements with
            the Facility's current residents will be assumed on
            the effective date of the Consensual Plan; and

         j. the PSA shall include various default and termination
            provisions, including that if there is a default under
            the Second Interim Order or the Final Order, or any
            further order approving the use of the Bond Trustee's
            Cash Collateral, resulting in the termination of the
            use of Cash Collateral, such default and termination
            shall also be a default and termination event under
            the PSA.

                 About Life Care St. Johns

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

Judge Jerry A. Funk presides over the case.  Richard R. Thames,
Esq., and Eric N. McKay, Esq., at Stutsman Thames & Markey, P.A.,
serves as the Debtor's counsel.  Navigant Capital Advisors, LLC,
acts as the Debtor's financial advisor.  American Legal Claim
Services, LLC, serves as claims and noticing agent.

The Committee of Creditors Holding Unsecured Claims appointed in
the bankruptcy case of Life Care St. Johns, Inc., is represented
by Akerman Senterfitt's David E. Otero, Esq., and Christian P.
George, Esq., in Jacksonville, Florida.

Bruce Jones signed the petition as CEO.  The Debtor estimated
assets of at least $10 million and debts of at least $50 million.


LIME ENERGY: Green Gas Buys Landfill-Gas-to Energy Project
----------------------------------------------------------
Green Gas America's, Inc., has acquired Lime Energy's 2.8 MW
landfill-gas-to-energy project located in Charlotte County,
Florida, through the acquisition of Lime Energy's subsidiary, GES-
Port Charlotte, LLC, which owns the project.  Lime has applied the
net proceeds from the sale to pay off the PNC Bank term loan used
to fund the construction of the facility.

The sale was consummated pursuant to a Membership Interest
Purchase Agreement, dated Nov. 1, 2013.  The total purchase price
paid for the membership interest was $3.3 million, less: (1) a
$152,300 contribution on the part of the Seller toward the cost of
wellfield improvements; (2) $48,333 for estimated property taxes;
and (3) $31,200 for pre-closing liabilities.

The project is located on the Charlotte County landfill and sells
power to Orlando Utilities Commission through a long-term power
purchase agreement.  The project won the EPA's Landfill Methane
Outreach Programs' Landfill Project of the Year for 2011.

"We have been privileged to partner with Charlotte County on this
project," said John O'Rourke, chief executive officer of Lime
Energy.  "Green Gas' deep U.S. and international development and
operational experience in the landfill sector make it the ideal
owner for the project."

"This acquisition marks an important milestone for Green Gas
Americas to further expand our company's mission of building a
portfolio of landfill gas to energy projects," said Duncan Cox,
Green Gas' president.  With this acquisition, Green Gas
International, the owner of Green Gas Americas, adds to its
portfolio of renewable energy projects, which now exceeds 120 MW
of projects that are owned operated and maintained by the company.
Green Gas uses its expertise to develop methane waste gas to power
projects to the best interest of all stakeholders.

Additional information is available for free at:

                       http://is.gd/kw2BWI

                        About Lime Energy

Headquartered in Huntersville, North Carolina, Lime Energy Co. --
http://www.lime-energy.com-- is engaged in planning and
delivering clean energy solutions that assist its clients in their
energy efficiency and renewable energy goals.  The Company's
solutions include energy efficient lighting upgrades, energy
efficient mechanical and electrical retrofit and upgrade services,
water conservation, building weatherization, on-site generation
and renewable energy project development and implementation.  The
Company provides energy solutions across a range of facilities,
from high-rise office buildings, distribution facilities,
manufacturing plants, retail sites, multi-tenant residential
buildings, mixed use complexes, hospitals, colleges and
universities, government sites to small, single tenant facilities.

The Company's balance sheet at June 30, 2013, showed $32.64
million in total assets, $31.68 million in total liabilities and
$952,000 in total stockholders' equity.

Lime Energy disclosed in regulatory filings in July 2013, it is in
discussions with PNC Bank about entering into a forbearance
agreement in which they would agree not to accelerate a loan for a
period of time while the Company attempts to correct the gas flow
issue and sell its landfill-gas facility.  The bank is considering
the Company's request.


LOFINO PROPERTIES: Seeks Access to Glicny's Cash Collateral
-----------------------------------------------------------
Lofino Properties, LLC, et al., seek a bankruptcy court order
allowing them to use rental income from properties on which Glicny
Real Estate Holdings, LLC, has interests in for ordinary course
expenses necessary to the preservation and operation of those
Properties in accordance with a prepared budget.

The Debtors clarify that they are not seeking authority to use
those rents remaining after payment of the ordinary and necessary
expenses or the "Net Rents."

Glicny Real Estate Holdings, LLC, is believed to have interests in
Lofino's retail grocery stores located at 134 Wilmington Pike,
8245 Springboro Pike and 8209,825-8361 Springboro, Pike, in
Dayton, Ohio.  Accordingly, rental income on these properties
constitute cash collateral of Glicny.

Moreover, the Debtors ask the Court to establish that Glicny's
interests will be adequately protected to the extent of diminution
in value of the Prepetition Collateral.

Debtor Southland 75, LLC, anticipates the Net Rents will accrue to
an approximate aggregate amount of $11,000 each month.  Any Net
Rents generated will be set aside, maintained and accounted for in
a cash collateral account as additional adequate protection of
Glicny's interests.

In addition to the existence of a substantial equity cushion for
Glicny, the Debtors relate that they will grant replacement liens
to Glicny to the same validity, extent, and priority as existed
prepetition and will provide periodic financial reporting.

                          Glicny Reacts

Glicny Real Estate Holdings, in response, argues that it objects
to the use of its Cash Collateral by the Debtors to pay any cost
related to any property.  It also objects to the use of Cash
Collateral generated from any property to pay for the general
costs of administering the bankruptcy cases of jointly
administered debtors.

Glicny also opposes the use of Cash Collateral by the Debtors
without providing adequate protection for such use.  "The
replacement liens offered by the Debtors do not constitute
adequate protection because GLICNY already has fully perfected,
first priority security interests in the leases, rents, and
proceeds of the Properties pursuant to section 552(b) of the
Bankruptcy Code," counsel to Glicny contends.

Attorneys for Glicny Real Estate Holdings, LLC, are:

         BLOMGREN & BOBKA, CO., L.P.A.
         Gilbert E. Blomgren, Esq.
         Todd A. Bobka, Esq.
         1370 Ontario Street, Suite 600
         Cleveland, OH 44113
         Tel: (216) 622-1234
         Fax: (216) 622-1233
         E-mail: gblomgren@blomgren-bobka.com
                 tbobka@blomgren-bobka.com

                      About Lofino Properties

Lofino Properties, LLC, and Southland 75, LLC, filed for Chapter
11 protection on Oct. 4, 2013 (Bankr. S.D. Ohio Case No. 13-
34099).  The Debtors own shopping centers in Dayton, Ohio.  Lofino
scheduled $19.91 million in assets and $13.5 million in
liabilities at the time of the filing.  The Hon. Guy R. Humphrey
presides over the case.  Joshua M. Kin, Esq. of Pickrel, Schaeffer
and Ebeling Co., LPA, represents the Debtor in the case.


MACCO PROPERTIES: Trustee May Hire Pierce Couch, Traub Lieberman
----------------------------------------------------------------
Michael E. Deeba, as Chapter 11 Trustee for Macco Properties,
sought and obtained permission from the U.S. Bankruptcy Court to
employ Gerald P. Green, Amy Steele Neathery and John C. Lennon of
the firm of Pierce Couch Hendrickson Baysinger & Green, LLP and
Stephen D. Straus and Jeremy Monosov of the firm of Traub
Lieberman Straus & Shrewsberry, LLP to assist the Trustee in a
state court matter, First Specialty Insurance Corporation v.
General Properties, Inc., and Macco Properties, Inc., Case No.
653280/2013.

The lawsuit involves a declaratory judgment sought by First
Specialty to determine whether it is obligated to pay to the
Debtor insurance proceeds for tornado damage to the Brooks
Apartments in April 2012.  Neither of these law firms has
represented the Debtor prior to that lawsuit.

General Properties, Inc., the other party to this lawsuit, has
already hired local New York counsel for this case, and it has
already filed an answer in the matter.  General Properties, the 1%
owner of NV Brooks Apartments, LLC, the Joint Debtor in this case,
holds the same claims and defenses as the Debtor in the matter.

At this time, there are roughly $2,000,000 in assets in the
Debtor. It is projected that $1,000,000 will be needed to pay off
the remaining unsecured creditors of both the Debtor and the Joint
Debtor, which consists of $571,000 plus interest for the Debtor
and $47,000 for the Joint Debtor.  The remainder shall be
sufficient to pay the outstanding professional fees and other
administrative claims.  Any further amounts received by the estate
would inure to the benefit of the Debtor's equity holder, Jennifer
Price.  No further amounts are needed to ensure that all creditors
and claims of the estate are paid in full.

Lew McGinnis and Jennifer Price, interested parties in the
bankruptcy case of Macco Properties, Inc., filed an Objection to
the "Application for Approval of Employment of Special Counsel for
the Trustee."  They said employment of Special Counsel would not
be in the best interests of the creditors.  Based on the
projections and the listed amounts of claims in both the joint
bankruptcy cases, there are already sufficient funds with which to
immediately pay all claims in full.  There is no need for the
estate to expend more time and money to chase after additional
funds for the estate. This litigation that is being contemplated
with be extensive and will delay payment to the unsecured
creditors for years.  All that stands in the way of immediate
payment of the unsecured creditors' claims is the continuation of
this case or its conversion.

They also noted that, at this point with the Motion to Dismiss the
case submitted by Jennifer Price, the unsecured creditors would be
paid in full plus interest and any professional fees due at this
time would be paid in full.  To accomplish this, Jennifer Price
will be filing an amendment to her Motion to Dismiss which will
provide that an escrow agent be established and that $1,000,000 is
turned over to the escrow agent to immediately pay the unsecured
creditors in full plus interest as well as the professional fees
that are due at this time, subject to court approval of those
professional fees.

They said the decision to bring this claim or not should lie
within the discretion of the only party who would stand to benefit
from the time and expenses put into this endeavor. The only
related party to this bankruptcy who would benefit is the equity
holder of the Debtor, Jennifer Price. Therefore, the decision to
incur expenses to hire counsel and spend numerous months fighting
this issue should rest with Jennifer Price alone.  In fact, the
party who stands to gain the most from this litigation, the
purchaser of the Brookviews Apartments, is unwilling to contribute
to legal fees on this matter.

Jennifer Price, as well as Lew McGinnis, is unwilling to pursue
this matter, regardless of the benefits she may receive, in light
of the substantial attorneys' fees that would be incurred as a
result. She particularly has no desire for the estate to enter
into contingent fee agreements which obligate the estate to pay if
their litigation is lost.  Her sole interest is to see
the unsecured creditors paid in full immediately plus interest, to
pay the professional fees that are now due subject to the court
approval, for the case to be dismissed, and the balance of funds
be disbursed to her. To do anything otherwise would put the little
equity remaining from the devastating tenure of the Ch. 11 Trustee
at a complete risk of depletion.

Living Investments, LLC, another interested party, filed a
response to Lew McGinnis and Jennifer Price's amended objection to
Application for Approval of Employment of Special Counsel for
Trustee.  Living Investments asked the Court to approve the
Application of the Chapter 11 Trustee and allow him to employ
Pierce Couch and Traub Lieberman as Special Counsel.

Attorney for Lew McGinnis and Jennifer Price can be reached at:

         Joyce W. Lindauer, Esq.
         8140 Walnut Hill Lane, Suite 301
         Dallas, Texas 75231
         Tel: (972) 503-4033
         Fax: (972) 503-4034

Attorneys for Michael E. Deeba can be reached at:

         Janice D. Loyd, OBA
         James H. Bellingham, OBA
         Christopher T. Stein, OBA
         BELLINGHAM & LOYD, P.C.
         620 North Robinson, Suite 207
         Oklahoma City, OK 73102-6217
         Tel: (405)235-9371
         Fax: (405)232-1003
         E-mail: jdltrustee@bellinghamloyd.com
                 jbellingham@bellinghamloyd.com
                 steinlawfirm@hotmail.com

                       About Macco Properties

Oklahoma City, Oklahoma-based Macco Properties, Inc., is a
property management company that is the sole or controlling member
and/or manager of numerous multi-family residential rental units
in Oklahoma City, Oklahoma, Wichita, Kansas, and Dallas, Texas,
and several and commercial business properties in Oklahoma City,
Oklahoma, and Holbrook, Arizona.

Macco Properties filed for Chapter 11 bankruptcy protection
(Bankr. W.D. Okla. Case No. 10-16682) on Nov. 2, 2010.  The Debtor
disclosed $50,823,581 in total assets, and $4,323,034 in total
liabilities.

Affiliated entities also sought bankruptcy protection: NV Brooks
Apartments, LLC (10-16503); JU Villa Del Mar Apartments, LLC and
(10-16842); and SEP Riverpark Plaza, LLC (10-16832).  SEP
Riverpark Plaza owns or controls The Riverpark Apartments, a
multi-family apartment complex located in Wichita, Kansas.

Receivership Services Corp., a division of the Martens Cos.,
serves as property manager for the six Wichita apartment complexes
caught up in the bankruptcy of Macco Properties of Oklahoma City.

On May 31, 2011, an Order was entered appointing Michael E. Deeba
as the Chapter 11 Trustee for Macco Properties.  He is represented
by Christopher T. Stein, of counsel to the firm of Bellingham &
Loyd, P.C.  Grubb & Ellis/Martens Commercial Group LLC acts as
the Chapter 11 Trustee's exclusive listing broker/realtor for
properties.

The Official Unsecured Creditors' Committee is represented by
Ruston C. Welch, at Welch Law Firm, P.C., in Oklahoma City.

In August 2013, the Bankruptcy Court signed off on an agreed order
dismissing the Chapter 11 cases of SEP Riverpark Plaza and JU
Villa Del Mar Apartments.


MAD CATZ: Obtains Waiver & Fixed Charge Covenant Ratio Amendment
----------------------------------------------------------------
Mad Catz Interactive, Inc., on Nov. 7 reported financial results
for the fiscal 2014 second quarter ended September 30, 2013.

Key Fiscal 2014 Second Quarter Highlights:

   -- Net sales in the quarter declined 43% to $17.8 million, as
the Company's sales to North America declined 51% and sales to
Europe and APAC each declined 37%;

   -- Gross margin was 26.7%, compared to 28.8% in the second
quarter last year;

   -- Total operating expenses decreased slightly year-over-year
to $8.4 million;

   -- Diluted loss per share of $0.07 compared to diluted loss per
share of $0.01 in the second quarter last year;

   -- Net position of bank loan, less cash, was $11.4 million at
September 30, 2013, compared to $6.1 million at March 31, 2013 and
$19.3 million at September 30, 2012;

   -- Shipped the TRITTON(R) Pro+ True 5.1 Surround Sound Headset
for Windows(R) PC and Mac;

   -- Shipped the S.T.R.I.K.E.3(TM) Professional Gaming Keyboard
for Windows(R) PC;

   -- Announced the Force Feedback Racing Wheel for Xbox One(TM);

   -- Entered into an agreement with Electronics Arts to create a
range of Titanfall(TM)-branded gaming products around the
Company's TRITTON gaming headsets, R.A.T.(TM) mice,
S.T.R.I.K.E.(TM) keyboards, F.R.E.Q.(TM) gaming headsets and
G.L.I.D.E.(TM) gaming surfaces; and

   -- Began taking pre-orders for the Mad Catz M.O.J.O.
Android(TM) Micro Console, which is expected to begin shipping in
limited quantities on December 10, 2013.

Commenting on the results, Darren Richardson, President and Chief
Executive Officer of Mad Catz, said, "Our fiscal 2014 second
quarter results were significantly impacted by the ongoing console
transition around the upcoming launch of the Xbox One and
PlayStation 4 gaming consoles.  Sales were generally down across
the board during the quarter, with Saitek-branded PC and Mac
products being the one of our three brands showing a gain over the
prior year.  Our Tritton headset business was impacted by a
significant shift towards lower price point products, while sales
of our legacy controller products and non-recurring games,
specifically Damage Inc., also contributed to the decline in net
sales."

"The video game industry and Mad Catz are in front of a major
milestone as the 2013 holiday season approaches and I am confident
that our newest products position us to benefit from this
inflection point as the console transition and rapidly growing
appeal of mobile gaming gain traction.  We are excited by the
opportunities the Xbox One and PlayStation 4 consoles will bring
and believe our products will make a positive contribution to
sales as the new consoles roll out creating a spur in sales of
products for both legacy and new consoles.  In addition, we
believe our GameSmart initiative, including our M.O.J.O. micro
console for Android, will position us for the emergence of a new
industry segment for mobile products."

Mr. Richardson concluded, "The recent announcements from Apple and
Google introducing support for gaming peripherals establishes the
infrastructure to support a core gaming experience on mobile.  As
game developers begin to take advantage of the full potential of
the new operating systems, our GameSmart initiative will be well
positioned to fully leverage this emerging opportunity with its
one-of-a kind ecosystem of gaming accessories."

Karen McGinnis, Chief Financial Officer of Mad Catz, added,
"Fiscal 2014 second quarter net sales were affected by general
weakness around the globe.  On a category basis, sales of our mice
and keyboards were essentially flat with the prior year quarter
driven by better-than-expected gaming keyboard sales which offset
weaker sales of gaming mice.  Sales of our Saitek-branded products
were up slightly over the prior year while our Tritton and Mad
Catz-branded audio products were significantly affected by the
console transition and a consumer shift towards lower price point
headsets.  Due to our second quarter financial results, we were in
violation of the fixed charge covenant ratio in our Credit
Facility as of September 30, 2013.  However, we were successful in
obtaining a waiver and entered into an amendment of the Credit
Facility.  The amendment removed the quarterly fixed charge
coverage ratio requirement through March 31, 2014, established new
monthly financial covenants through May 31, 2014, increased the
interest rate, and lowered the inventory sublimit and overall
availability on the line of credit."

                    About Mad Catz Interactive

Based in San Diego, California, Mad Catz Interactive, Inc.
(AMEX/TSX: MCZ) -- http://www.madcatz.com,as well as
http://www.gameshark.com,http://www.airdrives.com,
http://www.saitek.comand http://www.joytech.net-- provides
peripherals for the interactive entertainment industry. Mad Catz
designs and markets accessories for video game systems and
publishes video game software, including the industry-leading
GameShark video game enhancements, under its Mad Catz, GameShark
and Joytech brands.  Mad Catz also designs and markets mice,
keyboards, headsets, PC gaming controllers and other PC
peripherals through its Saitek brand, and develops, manufactures
and markets proprietary portable earphones under its AirDrives
brand. Mad Catz distributes its products through most of the
leading retailers offering interactive entertainment products and
has offices across Canada, Europe and Asia.


MARTIN KELLY: Pro Athletes Score in Bankruptcy Court
----------------------------------------------------
Jacqueline Palank, writing for The Wall Street Journal, reported
that two professional athletes scored in bankruptcy court last
week when a judge allowed them to continue chasing after their
former financial adviser, a man they've accused of cheating them.

According to the report, Judge Christopher B. Latham of the U.S.
Bankruptcy Court in San Diego lifted the shield of bankruptcy that
was protecting financial adviser Bill Clay Crafton Jr. from the
arbitration proceedings that two of his former clients -- retired
NFL player Aaron Shea and current Philadelphia Phillies pitcher
Cole Hamels -- launched last year.

The athletes say they trusted Mr. Crafton to invest their funds
wisely but claim he was instead reckless with their money,
violating state and federal securities laws in the process and
committing fraud, the report related.  Mr. Crafton has sought to
defend himself against the allegations, which other pro athletes
have also brought. Mr. Crafton has blamed his bankruptcy filing on
the "onslaught" of litigation he's faced in recent months.

In the case of Mr. Shea and Mr. Hamels, Judge Latham found it
would be more efficient to let the arbitrations go forward rather
than let Mr. Crafton's September bankruptcy filing halt
proceedings that were well under way, court papers show, the
report further related.  The judge also authorized Mr. Crafton and
his company to tap their insurance policies to fund their defense.

Bill Clay Crafton, Jr. (Case No. 13-09004) and Martin Kelly
Capital Management, LLC (Case No. 13-09005) filed their voluntary
"bare bones" Chapter 7 petitions on Sept. 5, 2013.  Each Debtor
showed assets of less than $250,000, with potential liabilities
exceeding $20 million.


MAXIM CRANE: Moody's Rates New $325MM Loan Caa2 & Affirms Caa1 CFR
------------------------------------------------------------------
Moody's Investors Service affirmed Maxim Crane Works, L.P.'s
Corporate Family Rating ("CFR") of Caa1 and its Probability of
Default Rating ("PDR") of Caa1-PD. Moody's also rated the
company's new $325 million senior secured second lien term loan at
Caa2. The new term loan is refinancing the company's senior
secured second lien notes and associated premium in addition to
financing a $50 million dividend. The rating outlook is stable.

Ratings Rationale:

The Caa1 CFR reflects the company's high leverage, weak
anticipated free cash flow generation, and plans for the new $50
million dividend that will further leverage its balance sheet.
Maxim is anticipated to have adequate liquidity including
remaining borrowing capacity under its $375 million ABL revolver
due 2017. The extension of the maturity on the company's junior
portion of its debt capital as part of this transaction to 2019
from 2015 is considered a credit positive. The company benefits
from relatively good customer diversification across the U.S., and
rents a various crane types used in a variety of projects. Moody's
notes that while more than half of its revenues are to the energy
sector, the energy sector serves the broader economy. Over the
course of the past year, the company has generally seen
improvement in its rental rates though utilization trends have
been more mixed by equipment type. Moody's believes the company is
well positioned to benefit from increased utilization and pricing
flexibility when operating and economic conditions improve. Maxim
has rationalized its fleet over the years and maintains equipment
with a good amount of useful rental life remaining for the various
units in its fleet including rough terrain equipment (which
comprises the largest portion of its fleet), crawlers, hydraulic
trucks, and tower cranes.

Affirmations:

Issuer: Maxim Crane Works, L.P.

Corporate Family Rating, Affirmed Caa1

Probability of Default Rating, Affirmed Caa1-PD

Outlook, Remains Stable

Assignments:

Issuer: Maxim Crane Works, L.P.

Senior Secured Second Lien Term Loan, Assigned Caa2, LGD5 (79%)

Note: The rating on the $250 million 12.25% Senior Secured Second
      Lien Notes due 2015 will be withdrawn upon closing of the
      transaction.

Maxim Crane Work's stable rating outlook reflects Moody's view
that the company's financial policies are aggressive and that
improvement in its operating metrics could be offset by a
continuation of its policies. Further, the outlook takes into
consideration the additional stress placed on the company's
balance sheet as a result of additional leverage from the current
dividend recapitalization. Moreover, the weakened balance sheet
reduces the company's financial flexibility in a downturn.

Weakening debt to EBITDA from currently high levels and weakening
cash flow to debt metrics are among factors that could result in
ratings pressure. Growth capital expenditures could also adversely
impact the ratings if they result in higher leverage and weaker
equipment utilization rates.

Factors that could contribute to a positive outlook or ratings
upgrade include improving cash flow to debt and leverage metrics
and EBITDA to interest increasing above 2.0 times, each on a
sustained basis. The ratings are currently constrained by high
leverage, aggressive financial policies, and weak cash flow
generation but continued improvement in operating performance and
stronger credit metrics would provide positive ratings traction.

The new senior secured second lien term loan is rated Caa2, one
notch below the CFR, reflecting contractual subordination to the
$375 million ABL revolver. The ABL revolver is secured by a first
lien, with certain limited exceptions, on substantially all of the
company's assets.

Maxim Crane Works Holdings, Inc., headquartered in Bridgeville,
Pennsylvania, is a holding company conducting its operations
through its subsidiary, Maxim Crane Works, L.P. The company rents
cranes and other heavy equipment primarily for industrial repair
and maintenance activities and construction projects. As of
September 30, 2013, the company had a fleet of over 1,200 cranes.
Customers are provided with the choice of renting cranes along
with operators supplied by the company or just the cranes
themselves. Customers are primarily within the United States with
end markets including the petrochemical, paper, steel, utility,
power generation, telecommunications, and mining industries among
others. The company is principally owned by affiliates of Platinum
Equity Capital Partners II, L.P via a wholly-owned subsidiary,
Steelers Holding Corporation. LTM revenues through September 30,
2013 were over $350 million.


MEDIA GENERAL: Files Form 10-Q, Incurs $14.6MM Net Loss in Q3
-------------------------------------------------------------
Media General, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $14.61 million on $78.48 million of station revenue for the
three months ended Sept. 30, 2013, as compared with a net loss of
$30.33 million on $93.75 million of station revenue for the three
months ended Sept. 23, 2012.

For the nine months ended Sept. 30, 2013, the Company reported a
net loss of $48.45 million on $234.44 million of station revenue
as compared with a net loss of $211.05 million on $251.06 million
of station revenue for the nine months ended Sept. 23, 2012.

The Company's balance sheet at Sept. 30, 2013, showed $749.87
million in total assets, $967.06 million in total liabilities and
a $217.18 million in total stockholders' deficit.

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

                        http://is.gd/mXiR35

                         About Media General

Richmond, Virginia-based Media General Inc. (NYSE: MEG) --
http://www.mediageneral.com/-- is an independent communications
company with interests in newspapers, television stations and
interactive media in the United States.

                           *     *     *

As reported by the Troubled Company Report on July 10, 2013,
Moody's Investors Service upgraded Media General, Inc.'s Corporate
Family Rating to B1 from Caa1 reflecting the marked improvement in
credit metrics pro forma for the pending stock merger with New
Young Broadcasting Holding Co., Inc.

In the July 12, 2013, edition of the TCR, Standard & Poor's
Ratings Services raised its corporate credit rating on Richmond,
Va.-based local TV broadcaster Media General Inc. to 'B+' from
'B'.  "The rating action reflects the improvement in discretionary
cash flow from the refinancing and our expectation that trailing-
eight-quarter leverage will remain at 6x or below over the
intermediate term," said Standard & Poor's credit analyst Daniel
Haines.


METRO AFFILIATES: Obtained Interim Approval of $10-Mil. DIP Loan
----------------------------------------------------------------
Judge Sean Lane of the U.S. Bankruptcy Court for the Southern
District of New York gave Metro Affiliates, Inc., et al., interim
authority to obtain postpetition secured financing from Wells
Fargo Bank, National Association, in its capacity as agent for a
consortium of lenders.

During the interim financing period, the amount of revolving loans
authorized to be drawn and outstanding at any given time will be
limited to $10 million; provided that the Debtors will make good-
faith, reasonable efforts, to limit the amount of revolving loans
drawn and outstanding at any given time to $8 million.

The Debtors are seeking authority to obtain $53.5 million in
postpetition financing, which includes a revolver with $37 million
in availability, subject to a borrowing base, from Wells Fargo.
The DIP Loan will accrue interest at the prime rate + 0.5% for
Revolving Loans; Prime + 2.5% for Vehicle Term Loans; and 12% for
Supplemental Loans and the Non-Default Rate + 2% on and during the
occurrence of an event of default.

A hearing to consider final approval of the DIP motion is
scheduled for Dec. 2, 2013, at 11:00 a.m.

                      About Metro Affiliates

Staten Island, New York-based Metro Affiliates, Inc., and its
subsidiaries sought protection under Chapter 11 of the Bankruptcy
Code on Nov. 4, 2013 (Bankr. S.D.N.Y. Case No. 13-13591).  The
case is assigned to Judge Sean Lane.

Lisa G. Beckerman, Esq., and Rachel Ehrlich Albanese, Esq., at
Akin Gump Strauss Hauer & Feld LLP, in New York; and Scott L.
Alberino, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
Washington, D.C., represent the Debtors.  Silverman Shin & Byrne
PLLC serves as special counsel.  Rothschild Inc. serves as the
Debtors' investment banker, while Kurtzman Carson Consultants LLC
serves as their claims and noticing agent.

Wells Fargo Bank, National Association, as agent for a consortium
of DIP lenders, is represented by Jonathan N. Helfat, Esq., at
Otterbourg, Steindler, Houston & Rosen, P.C., in New York.

The Bank of New York Mellon as indenture trustee and collateral
agent for prepetition noteholders, is represented by James
Gadsden, Esq., at Carter, Ledyard & Milburn LLP, in New York.
Certain Noteholders are represented by Kristopher M. Hansen, Esq.,
at Stroock & Stroock & Lavan LLP, in New York.

This is Metro Affiliates' third trip to Chapter 11.  The Company,
together with its subsidiaries, first sought protection under
Chapter 11 of the Bankruptcy Code on Aug. 16, 2002 (In re Metro
Affiliates, Inc., Case No. 02-42560 (PCB), Bankr. S.D.N.Y.).  A
plan in the second Chapter 11 case was confirmed in September
2003.  The first bankruptcy was in 1994.


METRO AFFILIATES: Has Interim Authority to Use Cash Collateral
--------------------------------------------------------------
Judge Sean Lane of the U.S. Bankruptcy Court for the Southern
District of New York gave Metro Affiliates, Inc., et al., interim
authority to use cash collateral securing their prepetition
indebtedness.  A hearing to consider final approval of the Cash
Collateral motion is scheduled for Dec. 2, 2013, at 11:00 a.m.

                      About Metro Affiliates

Staten Island, New York-based Metro Affiliates, Inc., and its
subsidiaries sought protection under Chapter 11 of the Bankruptcy
Code on Nov. 4, 2013 (Bankr. S.D.N.Y. Case No. 13-13591).  The
case is assigned to Judge Sean Lane.

Lisa G. Beckerman, Esq., and Rachel Ehrlich Albanese, Esq., at
Akin Gump Strauss Hauer & Feld LLP, in New York; and Scott L.
Alberino, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
Washington, D.C., represent the Debtors.  Silverman Shin & Byrne
PLLC serves as special counsel.  Rothschild Inc. serves as the
Debtors' investment banker, while Kurtzman Carson Consultants LLC
serves as their claims and noticing agent.

Wells Fargo Bank, National Association, as agent for a consortium
of DIP lenders, is represented by Jonathan N. Helfat, Esq., at
Otterbourg, Steindler, Houston & Rosen, P.C., in New York.

The Bank of New York Mellon as indenture trustee and collateral
agent for prepetition noteholders, is represented by James
Gadsden, Esq., at Carter, Ledyard & Milburn LLP, in New York.
Certain Noteholders are represented by Kristopher M. Hansen, Esq.,
at Stroock & Stroock & Lavan LLP, in New York.

This is Metro Affiliates' third trip to Chapter 11.  The Company,
together with its subsidiaries, first sought protection under
Chapter 11 of the Bankruptcy Code on Aug. 16, 2002 (In re Metro
Affiliates, Inc., Case No. 02-42560 (PCB), Bankr. S.D.N.Y.).  A
plan in the second Chapter 11 case was confirmed in September
2003.  The first bankruptcy was in 1994.


METRO AFFILIATES: Rothschild is Fin'l Advisor & Investment Banker
-----------------------------------------------------------------
Metro Affiliates, Inc., et al., seek authority from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Rothschild Inc. as financial advisor and investment banker.

The firm will be paid a monthly fee of $125,000; and a completion
fee of $2,250,000 upon the earlier effectiveness of a confirmed
Plan and the closing of a Transaction, except that the fee will be
reduced to $1,125,000 if all of the following occur: (1) closing
of a Transaction, (2) dismissal of the bankruptcy proceedings on
or before Jan. 21, 2014, and (3) agreement by Nov. 22, 2013 on a
new consensual collective bargaining agreement with Local 1181-
1061, Amalgamated Transit Union, AFL-CIO that is ratified within
thirty days of the agreement.  The engagement agreement between
the Debtors and Rothschild provides that only one Completion Fee
may be paid and 50% of Monthly Fees over $375,000 may be credited
against any Completion Fee.  The Debtors will also reimburse
Rothschild for its reasonable expenses incurred in connection with
the performance of its engagement.

Neil A. Augustine, Executive Vice Chairman of North American GFA
and Co-Chair of the North American Debt Advisory and Restructuring
Group at Rothschild Inc., assures the Court that his firm is a
"disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code and does not represent any interest adverse
to the Debtors and their estates.

During the 90 days immediately preceding the Petition Date,
Rothschild received fee payments totaling $283,333 and expense
reimbursement payments totaling $35,000.  Mr. Augustine says as of
the Petition Date, the Debtors did not owe Rothschild for any fees
or expenses incurred prior to the Petition Date.

                      About Metro Affiliates

Staten Island, New York-based Metro Affiliates, Inc., and its
subsidiaries sought protection under Chapter 11 of the Bankruptcy
Code on Nov. 4, 2013 (Bankr. S.D.N.Y. Case No. 13-13591).  The
case is assigned to Judge Sean Lane.

Lisa G. Beckerman, Esq., and Rachel Ehrlich Albanese, Esq., at
Akin Gump Strauss Hauer & Feld LLP, in New York; and Scott L.
Alberino, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
Washington, D.C., represent the Debtors.  Silverman Shin & Byrne
PLLC serves as special counsel.  Rothschild Inc. serves as the
Debtors' investment banker, while Kurtzman Carson Consultants LLC
serves as their claims and noticing agent.

Wells Fargo Bank, National Association, as agent for a consortium
of DIP lenders, is represented by Jonathan N. Helfat, Esq., at
Otterbourg, Steindler, Houston & Rosen, P.C., in New York.

The Bank of New York Mellon as indenture trustee and collateral
agent for prepetition noteholders, is represented by James
Gadsden, Esq., at Carter, Ledyard & Milburn LLP, in New York.
Certain Noteholders are represented by Kristopher M. Hansen, Esq.,
at Stroock & Stroock & Lavan LLP, in New York.

This is Metro Affiliates' third trip to Chapter 11.  The Company,
together with its subsidiaries, first sought protection under
Chapter 11 of the Bankruptcy Code on Aug. 16, 2002 (In re Metro
Affiliates, Inc., Case No. 02-42560 (PCB), Bankr. S.D.N.Y.).  A
plan in the second Chapter 11 case was confirmed in September
2003.  The first bankruptcy was in 1994.


METRO AFFILIATES: Employs Silverman Shin as Special Counsel
-----------------------------------------------------------
Metro Affiliates, Inc., et al., seek authority from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Silverman Shin & Byrne PLLC as special counsel to represent the
interests of the Debtors with respect to general corporate and
corporate governance matters and certain litigation related to the
Debtors' businesses.

The firm will be paid the following hourly rates: $550 to $350 for
partners; $475 to $400 to for counsel; $330 to $200 for
associates; and $180 to $90 for paraprofessionals.  The current
hourly rates for the Silverman Shin attorneys with primary
responsibility for this matter are:

   Peter Silverman, Esq. -- psilverman@silverfirm.com   $550
   John Shin, Esq. -- jshin@silverfirm.com              $525

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

Mr. Shin, member of the firm of Silverman Shin & Byrne PLLC,
assures the Court that his firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.  As of the Petition Date, no Prepetition Fees are due and
owing on account of the Prepetition Services.  Silverman Shin
received an advance retainer payment of $55,000, bringing the
firm's total retainer to approximately $100,000.

                      About Metro Affiliates

Staten Island, New York-based Metro Affiliates, Inc., and its
subsidiaries sought protection under Chapter 11 of the Bankruptcy
Code on Nov. 4, 2013 (Bankr. S.D.N.Y. Case No. 13-13591).  The
case is assigned to Judge Sean Lane.

Lisa G. Beckerman, Esq., and Rachel Ehrlich Albanese, Esq., at
Akin Gump Strauss Hauer & Feld LLP, in New York; and Scott L.
Alberino, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
Washington, D.C., represent the Debtors.  Silverman Shin & Byrne
PLLC serves as special counsel.  Rothschild Inc. serves as the
Debtors' investment banker, while Kurtzman Carson Consultants LLC
serves as their claims and noticing agent.

Wells Fargo Bank, National Association, as agent for a consortium
of DIP lenders, is represented by Jonathan N. Helfat, Esq., at
Otterbourg, Steindler, Houston & Rosen, P.C., in New York.

The Bank of New York Mellon as indenture trustee and collateral
agent for prepetition noteholders, is represented by James
Gadsden, Esq., at Carter, Ledyard & Milburn LLP, in New York.
Certain Noteholders are represented by Kristopher M. Hansen, Esq.,
at Stroock & Stroock & Lavan LLP, in New York.

This is Metro Affiliates' third trip to Chapter 11.  The Company,
together with its subsidiaries, first sought protection under
Chapter 11 of the Bankruptcy Code on Aug. 16, 2002 (In re Metro
Affiliates, Inc., Case No. 02-42560 (PCB), Bankr. S.D.N.Y.).  A
plan in the second Chapter 11 case was confirmed in September
2003.  The first bankruptcy was in 1994.


MICRON TECHNOLOGY: Notes Conversion No Effect on Moody's Ba3 CFR
----------------------------------------------------------------
Moody's Investors Service said Micron Technology, Inc.'s debt
ratings, including the Ba3 Corporate Family Rating (CFR), are not
affected by Micron's plan to exchange, redeem, and terminate the
conversion option of a substantial portion of their convertible
notes, though the transactions are a negative credit development
because the transactions will increase financial leverage.

Micron Technology, Inc., based in Boise, Idaho, manufactures and
markets semiconductor devices, principally DRAM, NAND Flash and
NOR Flash memory, as well as other innovative memory technologies,
packaging solutions and semiconductor systems. In addition, they
manufacture semiconductor components for CMOS image sensors and
other semiconductor products.


MITEL NETWORKS: Moody's Places B3 CFR on Review for Upgrade
-----------------------------------------------------------
Moody's Investors Service placed Mitel Networks Corporation's B3
corporate family rating, B3-PD probability of default rating, B1
rating of Mitel and Mitel US Holdings Inc. ("US Holdings")
revolving credit facility and the B1 and Caa1 ratings of US
Holdings' first and second lien term loans on review for upgrade.
Mitel's SGL-2 speculative grade liquidity rating was affirmed. The
rating action follows the company's announced merger with Aastra
Technologies Limited (unrated), a global enterprise communications
provider in a transaction that is valued at C$392 million to
Aastra shareholders.

On Review for Upgrade:

Issuer: Mitel Networks Corporation

Corporate Family Rating, currently B3

Probability of Default Rating, currently B3-PD

Issuers: Mitel Networks Corporation and Mitel US Holdings Inc.

$40 million first lien revolving credit facility due February
2018, currently B1 (LGD2, 26%)

Issuer: Mitel US Holdings Inc.

$200 million first lien term loan due February 2019, currently B1
(LGD2, 26%)

$80 million second lien term loan due February 2020, currently
Caa1 (LGD4, 68%)

Rating Affirmed:

Issuer: Mitel Networks Corporation

Speculative Grade Liquidity Rating, SGL-2

Outlook Actions:

Issuers: Mitel Networks Corporation and Mitel US Holdings Inc.

Changed To Rating Under Review From Stable

Ratings Rationale:

The review will focus on financing plans for the acquisition and
will consider integration risks, potential synergies that could be
realized, and the company's appetite for future acquisitions.
Moody's does not expect incremental funded debt from the merger to
exceed $80 million and considers the transaction to be
deleveraging which will improve Mitel adjusted Debt/EBITDA from
4.2x to about 3.5x. Moody's anticipates that the merger could
potentially provide Mitel with a leading market share in Western
Europe and enhance its market share in North America. The merged
company will also provide complementary products with minimal
overlap, and could boost revenue from the cloud business due to a
large global installed base of customers that could migrate to
cloud services.

Mitel Networks Corporation provides integrated business
communications software and related services to small-to-medium-
sized businesses/enterprises (user size ranging from 50 to 1000).
Revenue for the twelve months ended July 31, 2013 was $580
million. The company is headquartered in Ottawa, Ontario, Canada.


MONTREAL MAINE: Marathon, Slawson Added in Class Suit
-----------------------------------------------------
The Honourable Mr. Justice Martin Bureau, the judge designated to
oversee the Lac Megantic train explosion class action, granted a
motion to add two oil producers, Marathon Oil Corporation and
Slawson Exploration Company, Inc. as Respondents in the Class
Proceeding.  It is alleged that these were two of the companies
that produced the highly explosive shale liquids that were carried
on the train and that they failed to provide adequate warnings
about the composition of the shale liquids and the true dangers
associated with shipping it by rail.

The amendment includes several corporate entities which formed
various joint ventures with an existing Respondent in the case,
World Fuel Services Corp.  It is alleged that these entities were
collectively involved in purchasing the shale liquids from MRO and
Slawson and thereafter in transporting the liquids from the oil
wellheads to the transloading station in New Town, North Dakota,
where they were loaded onto rail tanker cars destined for Irving
Oil's refinery in New Brunswick.

Lac-Megantic lawyer Daniel E. Larochelle explained that these
parties were added "on the basis that they knew or should have
been aware through testing that the shale liquids carried a much
greater risk of explosion and flammability than typical crude oil.
They should have communicated this increased risk to the
purchasers and shippers of the shale liquids."  He stated that
investigations continue in order to ensure that all responsible
parties will be held accountable.

The amendment has also added two new proposed representative
petitioners, Serge Jacques and Louis-Serge Parent, both of whose
homes and businesses were destroyed as a result of the derailment
and ensuing explosions.  Further, a Motion for a Representation
Order has been filed in the MMA Canada CCAA proceedings on behalf
of all Class Members, in order to provide formal standing for all
victims in the insolvency proceedings equal to that of other
stakeholders.

A team of experienced class action lawyers has been assembled to
assist the Lac-Megantic community to prosecute this action, and
consists of Daniel Larochelle in Lac-Megantic, Consumer Law Group
in Montreal, Rochon Genova LLP of Toronto and Lieff Cabraser
Heimann and Bernstein LLP of New York and San Francisco.

Headquartered in Houston, Texas, Marathon Oil Corporation --
http://www.marathonoil.com-- is an international energy company
engaged in exploration and production, oil sands mining and
integrated gas with operations in the United States, Angola,
Canada, Equatorial Guinea.(E.G.), Ethiopia, Gabon, Kenya, the
Kurdistan Region of Iraq, Libya, Norway, Poland and the United
Kingdom.  The Company operates in three business segments:
Exploration and Production Segment, explores for, produces and
markets liquid hydrocarbons and natural gas on a worldwide basis;
Oil sands mining segment, mines, extracts and transports bitumen
from oil sands deposits in Alberta, Canada, and upgrades the
bitumen to produce and market synthetic crude oil and vacuum gas
oil, and integrated gas, produces and markets products
manufactured from natural gas, such as LNG and methanol, in E.G.
During the year ended December 31, 2012, the Company Company
acquired approximately 25,000 net acres in the core of the Eagle
Ford shale.

                        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.  Gordian Group, LLC, serves as
the Chapter 11 Trustee's investment banker.

U.S. Bankruptcy Judge Louis H. Kornreich has been assigned to the
U.S. case.  The Maine law firm of Verrill Dana served as counsel
to MM&A.  It now serves as counsel to the Chapter 11 Trustee.

Justice Martin Castonguay oversees the case in Canada.

The Canadian Transportation Agency suspended the carrier's
operating certificate after the accident, due to insufficient
liability coverage.

The town of Lac-Megantic, Quebec, is seeking financial aid to
restore the gutted community and a civil complaint alleges a
failure to take steps to prevent a derailment.

The Hermon, Maine-based carrier is still working to create a
formal claims process for the families of the victims and other
claims holders.  The carrier will present a formal process to the
court for approval by Nov. 30, according to the filings, Bloomberg
News reported.


MOORE FREIGHT: Creditors Balk at Confirmation of Amended Plan
-------------------------------------------------------------
Lynda F. Jones, Esq., at The Jones Law Group, PLLC, on behalf of
Wallwork Financial Corp., filed an objection to the confirmation
of Moore Freight Service, Inc., et al.'s Amended Plan of
Reorganization dated Sept. 16, 2013.

Susquehanna Commercial Finance, Inc., also objected to the
treatment of its claim under the Amended Plan.  The creditor filed
a proof of claim for $289,113.

As Troubled Company Reporter on Oct. 3, 2013, Branch Banking and
Trust Company objected to the treatment of its Class 6.3 Claim in
the Debtors' Amended Plan.  BB&T said a plan of reorganization
cannot impact a creditor's rights with respect to third-party
guarantors of the debtor's obligations to the creditor, unless the
creditor consents to such treatment.  The bank cited In re: Monroe
Well Serv., Inc., 80 B.R.324, 334-35 (Bankr. E. D. Pa. 1987).
BB&T added that the failure to provide for payment of BB&T's
unsecured claim while providing for payment of other unsecured
creditors' claims violates 11 U.S.C. Section 1123(a)(4).

                         Amended Plan

The Amended Plan contemplates the continuation of the Debtors'
business, payment in full of Allowed Secured Claims, and a fair
distribution to unsecured creditors, which distribution Debtor
believe far exceeds the amount unsecured creditors would receive
in the event of a Chapter 7 liquidation.

Each Holder of an allowed unsecured claim in Class 35 will receive
its Pro rata share of (i) $80,000 on the Effective Date of the
Plan; (ii) $600,000, payable in installments of $50,000 each on
July 1 and November 1 of each calendar year beginning in 2014; and
(iii) one-third of any additional recovery from Pilot Flying J.

Dan Moore and Judith Moore will retain all of their ownership
interests in Debtors as consideration for the existing and
continuing personal guaranties of several of Debtors'
obligations.  The ownership interests of SJ Strategic Investments
LLC and Norene Nichols (or her heirs) in Moore Freight will be
terminated upon Confirmation, unless on or before the Confirmation
Date, these remaining equity security holders contribute capital
to Moore Freight in a pro rata amount equal to the total debt
guaranteed by Dan Moore and Judith Moore, which amounts will be
used to fund payments provided for in the Plan.

According to the Amended Disclosure Statement, the Debtors' Cash
on hand as of the Petition Date and Cash generated from the
operation of business after the Petition Date will be sufficient
to make all payments due on the Effective Date.  Cash generated
from the operation of business after the Effective Date, after
service of Exit Financing, will generate sufficient cash flow to
make all payments due under the Plan.

A copy of the Amended Disclosure Statement is available at:

          http://bankrupt.com/misc/moorefreight.doc794.pdf

                    About Moore Freight Service
                      and G.R.E.A.T. Logistics

Moore Freight Service, Inc. and G.R.E.A.T. Logistics Inc. sought
Chapter 11 protection (Bankr. M.D. Tenn. Case Nos. 12-08921 and
12-08923) in Nashville on Sept. 28, 2012.  Moore Freight is a
freight service company specializing in flat gas transportation.
Founded in 2001, Moore is the largest commercial flat glass
logistics firm in the U.S.  It operates in the U.S., Canada and
Mexico.  GLI does not have any operations other than the limited,
occasional freight brokerage services currently provided to Moore
Freight.

Bankruptcy Judge Keith M. Lundin oversees the cases.  Attorneys at
Harwell Howard Hyne Gabbert & Manner, P.C., serve as counsel.  LTC
Advisory Services LLC serves as the Debtor's financial advisors.
Moore Freight estimated assets and debts of $10 million to $50
million.  CEO Dan R. Moore signed the petitions.

Counsel for the Debtor's pre-bankruptcy and DIP lender, Marquette
Transportation Finance, Inc., are Linda W. Knight, Esq., at
Gullett, Sanford, Robinson & Martin, PLLC; and Thomas J. Lallier,
Esq., at Foley & Mansfield PLLP.

On Sept. 17, 2013, the Court approved Moore Freight Service, Inc.,
et al.'s Amended Disclosure Statement describing the Debtors'
Amended Plan of Reorganization dated Sept. 16, 2013.

The Amended Plan contemplates the continuation of the Debtors'
business, payment in full of Allowed Secured Claims, and a fair
distribution to unsecured creditors, which distribution Debtor
believe far exceeds the amount unsecured creditors would receive
in the event of a Chapter 7 liquidation.


MOORE FREIGHT: Plan Confirmation Hearing Continued Until Nov. 19
----------------------------------------------------------------
The Hon. Keith M. Lundin of the U.S. Bankruptcy Court for the
Middle District of Tennessee approved an expedited agreed order
regarding the motion to stay proceedings on confirmation of Moore
Freight Service, Inc., et al.'s  Amended Plan of Reorganization
dated Sept. 16, 2013.

The Debtors and the U.S. Trustee requested that the Court stay
proceedings on confirmation of the Plan.  Pursuant to the
agreement, among other things:

   1. the time for the U.S. Trustee to object to confirmation
      of the Amended Joint Plan of Reorganization was extended to
      and including Nov. 8;

   2. the hearing on confirmation of the Amended Plan is
      continued to and reset for Nov. 19, at 10 a.m. in Courtroom
      Two, Customs House, 701 Broadway, Nashville, Tennessee,
      without prejudice for either Debtors or the United States to
      seek further continuance.

                    About Moore Freight Service
                      and G.R.E.A.T. Logistics

Moore Freight Service, Inc. and G.R.E.A.T. Logistics Inc. sought
Chapter 11 protection (Bankr. M.D. Tenn. Case Nos. 12-08921 and
12-08923) in Nashville on Sept. 28, 2012.  Moore Freight is a
freight service company specializing in flat gas transportation.
Founded in 2001, Moore is the largest commercial flat glass
logistics firm in the U.S.  It operates in the U.S., Canada and
Mexico.  GLI does not have any operations other than the limited,
occasional freight brokerage services currently provided to Moore
Freight.

Bankruptcy Judge Keith M. Lundin oversees the cases.  Attorneys at
Harwell Howard Hyne Gabbert & Manner, P.C., serve as counsel.  LTC
Advisory Services LLC serves as the Debtor's financial advisors.
Moore Freight estimated assets and debts of $10 million to $50
million.  CEO Dan R. Moore signed the petitions.

Counsel for the Debtor's pre-bankruptcy and DIP lender, Marquette
Transportation Finance, Inc., are Linda W. Knight, Esq., at
Gullett, Sanford, Robinson & Martin, PLLC; and Thomas J. Lallier,
Esq., at Foley & Mansfield PLLP.

On Sept. 17, 2013, the Court approved Moore Freight Service, Inc.,
et al.'s Amended Disclosure Statement describing the Debtors'
Amended Plan of Reorganization dated Sept. 16, 2013.

The Amended Plan contemplates the continuation of the Debtors'
business, payment in full of Allowed Secured Claims, and a fair
distribution to unsecured creditors, which distribution Debtor
believe far exceeds the amount unsecured creditors would receive
in the event of a Chapter 7 liquidation.


MORGANS HOTEL: Incurs $10.3 Million Net Loss in Third Quarter
-------------------------------------------------------------
Morgans Hotel Group Co. reported a net loss of $10.32 million on
$58.26 million of total revenues for the three months ended
Sept. 30, 2013, as compared with a net loss of $15.95 million on
$44.03 million of total revenues for the same period during the
prior year.

For the nine months ended Sept. 30, 2013, the Company reported a
net loss of $38.05 million on $171.62 million of total revenues as
compared with a net loss of $43.96 million on $135.12 million of
total revenues for the same period last year.

As of Sept. 30, 2013, the Company had $572.83 million in total
assets, $745.70 million in total liabilities, $6.31 million in
redeemable noncontrolling interest, and a $179.18 million total
stockholders' deficit.

At Sept. 30, 2013, MHG had approximately $7.6 million in cash and
cash equivalents and $55 million available under its revolving
credit facility.  As of Sept. 30, 2013, total restricted cash held
pursuant to certain debt and lease requirements was $20.6 million.

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

                        http://is.gd/d0ZJuw

                     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.


MSI CORP: Negotiates Cash Collateral Access Thru Nov. 15
--------------------------------------------------------
MSI Corporation entered into a stipulation with First Commonwealth
Bank and The "M" Line Railroad Company for an extension of its
access to cash collateral through Nov. 15, 2013 pursuant to a
prepared budget.

The Budget includes a line item for Payroll, which includes
payments to be made to Albert's Capital Services, LLC.

The Debtor is to make a monthly interest payment and monthly
principal payment on its secured debt by Nov. 12, 2013.

First Commonwealth Bank is represented by:

         McGRATH McCALL, P.C.
         Roger P. Poorman, Esq.
         Justin L. McCall, Esq.
         Three Gateway Center, Suite 1375
         401 Liberty Avenue
         Pittsburgh, Pennsylvania, 15222
         Tel No: (412) 281-4333
         Fax No: (412) 281-2141
         E-mail: jmccall@lenderlaw.com
                 rpoorman@lenderlaw.com

                         About MSI Corp.

MSI Corporation filed a bare-bones Chapter 11 petition (Bankr.
W.D. Pa. Case No. 13-22457) in Pittsburgh on June 7, 2013.  Judge
Jeffery A. Deller presides over the case.  The Vandergrift,
Pennsylvania-based company estimated at least $10 million in
assets and less than $10 million in liabilities.

Albert's Capital Services, LLC, is the Debtor's chief
restructuring officer.  Michael J. Roeschenthaler, Esq., and Scott
E. Schuster, Esq., at McGuireWoods LLP, in Pittsburgh, serve as
the Debtor's counsel.  Geary & Loperfito, LLC serves as special
counsel.

No unsecured creditors was formed because no one responded to the
U.S. Trustee's communication for service on the committee.


MT. LAUREL LODGING: Secured Creditor Objects to Cash Use
--------------------------------------------------------
The National Republic Bank of Chicago, a secured creditor of Mt.
Laurel Lodging Associates, LLP, objects to the Debtor's proposed
use of the cash collateral securing its prepetition indebtedness.

In papers filed with the U.S. Bankruptcy Court for the Southern
District of Indiana, NRB states, "The Debtor is engaging in a
risky game of chicken and expects the Bank to blink first.  The
Debtor is one of seven related debtors who filed Chapter 11
petitions to stop foreclosures and non-judicial sales of seven
hotels located in five states, all securing loans to a single bank
with outstanding balances of about $121 million.  Since the loans
were all coming due in October 2013, the debtors needed to find a
way to force the Bank to either extend the maturity date of the
loans or provide the debtors with a large discount.  Upon
information and belief, hoping that such a large portfolio of
defaulted loans would cause severe financial problems for the
Bank, the debtors caused the loans to go into default in July
2013, several months before they came due.  However, the Bank did
not succumb to this strategy and chose to enforce its contractual
and legal rights.

NRB further complains that the Debtor has failed to offer the Bank
any adequate protection in the form of a replacement lien on
unencumbered assets or to prove that the Bank is protected by an
equity cushion in the hotel.  Because of this, the Debtor may not
use the hotel revenues to fund its case unless the Debtor makes
adequate protection payments to the Bank and provides detailed
financial reporting on a weekly basis, NRB asserts.

                     About Mt. Laurel Lodging

Mt. Laurel Lodging Associates, LLP, and its six affiliates sought
protection under Chapter 11 of the Bankruptcy Code on Nov. 4, 2013
(Case No. 13-bk-11697, Bankr. S.D. Ind.).  The case is assigned to
Judge Robyn L. Moberly.  The petition lists the assets and debt as
both exceeding $10 million on the Mount Laurel property.

The Debtors are represented by Brian A Audette, Esq., and David M
Neff, Esq., at PERKINS COIE LLP, in Chicago, Illinois; and Andrew
T. Kight, Esq., and Michael P. O'Neil, Esq., at TAFT STETTINIUS &
HOLLISTER LLP, in Indianapolis, Indiana.

The National Republic Bank of Chicago, a secured creditor, is
represented by James E. Carlberg, Esq. -- jcarlberg@boselaw.com --
and James P. Moloy, Esq. -- jmoloy@boselaw.com -- at Bose McKinney
& Evans LLP, in Indianapolis, Indiana; and Timothy P. Duggan, Esq.
-- tduggan@stark-stark.com -- at Stark & Stark, P.C., in
Lawrenceville, New Jersey.


MT. LAUREL LODGING: Employs Perkins Coie as Bankruptcy Counsel
--------------------------------------------------------------
Mt. Laurel Lodging Associates, LLP, seeks authority from the U.S.
Bankruptcy Court for the Southern District of Indiana,
Indianapolis Division, to employ Perkins Coie LLP as its
bankruptcy counsel.

Perkins Coie will be paid the following hourly rates: $270 to
$1,040 per hour for its partners, $185 to $720 for its associates,
and from $110 to $485 for paralegals.

The following attorneys and paralegal are presently expected to
have responsibility for providing services to the Debtor:

   David M. Neff, Esq. -- dneff@perkinscoie.com          $695
   Brian A. Audette, Esq. -- baudette@perkinscoie.com    $550
   David J. Gold, Esq. -- dgold@perkinscoie.com          $420
   Nancy Y. Saldinger, Paralegal                         $205

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

Mr. Neff, a partner at the law firm of Perkins Coie LLP, assures
the Court that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Prior to the Petition Date, the Debtor paid Perkins Coie an
advance payment retainer in the amount of $106,250 plus the filing
fee of $1,213.  Prior to the Petition Date, the Debtor paid
Perkins $43,571 for restructuring advice and work in connection
with the Chapter 11 case.

                     About Mt. Laurel Lodging

Mt. Laurel Lodging Associates, LLP, and its six affiliates sought
protection under Chapter 11 of the Bankruptcy Code on Nov. 4, 2013
(Case No. 13-bk-11697, Bankr. S.D. Ind.).  The case is assigned to
Judge Robyn L. Moberly.  The petition lists the assets and debt as
both exceeding $10 million on the Mount Laurel property.

The Debtors are represented by Brian A Audette, Esq., and David M
Neff, Esq., at PERKINS COIE LLP, in Chicago, Illinois; and Andrew
T. Kight, Esq., and Michael P. O'Neil, Esq., at TAFT STETTINIUS &
HOLLISTER LLP, in Indianapolis, Indiana.

The National Republic Bank of Chicago, a secured creditor, is
represented by James E. Carlberg, Esq. -- jcarlberg@boselaw.com --
and James P. Moloy, Esq. -- jmoloy@boselaw.com -- at Bose McKinney
& Evans LLP, in Indianapolis, Indiana; and Timothy P. Duggan, Esq.
-- tduggan@stark-stark.com -- at Stark & Stark, P.C., in
Lawrenceville, New Jersey.


MT. LAUREL LODGING: Hires Taft Stettinius as Co-Counsel
-------------------------------------------------------
Mt. Laurel Lodging Associates, LLP, seeks authority from the U.S.
Bankruptcy Court for the Southern District of Indiana,
Indianapolis Division, to employ Taft Stettinius & Hollister LLP
as bankruptcy co-counsel.

Taft professionals who are expected to take primary roles in
providing services to the Debtor will be paid the following hourly
rates:

   Michael P. O'Neil, Esq. -- moneil@taftlaw.com       $495
   Jeffrey J. Graham, Esq. -- jgraham@taftlaw.com      $395
   John R. Humphrey, Esq. -- jhumphrey@taftlaw.com     $395
   Andrew T. Kight, Esq. -- akight@taftlaw.com         $390
   Erin C. Nave, Esq. -- enave@taftlaw.com             $250
   Celeste A. Brodnik, Paralegal                       $245
   Shawn D. Lantz, ECF Filing Clerk                    $190

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

Mr. O'Neil, a partner at Taft Stettinius & Hollister LLP, assures
the Court that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Prior to the Petition Date, the Debtor paid Taft an advance
payment retainer in the amount of $25,000.  Prior to Petition
Date, $705 in prepetition services provided by Taft to the Debtor
were billed and applied, and the remaining balance of $24,295
remains in Taft's trust account.

                     About Mt. Laurel Lodging

Mt. Laurel Lodging Associates, LLP, and its six affiliates sought
protection under Chapter 11 of the Bankruptcy Code on Nov. 4, 2013
(Case No. 13-bk-11697, Bankr. S.D. Ind.).  The case is assigned to
Judge Robyn L. Moberly.  The petition lists the assets and debt as
both exceeding $10 million on the Mount Laurel property.

The Debtors are represented by Brian A Audette, Esq., and David M
Neff, Esq., at PERKINS COIE LLP, in Chicago, Illinois; and Andrew
T. Kight, Esq., and Michael P. O'Neil, Esq., at TAFT STETTINIUS &
HOLLISTER LLP, in Indianapolis, Indiana.

The National Republic Bank of Chicago, a secured creditor, is
represented by James E. Carlberg, Esq. -- jcarlberg@boselaw.com --
and James P. Moloy, Esq. -- jmoloy@boselaw.com -- at Bose McKinney
& Evans LLP, in Indianapolis, Indiana; and Timothy P. Duggan, Esq.
-- tduggan@stark-stark.com -- at Stark & Stark, P.C., in
Lawrenceville, New Jersey.


MT. LAUREL LODGING: Sues NRB for Conversion of Property
-------------------------------------------------------
Mt. Laurel Lodging Associates, LLP, filed an adversary proceeding
against The National Republic Bank of Chicago for conversion
of property, alleging that the bank, which is a prepetition lender
of the Debtor, knowingly and intentionally exerted control over
$143,146 of the Debtor's unallocated and undisbursed loan proceeds
and used and applied those loan proceeds to pay loans extended by
the bank to non-debtor third parties.

According to David M. Neff, Esq., at Perkins Coie LLP, in Chicago,
Illinois, the Debtor did not obtain any benefit from NRB's use of
the Undisbursed Loan Proceeds to pay the third party loans.  In
fact, Mr. Neff says, the Debtor was damaged by NRB's use of the
Undisbursed Loan Proceeds because the outstanding balance of the
Debtor's Loan was increased by the amount of the Undisbursed Loan
Proceeds, thereby also increasing interest owed to NRB.

Mr. Neff relates that prior to the Petition Date, the Debtor made
written demands to NRB for the return of the Undisbursed Loan
Proceeds to Debtor but the Debtor never received a response to
those demands.

                     About Mt. Laurel Lodging

Mt. Laurel Lodging Associates, LLP, and its six affiliates sought
protection under Chapter 11 of the Bankruptcy Code on Nov. 4, 2013
(Case No. 13-bk-11697, Bankr. S.D. Ind.).  The case is assigned to
Judge Robyn L. Moberly.  The petition lists the assets and debt as
both exceeding $10 million on the Mount Laurel property.

The Debtors are represented by Brian A Audette, Esq., and David M
Neff, Esq., at PERKINS COIE LLP, in Chicago, Illinois; and Andrew
T. Kight, Esq., and Michael P. O'Neil, Esq., at TAFT STETTINIUS &
HOLLISTER LLP, in Indianapolis, Indiana.

The National Republic Bank of Chicago, a secured creditor, is
represented by James E. Carlberg, Esq. -- jcarlberg@boselaw.com --
and James P. Moloy, Esq. -- jmoloy@boselaw.com -- at Bose McKinney
& Evans LLP, in Indianapolis, Indiana; and Timothy P. Duggan, Esq.
-- tduggan@stark-stark.com -- at Stark & Stark, P.C., in
Lawrenceville, New Jersey.


NEWLEAD HOLDINGS: Issues Add'l 20 Million Shares to Hanover
-----------------------------------------------------------
NewLead Holdings Ltd. issued and delivered to Hanover 20,000,000
(1,333,334 shares on a post-split basis) additional settlement
shares pursuant to the terms of the Settlement Agreement approved
by the Supreme Court of the State of New York, County of New York,
on July 9, 2013, in the matter entitled Hanover Holdings I, LLC v.
NewLead Holdings Ltd., Case No. 155723/2013.

Hanover commenced the Action against the Company on June 21, 2013,
to recover an aggregate of $7,205,547 of past-due accounts payable
of the Company, plus fees and costs.  The Settlement Agreement
became effective and binding upon the Company and Hanover upon
execution of the Order by the Court on July 9, 2013.

Pursuant to the terms of the Settlement Agreement approved by the
Order, on July 10, 2013, the Company issued and delivered to
Hanover 61,000,000 shares (4,066,667 shares on a post-split basis)
of the Company's common stock, $0.01 par value.

As of Nov. 5, 2013, there were approximately 47.6 million shares
of Common Stock outstanding.

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

                        http://is.gd/yFBlaB

                    About NewLead Holdings Ltd.

NewLead Holdings Ltd. -- http://www.newleadholdings.com/-- is an
international, vertically integrated shipping company that owns
and manages product tankers and dry bulk vessels.  NewLead
currently controls 22 vessels, including six double-hull product
tankers and 16 dry bulk vessels of which two are newbuildings. N
ewLead's common shares are traded under the symbol "NEWL" on the
NASDAQ Global Select Market.

Newlead Holdings Ltd. filed with the U.S. Securities and Exchange
Commission its annual report on Form 20-F disclosing a net loss of
$403.92 million on $8.92 million of operating revenues for the
year ended Dec. 31, 2012, as compared with a net loss of $290.39
million on $12.22 million of operating revenues for the year ended
Dec. 31, 2011.  The Company incurred a net loss of $86.34 million
on $17.43 million of operating revenues in 2010.

As of Dec. 31, 2012, Newlead Holdings had $61.79 million in total
assets, $177.42 million in total liabilities and a $115.62 million
total shareholders' deficit.

                        Going Concern Doubt

PricewaterhouseCoopers S.A., in Athens, Greece, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that the Company has incurred a net loss, has negative cash flows
from operations, negative working capital, an accumulated deficit
and has defaulted under its credit facility agreements resulting
in all of its debt being reclassified to current liabilities, all
of which raise substantial doubt about its ability to continue as
a going concern.


NEWLEAD HOLDINGS: Hires EisnerAmper as New Accountants
------------------------------------------------------
The engagement between NewLead Holdings Ltd. and
PricewaterhouseCoopers Auditing Company S.A., the Company's
independent registered public accounting firm, expired upon
issuance of an audit opinion for the fiscal year ended Dec. 31,
2012.  The Company dismissed PWC at the end of the engagement and
decided to engage a new accounting firm as the Company's
certifying accountant.

PwC audited the Company's financial statements for the period
ended Dec. 31, 2005, to the period ended Dec. 31, 2012.

PwC's reports on the Company's consolidated financial statements
for the fiscal years ended Dec. 31, 2011, and 2012 did not contain
an adverse opinion or disclaimer of opinion, nor were they
qualified or modified as to uncertainty, audit scope, or
accounting principle, except that the reports of PwC on the
Company's financial statements for fiscal years 2011 and 2012
contained an explanatory paragraph, which noted that there was
substantial doubt about the Company's ability to continue as a
going concern.

The dismissal was not a result of any disagreement with the
accounting firm.

On Sept. 4, 2013, the Company engaged EisnerAmper LLP as its new
independent registered public accounting firm.  The decision to
engage EisnerAmper was approved by the Company's board of
directors.

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

                        http://is.gd/4VHI9t

                    About NewLead Holdings Ltd.

NewLead Holdings Ltd. -- http://www.newleadholdings.com/-- is an
international, vertically integrated shipping company that owns
and manages product tankers and dry bulk vessels.  NewLead
currently controls 22 vessels, including six double-hull product
tankers and 16 dry bulk vessels of which two are newbuildings. N
ewLead's common shares are traded under the symbol "NEWL" on the
NASDAQ Global Select Market.

Newlead Holdings Ltd. filed with the U.S. Securities and Exchange
Commission its annual report on Form 20-F disclosing a net loss of
$403.92 million on $8.92 million of operating revenues for the
year ended Dec. 31, 2012, as compared with a net loss of $290.39
million on $12.22 million of operating revenues for the year ended
Dec. 31, 2011.  The Company incurred a net loss of $86.34 million
on $17.43 million of operating revenues in 2010.

As of Dec. 31, 2012, Newlead Holdings had $61.79 million in total
assets, $177.42 million in total liabilities and a $115.62 million
total shareholders' deficit.

                        Going Concern Doubt

PricewaterhouseCoopers S.A., in Athens, Greece, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that the Company has incurred a net loss, has negative cash flows
from operations, negative working capital, an accumulated deficit
and has defaulted under its credit facility agreements resulting
in all of its debt being reclassified to current liabilities, all
of which raise substantial doubt about its ability to continue as
a going concern.


NEW CENTURY TRS: Mirror Image of 'Stern' Gives Judge Final Power
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that presented with a case the obverse of Stern v.
Marshall, the U.S. Court of Appeals in Philadelphia concluded that
a bankruptcy judge has the right to enter final judgment on a
fraud claim brought by a creditor regarding the bankrupt's conduct
during bankruptcy.

According to the report, a homeowner filed a claim and a lawsuit
in the Chapter 11 reorganization of a mortgage lender alleging
fraud. The suit ended in a settlement giving the homeowner
$60,000.

Later, the homeowner sought to reopen the dismissed lawsuit,
alleging she was fraudulently induced into the settlement. The
bankruptcy judge dismissed the fraudulent-inducement claim and the
district court affirmed.

On appeal in Philadelphia, the homeowner pointed to U.S. Supreme
Court's opinion in Stern v. Marshall and argued that the
bankruptcy judge had no power to make a final judgment on the
fraudulent inducement claim.

In an unsigned opinion, the appeals court rejected that argument,
noting that Stern involved a bankrupt who made an unrelated fraud
claim against a creditor.

Because the homeowner made the original claim, the later
fraudulent-inducement claim was "irreversibly intertwined" with
the original settlement, thus giving the bankruptcy court full
power.

The opinion won't be officially published, Mr. Rochelle said.

The case is Carr v. New Century TRS Holdings Inc. (In re New
Century TRS Holdings Inc.), 13-2220, U.S. Court of Appeals for the
Third Circuit (Philadelphia).


NEW YORK CITY OPERA: Sets and Costumes Hit the Auction Block
------------------------------------------------------------
Stephanie Gleason, writing for The Wall Street Journal, reported
that New York City Opera is setting the stage to begin selling its
many sets, props and costumes, according to court documents.

According to the report, wigs, footwear, headwear, stage curtains,
furniture, prop fabric, even 60 musical instruments, are all to be
sold at auction by liquidators, pending court approval. City Opera
said none of the goods are individually worth more than $15,000.

Prior to filing for bankruptcy, City Opera held an auction for
2,000 items, including props, sets and audio/video equipment,
raising $500,000, the report related.  In the past, similar assets
have found some pretty interesting homes.

Orlando Opera Co. filed for Chapter 7 bankruptcy in 2009 after it
ran out of cash, the report said.  A Universal Studios unit
stepped in to purchase an $1,800 lot of the props. They were
eventually used to decorate Universal's Harry Potter-themed park.

                  About New York City Opera

New York City Opera, Inc., sought Chapter 11 bankruptcy protection
on 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.


NGL ENERGY: $890MM Assets Deal No Effect on Fitch's 'BB' IDR
------------------------------------------------------------
Fitch Ratings does not expect to change NGL Energy Partners LP's
'BB' Issuer Default Rating or 'BB-' senior unsecured rating
following the company's announcement that it will acquire $890
million of crude midstream assets. The Rating Outlook is Stable.

NGL plans to acquire Gavilon, LLC whose assets are crude oil
storage, terminal and pipeline assets as well as crude oil
marketing and supply. Fitch believes the Gavilon assets will
complement NGL's existing footprint as they should enable the
company to expand its geographic diversity and optimize its
combined asset base. The transaction is expected to close by year-
end 2013.

To fund the transaction, NGL plans to issue $240 million through a
private investment in public equity (PIPE) and the remaining $650
million will come from credit facility borrowings. The company has
indicated it does not plan to issue additional equity for the
acquisition. This follows equity issuances with combined net
proceeds of $416 million in July and September 2013.

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 senior unsecured debt, it is
notched down to 'BB-'.

Concerns include NGL's lack of operating history and growth
through multiple acquisitions over a short period of time. The
pending acquisition has execution risk and there is also risk that
the assets to be acquired will not generate expected EBITDA and
cash flows. 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 that should expand as the company seeks to grow
higher margin businesses, and the weather-linked volatility
associated with the company's retail propane business.

Leverage as defined by Fitch as total debt to adjusted EBITDA was
4.2x as of June 30, 2013, unchanged from the end of FY2013 but a
significant improvement from 6.0x at the end of FY2012. With the
pending acquisition, Fitch now forecasts leverage to be
approximately 4.0x at the end of FY2014, which is viewed as
appropriate by Fitch for NGL's 'BB' rating.

NGL has increased the size of its secured revolving credit
facility to $1.67 billion from $1.05 billion. The bank agreement
is comprised of two facilities: an $885.5 million working capital
facility which is restricted by a borrowing base and a $785.5
million expansion capital facility. The maturity also been
extended to 2018 from 2017.

As of June 30, 2013, the borrowing base did not restrict
availability on the working capital facility. In addition to the
bank agreement having this restriction, 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. The bank agreement allows
working capital borrowings and letters of credit to be excluded
from the leverage calculation and NGL gets pro forma EBITDA credit
for acquisitions, which is typical for master limited partnership
(MLP) bank agreements.

The company maintains a high distribution coverage ratio (DCR)
which it targets to be in the range of 1.5-2.0x. Fitch forecasts
DCR to be approximately 1.6x at the end of FY14, which remains
very strong.

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
including the pending crude oil midstream assets 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.


NIRVANIX INC: U.S. Trustee Appoints 3-Member Committee
------------------------------------------------------
Roberta A. DeAngelis, the U.S. Trustee for Region 3, named a
three-member Official Committee of Unsecured Creditors in
connection with the Chapter 11 case of Nirvanix Inc. ahead of the
scheduled auction of the Debtor's assets.

The Committee members are:

     1. By Appointment Only, Inc.
        Attn: Greg Hunt
        100 Brickstone Square, Suite 501
        Andover, MA 01810
        Tel: 978-763-7500
        Fax: 978-763-7520

     2. Independent Consulting Services
        Attn: Carlos Soares
        120 West Bellevue Ave.
        San Mateo, CA 94402
        Tel: 650-281-8707

     3. Rebit, Inc.
        Attn: Cheryl Szydlo
        2420 Trade Centre Ave.
        Longmont, CO 80503
        Tel: 720-204-2238
        Fax: 303-776-6188

Jane M. Leamy, Esq., appeared on behalf of T. Patrick Tinker, the
Assistant U.S. Trustee.

The Bankruptcy Court last month approved bidding procedures to
govern the sale of substantially all of the Debtor's assets.  The
Debtors scheduled a Nov. 15, 2013 auction for the assets at the
offices of Cooley LLP, 101 California Street, 5th Floor, San
Francisco, California.  The Court will consider approval of the
sale at a hearing on Nov. 19, at 12:00 p.m.  Objections, if any,
were due Nov. 12, at 4:00 p.m.

                    About Nirvanix, Inc.

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.


NIRVANIX INC: To Sell IP, Other Assets at Friday's Auction
----------------------------------------------------------
Nirvanix Inc. will proceed with Friday's auction (Nov. 15) at the
offices of Cooley LLP, its bankruptcy counsel, located at 101
California Street, 5th Floor, San Francisco, California.

The Court will consider approval of the sale to Novak or the
winning bidder at a hearing on Nov. 19, at 12:00 p.m.  Objections,
if any, were due Nov. 12, at 4:00 p.m.

The Court last month approved bidding procedures to govern the
asset sale.  The Debtor's assets will be sold in two lots.  It
initially sought to sell the entire business but failed to file a
buyer.

The Debtor has struck an asset purchase agreement dated Oct. 10
with Acme Acquisition LLC, which will acquire the Debtor's
intellectual property assets.  TriplePoint Capital LLC and Khosla
Ventures IV LP will serve as guarantor.

Excluded from the sale to Acme are the accounts receivables, cash,
permits, certain contracts, interest in real property, claims and
causes of action under Chapter 5 of the Bankruptcy Code, certain
personal property, and rights to the name "Nirvanix".

Acme has offered to pay $2.8 million in cash, without interest,
and assumed certain of the Debtor's liabilities.  In the event,
the Debtor sells the IP assets to another buyer with a higher
offer, the Debtor will pay Acme a $150,000 breakup fee and
reimburse Acme's expenses not to exceed the lesser of $150,000 and
its reasonable out-of-pocket documented expenses.

Acme is represented in the deal by:

     Keith Flaum, Esq.
     WEIL GOTSHAL & MANGES LLP
     201 Redwood Shores Parkway
     Redwood Shores, CA 94065
     Fax: 650-802-3100
     E-mail: keith.flaum@weil.com

          - and -

     Gary T. Holtzer, Esq.
     WEIL GOTSHAL & MANGES LLP
     767 Fifth Avenue
     New York, NY 10153
     Fax: 212-310-8007
     E-mail: gary.holtzer@weil.com

          - and -

     Mark D. Collins, Esq.
     RICHARDS LAYTON & FINGER
     920 North King Street
     Wilmington, DE 19801
     Fax: 212-310-8007

Khosla and TriplePoint may be reached at:

     Khosla Ventures
     2128 Sand Hill Road
     Menlo Park, CA 94025
     Attn: General Counsel
     Fax: 650-926-9590
     E-mail: legal@khoslaventures.com

          - and -

     TriplePoint Capital LLC
     2755 Sand Hill Road, Suite 150
     Menlo Park, CA 94025
     Attn: Legal Dept.
     Fax: 650-854-1850
     E-mail: legal@triplepointcapital.com

The guarantors' counsel is:

     Gary Rosenbaum, Esq.
     McDERMOTT WILL & EMERY LLP
     2049 Century Park East, Suite 3800
     Los Angeles, CA 90067
     Fax: 310-317-7268
     E-mail: grosenbaum@mwe.com

                    About Nirvanix, Inc.

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.


NIRVANIX INC: Gets Final Okay to Incur DIP Loan From Lenders
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware, in a final
order, authorized Nirvanix, Inc., to (i) obtain postpetition
secured financing from its prepetition lenders; and (ii) use cash
collateral until Nov. 30, 2013.

As reported in the Troubled Company Reporter on Oct. 15, 2013, the
DIP Facility consists of a postpetition multi-draw term loan
facility in an aggregate amount, before giving effect to a "roll
up, in an interim amount up to $1.1 million and thereafter in an
amount to be agreed upon by the Khosla Ventures IV, LP, Khosla
Ventures IV (CF), LP, and TriplePoint Capital, LLC, as DIP
Lenders, in their sole discretion.  The initial maximum commitment
for each of the DIP Lenders will be $900,000 for KV and $200,000
for TriplePoint.  The DIP Lenders, according to court documents,
have not agreed to any funding beyond the week ending Oct. 26,
2013, or to any funding in excess of $1.1 million.

The DIP Loans will accrue at 9% per annum, with the interest
payable monthly in arrears on the monthly anniversary of the
Petition Date, computed based on a 360 day year.  At all times
while a default exists, principal, interest and other amount will
bear interest at a rate per annum equal to 2% in excess of the 9%
per annum interest rate.

To secure the DIP Loan Obligations, the DIP Lenders are granted
valid and perfected first priority liens and security interests,
subject only to permitted liens and the carve out.  The DIP
Lenders will also be granted superpriority administrative expense
claim for all DIP Loan Obligations.

Carve-out means (i) fees payable to the U.S. Trustee, (ii) unpaid
professional fees and expenses payable to each professional
retained by the Debtor and any official committee of unsecured
creditors, and (iii) case administration fees and professional
fees incurred on or after the date of the occurrence of a
termination date in an aggregate amount not to exceed $25,000.

Nirvanix scheduled a Nov. 15, 2013 auction for its assets to be
held at the Offices of Cooley LLP, 101 California Street, 5th
Floor, San Francisco, California.  The Court will consider the
sale of the assets to Novak or the winning bidder at a hearing on
Nov. 19, at 12:00 p.m.  Objections, if any, are due Nov. 12, at
4:00 p.m.

                    About Nirvanix, Inc.

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.


NIRVANIX INC: Wants Incentive Plan for HR Executive
---------------------------------------------------
Nirvanix, Inc., asks the U.S. Bankruptcy Court for the District of
Delaware to (i) approve the implementation of a management
incentive plan; and (ii) authorize payments thereunder.

The Debtor intends to sell substantially all of its assets
pursuant to a Court-approved auction and sale process.  In this
relation, the work and effort of Catherine Clark, the Debtor's
vice president of Legal and Human Resources, is critical to the
sale and the management of the Debtor's chapter 11 case.  Ms.
Clark is one of two remaining officers of the Debtor and is the
officer with the longest tenure and most institutional knowledge
regarding the Debtor's business, the latter of which is critical
to the Debtor's sale efforts and efficient management of the
chapter 11 case.  Ms. Clark's involvement is particularly vital to
ensuring the Debtor's satisfaction of the rigorous closing
conditions contained in the Lot 1 Stalking Horse Agreement.

The incentive plan applies only to Ms. Clark, whose services are
absolutely critical to the successful consummation of the sale.

Under the terms of the incentive plan, Ms. Clark will be paid an
incentive payment only if she actually meets certain objective
benchmarks.  The maximum amount of incentive payments that Ms.
Clark could receive under the Incentive Plan -- if she meets all
applicable performance criteria -- is $21,340.

Ms. Clark will also be compensated when she meets the performance
goals.  Payments in these amounts will be made under the incentive
plan if the following Performance Goals are met:

   a. First Tier: Ms. Clark will receive an amount equal to
      $16,500 if a sale of the Lot 1 Assets is consummated with a
      purchase price equal to or greater than $2,800,000.

   b. Second Tier: Ms. Clark will receive an amount equal to
      $4,840 if a sale of the Lot 2 Assets is consummated with a
      purchase price equal to or greater than $500,000.

                    About Nirvanix, Inc.

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.


NIRVANIX INC: Court Okays Bonus Plan for Non-Insider Key Employees
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Nirvanix, Inc. to implement the key employee retention plan for
11 non-insider key employees.

The key employees will be tasked to effectuate the sale of
substantially all of the Debtor's assets pursuant to a sale
process under Section 363 of the Bankruptcy Code.

Pursuant to the KERP, the key employees will continue to perform
their duties through their respective termination dates.  In
exchange for their continued efforts and pursuant to the terms of
the KERP, the key employees will be eligible to receive the
retention bonus in the total potential aggregate amount of the
retention bonuses of $89,000.

                    About Nirvanix, Inc.

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: Hires Kaye Scholer as Counsel
--------------------------------------
NNN 123 North Wacker, LLC and NNN 123 North Wacker Member, LLC
seek authorization from the Hon. Jack B. Schmetterer of the U.S.
Bankruptcy Court for the Northern District of Illinois to employ
Kaye Scholer LLP as counsel, nunc pro tunc to Oct. 4, 2013.

The professional services that the Debtors anticipate requesting
of Kaye Scholer in connection with these Chapter 11 cases include,
but are not limited to, the following:

   (a) advise the Debtors with respect to a possible
       restructuring, sale or other disposition of the Debtors'
       business or assets, in whole or in part;

   (b) appear and represent the Debtors before this Court, any
       appellate courts, and in their dealings with the Office of
       the United States Trustee; and

   (c) provide such other legal services and advice to the Debtors
       as may become necessary in connection with these Chapter 11
       cases.

Kaye Scholer will be paid at these hourly rates:

       Partners                  $700-$1,175
       Counsel                   $605-$800
       Associates                $310-$755
       Legal Assistants          $95-$340

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

On Oct. 3, 2013, the Debtors paid Kaye Scholer $100,000, which was
payment in full for services rendered by Kaye Scholer prior to the
Petition Date.  The payment related to services rendered by Kaye
Scholer during the period from Sept. 20, 2013 through the filing
of the Debtors' petitions on Oct. 4, 2013.  Kaye Scholer was not
paid any additional amounts by the Debtors in the 90 days prior to
the Petition Date.

D. Tyler Nurnberg, Esq., partner of Kaye Scholer, 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 Bankruptcy Court will hold a hearing on the engagement
Nov. 14, 2013, at 10:30 a.m.

Kaye Scholer can be reached at:

       D. Tyler Nurnberg, Esq.
       KAYE SCHOLER LLP
       70 West Madison, Suite 4200
       Chicago, IL 60602
       Tel: (312) 583-2313
       Fax: (312) 583-2360
       E-mail: tyler.nurnberg@kayescholer.com

NNN 123 North Wacker, LLC, filed a Chapter 11 petition (Bankr.
N.D. Ill. Case No. 13-39210) on Oct. 4, 2013 in Chicago,
represented by Andrea Johnson Frost, Esq., at Kaye Scholer LLC, as
counsel.  The Debtor estimated $10 million to $50 million in
assets and $100 million to $500 million in liabilities.

Another entity, NNN 123 North Wacker Member LLC, sought
Chapter 11 protection (Case No. 13-39240) on the same day.


NNN 3500: Nov. 19 Hearing on Employment of Appraisals Unlimited
---------------------------------------------------------------
A hearing on NNN 3500 Maple 26 LLC's bid to employ Appraisals
Unlimited as appraiser is set for Nov. 19, 2013 at 2:00 p.m.

NNN 3500 Maple 26, LLC, based in Costa Mesa, Calif., filed for
Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 12-23718) on
Nov. 30, 2012.  Judge Scott C. Clarkson presided over the case.
In its schedules, the Debtor disclosed $45,563,241 in total assets
and $46,658,593 in total liabilities.

On Jan. 23, 2013, the Bankruptcy Court entered an order
transferring venue of the bankruptcy case to the U.S. Bankruptcy
Court for the Northern District of Texas (Case No. 13-30402).
Judge Harlin DeWayne Hale presides over the case.

Darvy M. Cohan, Esq., with offices at La Jolla, Calif., and
Michelle V. Larson, Esq., at Andrews Kurth LLP, in Dallas,
represent the Debtor as counsel.


NPS PHARMACEUTICALS: Incurs $1.1 Million Net Loss in 3rd Quarter
----------------------------------------------------------------
NPS Pharmaceuticals, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $1.08 million on $39.20 million of total revenues for
the three months ended Sept. 30, 2013, as compared with a net loss
of $3.32 million on $27.01 million of total revenues for the same
period during the prior year.

For the nine months ended Sept. 30, 2013, the Company reported a
net loss of $21.27 million on $101.14 million of total revenues as
compared with a net loss of $6.53 million on $103.46 million of
total revenues for the same period a year ago.

The Company's balance sheet at Sept. 30, 2013, showed $277.01
million in total assets, $185.18 million in total liabilities and
$91.83 million in total stockholders' equity.

"We are excited by the continued success of the Gattex launch in
the U.S.," said Francois Nader, MD, president and chief executive
officer of NPS Pharmaceuticals.  "We are seeing strong demand and
sales have exceeded our expectations so far with 235 patients now
on Gattex.  We are also pleased to raise our full-year net sales
guidance to $28 to $32 million given the favorable results and
trends we have seen so far.  In addition, recent progress includes
data from STEPS 2, which showed that patients can continue to
achieve clinically meaningful reductions in parenteral support
requirements or even complete independence with Gattex treatment
beyond one year.  With respect to our international expansion, we
are quite proud of the significant progress we have made.  The
transfer of the Revestive EU Marketing Authorization is complete
and we are preparing to initiate pricing and reimbursement
discussions early in 2014.  We also expect to begin launching our
first named-patient programs around the end of this year."

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

                         http://is.gd/pGxtkr

                     About NPS Pharmaceuticals

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

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


OCEAN 4660: El Mar Balks at Comerica's Bid to Continue Foreclosure
------------------------------------------------------------------
El Mar Associates, Inc., a Florida corporation, and the largest,
contingent, unliquidated, creditor of Ocean 4660, LLC, objected to
the motion of Comerica Bank for limited relief from the automatic
stay to allow Comerica to proceed with the prosecution of
Comerica's state court foreclosure action against the property and
the interests of all parties named as defendants therein, through
the entry of a final judgment of foreclosure, but without
scheduling a foreclosure sale of the property.

El Mar explained that, among other things:

   1. There is no provision in the Local Rules for an expedited
      hearing on a motion for relief from stay.  No emergency
      grounds have been stated.

   2. The motion regards all of the real property owned by
      the estate.

   3. The estate's interest is inferior to that of Comerica.

   4. If the trustee actually pursues a Sec. 363 sale mentioned
      in the motion and in various other court papers, El Mar
      Associates, Inc. is still entitled to the protections of
      11 U.S.C. Section 365(h)(1)(A)(ii), which precludes the
      trustee from dispossessing El Mar Associates, Inc.

   5. The trustee can only sell the estate's interest in property,
      not that of Comerica.

On Oct. 18, 2013, Comerica asked the Court for limited relief from
the automatic stay to allow Comerica to proceed with the
prosecution of Comerica's state court foreclosure action against
the property and the interests of all parties named as defendants
therein, through the entry of a final judgment of foreclosure, but
without scheduling a foreclosure sale of the property.

Comerica is the owner and holder of a promissory note, mortgage
and security agreement encumbering the hotel property owned by the
Debtor located in Broward County, Florida.  The Debtor defaulted
under the loan documents by failing to make the required monthly
installment payments and Comerica filed its foreclosure action
against the Debtor.

                       About Ocean 4660

Ocean 4660, LLC, owner of a beachfront property operated as the
Lauderdale Beachside Hotel in Lauderdale-by-the-Sea, Florida,
filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 13-23165)
in its hometown on June 2, 2013.  Rick Barreca signed the petition
as chief restructuring officer.

The Lauderdale Beachside Hotel features a beach-front location,
two five-story interior corridor buildings (east and west), 147
guest rooms, a beach front tiki bar and grill, a large adjoining
restaurant and commercial kitchen space and on-site parking.
The restaurant space and the tiki bar and grill are unoccupied.
The occupancy rates have generally been between 40 percent and 70
percent occupancy.  Room rates are $40 to $80 per night.

The Company disclosed $15,762,871 in assets and $16,587,678 in
liabilities as of the Chapter 11 filing.

Judge John K. Olson presides over the case.  The Debtor tapped RKJ
Hotel Management, LLC, as hotel manager and RKJ's Rick Barreca as
the CRO.

The Debtor tapped Genovese Joblove & Battista, P.A. as counsel.
Irreconcilable differences prompted the firm to withdraw as
counsel in July 2013.

The Court approved the appointment of Maria Yip, of Coral Gables,
Florida, as Chapter 11 trustee.  Drew M. Dillworth, Esq., of the
Law firm of Stearns Weaver Miller Weissler Alhadeff & Sitterson,
P.A. serves as his counsel.  Kerry-Ann Rin, CPA, and the
consulting firm of Yip Associates serve as financial advisor, and
accountant.

The U.S. Trustee has not appointed an official committee of
unsecured creditors.


ORCHARD SUPPLY: ACE Companies Object to Disclosure Statement
------------------------------------------------------------
BankruptcyData reported that ACE American Insurance Company,
Illinois Union Insurance Company and Westchester Surplus Lines
Insurance Company (the ACE Companies) filed with the U.S.
Bankruptcy Court an objection to Orchard Supply Hardware Stores'
Disclosure Statement.

The ACE Companies explain, "The ACE Companies object to the
Disclosure Statement because it lacks adequate information that
would enable creditors including, but not limited to, The ACE
Companies and claimants under the ACE Insurance Program, to
ascertain how their respective claims will be classified and
treated, or to make an informed decision about the
Plan....Accordingly, the Disclosure Statement and the Plan should
be modified to clearly provide that the release and injunction
provisions of the Plan do not apply to the right and ability of
(and to extent applicable, the automatic stay of section 362 of
the Bankruptcy Code is modified to permit) the ACE Companies to
adjust, settle and/or pay, subject to and in accordance with the
terms and conditions of the ACE Insurance Program, those claims.
The ACE Companies hereby request that the Insurance Provision be
revised ...in order to resolve the Objection. Wherefore, the ACE
Companies respectfully request that this Court either condition
the confirmation of the Plan on inclusion of the modifications
requested herein or deny the Debtors' request for approval of the
Disclosure Statement as it does not contain the adequate
information required by 11 U.S.C. section 1125 and grant such
other relief as the Court deems appropriate."

As previously reported by The Troubled Company Reporter, OSH 1
Liquidating Corporation, f/k/a Orchard Supply Hardware Stores
Corporation, filed a Plan of Liquidation and Disclosure Statement
dated Oct. 9, 2013.

The Plan embodies a settlement among the Debtors, secured lenders
and the unsecured creditors committee resolving issues regarding
the use of the sale proceeds of the Debtors' assets.  The
significant terms of the Settlement are:

  * The Senior Secured Term Loan Lenders received all proceeds of
    the Sale that are not used to pay off the DIP financing loans,
    minus $25,000,000, which amount was left in the Debtors'
    estates, and $9,400,000, which amount is being held as cash
    collateral for certain letters of credit;

  * On the Plan Effective Date, $500,000 is to be paid from the
    Debtors' estates to the GUC Trust for the benefit of holders
    of Allowed General Unsecured Claims whose prepetition debts
    were not assumed by the Purchaser under the Final Asset
    Purchase Agreement (APA);

  * On the Plan Effective Date (or such later time as they may be
    monetized), the first $250,000 of any proceeds from the
    Designation Rights Sale is to be paid to the GUC Trust; and

  * The Senior Secured Term Loan Agent, the Senior Secured Term
    Loan Steering Committee, the Creditors Committee and the
    Debtors agreed to support consummation of a plan that contains
    full and complete releases to each of the parties, and that
    does not modify or adversely affect the parties' rights
    benefits and obligations under the terms of the Settlement.

The Plan divides allowed claims against, and equity interests in,
the Debtors into four classes:

   - Class 1 Senior Secured Term Loan Claims, estimated to total
     $130,700,000, are expected to have a 74%-86%.

   - Class 2 Other Secured Claims, which are not impaired and
     expected to have a 100% recovery.

   - Class 3 General Unsecured Claims, estimated to total
     $25,000,000 to $35,000,000, are expected to have a 2.1%-3%.

   - Claim 4 Equity Interests, which will receive no distribution
     under the Plan.

                       About Orchard Supply

San Jose, Calif.-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, 2013, 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: Wants Relief From CBA Pending Talks With Steelworkers
-----------------------------------------------------------------
Ormet Corporation, et al., filed an emergency motion asking the
U.S. Bankruptcy Court for the District of Delaware to authorize
interim relief from various terms of the Hannibal Collective
Bargaining Agreement and from certain Retiree Benefits Obligations
until the earlier of the Debtors (i) reaching a consensual
agreement with the Steelworkers to modify the Hannibal CBA; or
(ii) Nov. 27, 2013.

According to the Debtors, the requested interim relief is
essential for the Debtors to maximize the realizable value for the
estates' assets because, among other things:

   1. with the cessation of business at the Hannibal Smelter, and
the limited funding available to continue efforts to maximize
value for the benefit of the estates and the parties-in-interest,
including the sale of the Burnside Refinery, the Debtors now seek
relief allowing them to reduce one of the significant remaining
expenses of the chapter 11 estates -- labor costs -- and preserve
some value for the parties in interest while conducting an orderly
wind down of operations.

   2. the Debtors has shut down all remaining operations at the
Hannibal Smelter.  The Debtors are making decisions on a daily
basis to maximize recoveries and value for the estates, while
minimizing ongoing costs to achieve these results.

   3. Without reasonable economic terms for their purchase of
electricity and the inability to satisfy the condition precedent,
the Debtors concluded that they would not be able to emerge from
bankruptcy with ongoing operations at the Hannibal Smelter.  The
Debtors are now seeking the next best alternative, to wind down
operations at the Hannibal Smelter in such a way as to allow
restart of operations at some point in the future, when the
international market price improves and the cost of power allows
for the Hannibal Smelter to operate profitably, while
simultaneously seeking to finalize a sale of the refinery in
Burnside as a going concern.

   4. The Steelworkers, and all parties involved, have taken all
appropriate measures to wind down operations at the Hannibal
Facility in such a way as to preserve the assets and maximize
remaining value at the facility.

                         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 emerged from a prior bankruptcy in April 2005.  Lender
Wayzata Investment Partners LLC is among existing owners.  Others
are UBS Willow Fund LLC and Fidelity Leverage Company Stock Fund.

In the 2013 case, 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: Court Approves $10MM Additional DIP Funding
-------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware, in a final
order, authorized Ormet Corporation, et al., to enter into an
amendment to the term loan DIP Credit Agreement.

As reported in the Troubled Company Reporter on Nov. 4, 2013,
the Debtor asked the Delaware bankruptcy judge to approve an
additional $10 million of debtor-in-possession financing designed
to fund the company's wind down, which includes a $39.4 million
sale of its Louisiana refinery.

Under Ormet's emergency DIP motion, private equity firm Wayzata
Investment Partners LLC -- a prepetition creditor whose deal to
purchase the company fell apart -- would enlarge its existing
$40 million term loan by $10 million.  The funds are key to
Ormet's plan to sell its Louisiana facility.

                         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 emerged from a prior bankruptcy in April 2005.  Lender
Wayzata Investment Partners LLC is among existing owners.  Others
are UBS Willow Fund LLC and Fidelity Leverage Company Stock Fund.

In the 2013 case, 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.


OVERLAND STORAGE: Cyrus Capital Held 19.9% Stake at Nov. 1
----------------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Cyrus Capital Partners, L.P., and its
affiliates disclosed that as of Nov. 1, 2013, they beneficially
owned 7,696,614 shares of common stock of Overland Storage, Inc.,
representing 19.99 percent of the shares outstanding.  Cyrus
Capital previously reported beneficial ownership of 7,352,200
common shares or 19.99 percent equtiy stake as of Feb. 12, 2013.
A copy of the amended regulatory filing is available at:

                        http://is.gd/Tn9S0y

                       About Overland Storage

San Diego, Cal.-based Overland Storage, Inc. (Nasdaq: OVRL) --
http://www.overlandstorage.com/-- is a global provider of unified
data management and data protection solutions designed to enable
small and medium enterprises (SMEs), corporate departments and
small and medium businesses (SMBs) to anticipate and respond to
change.

Overland Storage incurred a net loss of $19.64 million on $48.02
million of net revenue for the fiscal year ended June 30, 2013, as
compared with a net loss of $16.16 million on $59.63 million of
net revenue during the prior fiscal year.  The Company's balance
sheet at June 30, 2013, showed $31.40 million in total assets,
$41.69 million in total liabilities and a $10.29 million total
shareholders' deficit.

Moss Adams LLP, in San Diego, California, issued a "going concern"
qualification on the consolidated financial statements for the
year ended June 30, 2013, citing recurring losses and negative
operating cash flows which raise substantial doubt about the
Company's ability to continue as a going concern.


PABELLON DE LA VICTORIA: Has Until Nov. 21 to File Plan
-------------------------------------------------------
The Hon. Edward Godoy of the U.S. Bankruptcy Court for the
District of Puerto Rico gave Pabellon De La Victoria Movimiento
Iglesias De Fe (MI FE) Inc. until November 21 to file a disclosure
statement and Chapter 11 plan of reorganization.

                 About Pabellon De La Victoria

Pabellon De La Victoria Movimiento Iglesias De Fe (MI FE) Inc.,
filed a Chapter 11 petition (Bankr. D.P.R. Case No. 12-08223) in
Ponce, Puerto Rico, on Oct. 16, 2012.  Bankruptcy Judge Edward A.
Godoy oversees the case.  Gloria M. Justiniano Irizarry, Esq., at
Justiniano's Law Office, in Mayaguez, Puerto Rico, serves as
counsel.  The Debtor estimated assets and debts of $10 million to
$50 million.  Banco Popular De Puerto Rico has $14 million in
unsecured claims.  The petition was signed by Evelyn Dominguez
Ramos, president.


PATRIOT COAL: Gov't Claims v. Brody, Patriot Ventures Due March 24
------------------------------------------------------------------
Government entities have until March 24, 2014, to file proofs of
claim against Brody Mining LLC and Patriot Ventures LLC.  The
deadline for most creditors of the two debtors to file proofs of
claim expired Oct. 24, 2013.

                        About Patriot Coal

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

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

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

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

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

Patriot Coal Corp., et al., filed with the U.S. Bankruptcy Court
for the Eastern District of Missouri a First Amended Joint
Chapter 11 Plan of Reorganization and an explanatory disclosure
statement on Oct. 9, 2013, and a Second Amended Joint Chapter 11
Plan of Reorganization and an explanatory disclosure statement on
Oct. 26, 2013.


PENNSYLVANIA HIGHER: Fitch Maintains 'B' Rating on Class G Notes
----------------------------------------------------------------
Fitch Ratings currently maintains ratings as listed below on the
student loan revenue bonds issued from the Pennsylvania Higher
Education Assistance Agency (PHEAA) trust indenture dated as of
Aug. 1, 1997, as amended and supplemented (the 1997 Trust).

PHEAA has requested that Fitch confirm the existing ratings
assigned to the bonds issued under the 1997 Trust in connection
with: (i) the bond purchase and cancellation of certain auction
rate securities (the ARS) issued under the 1997 Trust and (ii) the
sale of the related student loan collateral securing such ARS
which will exceed the loans remaining in the 20% Selected Loan
Pool as defined by the 40th Supplemental Indenture of the 1997
Indenture.

Fitch is treating this request as a notification. The 1997 Trust
has repurchased and cancelled approximately $10.95 million of
outstanding ARS as of Nov. 7, 2013. Additionally, the student loan
receivables balance will decrease by $8 million as those loans are
sold and released from the lien of the trust. The amount of the
loan sale combined with past loan sales for this trust will exceed
the loans remaining in the 20% Selected Pool.

The repurchase and cancellation of ARS and sale of related
collateral will result in a slight increase in the total and
senior parity ratio of the 1997 Trust. Total parity will increase
from 107.31% to 107.53% and senior parity will increase from
113.21% to 113.48% as of Nov. 7, 2013; however, the release levels
will be maintained at total parity of 102% and senior parity ratio
of 106%. Fitch compared the balance sheet of the 1997 Trust pre-
financing and post-refinancing and determined the change to be
immaterial.

Based on the information provided, Fitch has determined that the
purchase and cancellation of $10.95 million ARS in addition to the
related loan release of $8 million which will exceed the loans
remaining in the 20% Selected Loan Pool will not have a material
impact on the existing ratings at this time. This determination
only addresses the effect of the purchase and loan release on the
current ratings assigned by Fitch to the securities listed below.
This determination does not address whether the purchase and
subsequent loan release is permitted by the terms of the
transaction documents. It does not address whether the purchase
and loan release is in the best interests of, or prejudicial to,
some or all of the holders of the securities listed.

The current ratings of the bonds are as follows:

Pennsylvania Higher Education Assistance Agency 1997 Trust
Indenture Senior Class Notes
--2000-1 Class F-1 'BBBsf'; Outlook Stable;
--2000-2 Class H 'BBBsf'; Outlook Stable;
--2000-3 Class J-3 'BBBsf'; Outlook Stable;
--2000-3 Class J-4 'BBBsf'; Outlook Stable;
--2001 Class L-1 'BBBsf'; Outlook Stable;
--2001 Class L-2 'BBBsf'; Outlook Stable;
--2002-1 Class N-1 'BBBsf'; Outlook Stable;
--2002-1 Class N-2 'BBBsf'; Outlook Stable;
--2002-3 Class R-1 'BBBsf'; Outlook Stable;
--2002-4 Class T-1 'BBBsf'; Outlook Stable;
--2002-4 Class T-2 'BBBsf'; Outlook Stable;
--2002-4 Class T-3 'BBBsf'; Outlook Stable;
--2002-4 Class T-4 'BBBsf'; Outlook Stable;
--2002-4 Class T-5 'BBBsf'; Outlook Stable;
--2002-5 Class V-1 'BBBsf'; Outlook Stable;
--2002-5 Class V-2 'BBBsf'; Outlook Stable;
--2002-5 Class V-3 'BBBsf'; Outlook Stable;
--2002-5 Class V-4 'BBBsf'; Outlook Stable;
--2003-1 Class W-1 'BBBsf'; Outlook Stable;
--2003-1 Class W-2 'BBBsf'; Outlook Stable;
--2003-2 Class Y-1 'BBBsf'; Outlook Stable;
--2003-2 Class Y-2 'BBBsf'; Outlook Stable;
--2003-2 Class Y-3 'BBBsf'; Outlook Stable;
--2003-2 Class Y-4 'BBBsf'; Outlook Stable;
--2004-1 Class Z-1 'BBBsf'; Outlook Stable;
--2004-1 Class Z-3 'BBBsf'; Outlook Stable;
--2004-1 Class Z-4 'BBBsf'; Outlook Stable;
--2004-2 Class AA-1 'BBBsf'; Outlook Stable;
--2004-2 Class AA-2 'BBBsf'; Outlook Stable;
--2004-3 Class BB-1 'BBBsf'; Outlook Stable;
--2004-3 Class BB-2 'BBBsf'; Outlook Stable;
--2004-3 Class BB-3 'BBBsf'; Outlook Stable;
--2004-3 Class BB-4 'BBBsf'; Outlook Stable;
--2005-1 Class CC-2 'BBBsf'; Outlook Stable;
--2005-2 Class DD-1 'BBBsf'; Outlook Stable;
--2005-2 Class DD-2 'BBBsf'; Outlook Stable;
--2005-3 Class EE-1 'BBBsf'; Outlook Stable;
--2005-3 Class EE-2 'BBBsf'; Outlook Stable;
--2005-3 Class EE-3 'BBBsf'; Outlook Stable;
--2005-3 Class EE-4 'BBBsf'; Outlook Stable;
--2005-4 Class GG-1 'BBBsf'; Outlook Stable;
--2005-4 Class GG-2 'BBBsf'; Outlook Stable;
--2005-4 Class GG-3 'BBBsf'; Outlook Stable;
--2005-4 Class GG-4 'BBBsf'; Outlook Stable;
--2005-4 Class GG-5 'BBBsf'; Outlook Stable;
--2006-1 Class HH-1 'BBBsf'; Outlook Stable;
--2006-1 Class HH-2 'BBBsf'; Outlook Stable;
--2006-1 Class HH-3 'BBBsf'; Outlook Stable;
--2006-1 Class HH-4 'BBBsf'; Outlook Stable;
--2006-1 Class HH-5 'BBBsf'; Outlook Stable;
--2006-1 Class HH-6 'BBBsf'; Outlook Stable;
--2006-1 Class HH-7 'BBBsf'; Outlook Stable;
--2006-1 Class HH-8 'BBBsf'; Outlook Stable;
--2006-1 Class HH-9 'BBBsf'; Outlook Stable;
--2006-1 Class HH-10 'BBBsf'; Outlook Stable;
--2006-2 Class JJ-1 'BBBsf'; Outlook Stable;
--2006-2 Class JJ-2 'BBBsf'; Outlook Stable;
--2006-2 Class JJ-3 'BBBsf'; Outlook Stable;
--2006-2 Class JJ-4 'BBBsf'; Outlook Stable;
--2006-2 Class JJ-5 'BBBsf'; Outlook Stable;
--2006-2 Class JJ-6 'BBBsf'; Outlook Stable;
--2006-2 Class JJ-8 'BBBsf'; Outlook Stable;
--2006-2 Class JJ-9 'BBBsf'; Outlook Stable;
--2006-2 Class JJ-10 'BBBsf'; Outlook Stable;
--2007 Class LL-2 'BBBsf'; Outlook Stable;
--2007 Class LL-3 'BBBsf'; Outlook Stable;
--2007 Class LL-4 'BBBsf'; Outlook Stable;
--2007 Class LL-5 'BBBsf'; Outlook Stable;
--2007 Class LL-6 'BBBsf'; Outlook Stable;
--2007 Class LL-7 'BBBsf'; Outlook Stable;
--2007 Class LL-8 'BBBsf'; Outlook Stable;
--2007 Class LL-9 'BBBsf'; Outlook Stable;
--2007 Class LL-10 'BBBsf'; Outlook Stable;
--2007 Class MM-1 'BBBsf'; Outlook Stable;
--2007 Class MM-2 'BBBsf'; Outlook Stable;
--2007 Class MM-3 'BBBsf'; Outlook Stable;
--2007 Class MM-4 'BBBsf'; Outlook Stable;
--2007 Class MM-6 'BBBsf'; Outlook Stable.

Pennsylvania Higher Education Assistance Agency 1997 Trust
Indenture Subordinate Class Notes
--2000-1 Class G 'Bsf'; Outlook Stable;
--2000-3 Class K 'Bsf'; Outlook Stable;
--2001 Class M 'Bsf'; Outlook Stable;
--2002-4 Class U 'Bsf'; Outlook Stable;
--2003-1 Class X 'Bsf'; Outlook Stable;
--2005-3 Class FF 'Bsf'; Outlook Stable;
--2006-1 Class II 'Bsf'; Outlook Stable;
--2006-2 Class KK 'Bsf'; Outlook Stable; and
--2007 Class NN 'Bsf'; Outlook Stable.


PHYSIOTHERAPY HOLDINGS: Case Summary & 30 Top Unsecured Creditors
-----------------------------------------------------------------
Debtor entities filing separate Chapter 11 cases:

   Debtor                                            Case No.
   ------                                             --------
   Physiotherapy Holdings, Inc.                      13-12965
   Actra Rehabilitation Associates, Inc.             13-12966
   Alexandria Sports, Inc.                           13-12967
   Benchmark Acquisition Corp.                       13-12968
   Benchmark Medical Management Company              13-12969
   Benchmark O & P Holdings, Inc.                    13-12970
   Benchmark Orthotics & Prosthetics, Inc.           13-12971
   Blue Hen Physical Therapy, Inc.                   13-12972
   Cape Prosthetics-Orthotics, Inc.                  13-12973
   Carrollton Physical Therapy Clinic, Inc.          13-12975
   Integrity Physical Therapy, Inc.                  13-12976
   Keystone Rehabilitation Associates of Warren      13-12977
   Keystone Rehabilitation Systems, Inc.             13-12978
   Keystone Rehabilitation Systems of McMurray       13-12979
   Leesburg Sports, Inc.                             13-12980
   MATRIX Healthcare Services, LLC                   13-12981
   MATRIX Rehabilitation, Inc.                       13-12982
   MATRIX Rehabilitation-Delaware, Inc.              13-12983
   MATRIX Rehabilitation-Georgia, Inc.               13-12984
   MATRIX Rehabilitation-Ohio, Inc.                  13-12985
   MATRIX Rehabilitation-South Carolina, Inc.        13-12986
   MATRIX Rehabilitation-Texas, Inc.                 13-12987
   Morris Area Rehabilitation Association, Inc.      13-12988
   North Dallas Physical Therapy Associates, Inc.    13-12989
   Northstar Health Services, Inc.                   13-12990
   NSHS Services, Inc.                               13-12991
   Orthopaedic Services of Paducah, Inc.             13-12992
   PhysioLink Corporation                            13-12993
   Physiotherapy Associates Holdings, Inc.           13-12994
   Physiotherapy Associates-Union Rehab, LLC         13-12996
   Physiotherapy Associates, Inc.                    13-12995
   Physiotherapy Corporation                         13-12997
   Physiotherapy-BMHI Holdings, Inc.                 13-12998
   Physiotherapy-BMI, Inc.                           13-12999
   Potomac Rehabilitation Services, Inc.             13-13000
   Professional Rehab Associates, Inc.               13-13001
   Progressive Therapy Services, Inc.                13-13002
   R.S. Network, Inc.                                13-13003
   Rehab Associates, L.L.C.                          13-13004
   Rehab Colorado, LLC                               13-13005
   Rehab Missouri, LLC                               13-13006
   Rehab Xcel, LLC                                   13-13007
   Rehabilitation Consultants, Inc.                  13-13008
   SMR Banyan Tree, Inc.                             13-13009
   Swanson Orthotic & Prosthetic Center, Inc.        13-13010
   The Parks Physical Therapy and Work Hardening
      Center, Inc.                                   13-13011
   Theraphysics Partners of Colorado, Inc.           13-13012
   Theraphysics Partners of Texas, Inc.              13-13013
   Therapy Associates of Martinsville, Inc.          13-13014
   Trumbull P.T. Corp.                               13-13015
   Wisconsin Prosthetics and Orthotics, Inc.         13-13016

Type of Business: Provider of outpatient physical therapy services

Chapter 11 Petition Date: November 12, 2013

Court: United States Bankruptcy Court
       District of Delaware (Delaware)

Judge: Hon. Kevin Gross

Debtors' Bankruptcy Counsel: KIRKLAND & ELLIS LLP

Debtors'
Co-Counsel:       Domenic E. Pacitti, Esq.
                  KLEHR HARRISON HARVEY BRANZBURG LLP
                  919 Market Street, Suite 1000
                  Wilmington, DE 19801
                  Tel: 302-552-5511
                  Fax: 302-426-9193
                  E-mail: dpacitti@klehr.com

Debtors'
Special Counsel:  DECHERT LLP

Debtors'
Restructuring
Advisor:          ALVAREZ & MARSAL HEALTHCARE INDUSTRY GROUP, LLC

Debtors'
Financial
Advisor:          ROTHSCHILD INC.

Debtors' Notice
and Claims
Agent:            KURTZMAN CARSON CONSULTANTS LLC

Estimated Assets: $500 million to $1 billion

Estimated Liabilities: $100 million to $500 million

The petitions were signed by Martin McGahan, chief restructuring
officer and interim chief executive officer.

Consolidated List of Debtors' 20 Largest Unsecured Creditors:

   Entity                        Nature of Claim    Claim Amount
   ------                        ---------------    ------------
The Bank of New York             Bond Debt          $218,493,000
Mellon Trust Company,
N.A., As Indenture
Trustee
Attn: Corporate Finance/Global
Corporate Trust
601 Travis Street, 16th Floor
Houston, TX 77002
Tel: 713-483-6751
Fax: 713-483-6878


Inventurus Knowledge Solutions   Trade Debt             $996,845
5 Penn Plaza, 23rd Floor
New York, NY 10001
Tel: 646-378-2182
Fax: 646-471-5531

Meyer Distributing Co.           Trade Debt             $204,124
KPMG                             Trade Debt             $191,500
Office Depot Inc.                Trade Debt             $187,414
Otto Bock Health Care            Trade Debt             $149,765
Marriot Business Services        Trade Debt             $148,983
Ossur North America              Trade Debt             $122,417
Spencer Stuart                   Trade Debt             $119,147
Cascade Orthopedic Supply        Trade Debt              $71,354
Louderback Logistics             Trade Debt              $67,757
Recall Total Information Mgmt    Trade Debt              $41,293
Gateway Edi, LLC                 Trade Debt              $40,131
Sungard Availability Services    Trade Debt              $38,866
Kaye Scholer                     Trade Debt              $31,380
Pel Supply Company               Trade Debt              $27,542
Empi, Inc.                       Trade Debt              $26,057
Cooke & Barrett P.L.             Trade Debt              $25,134
Mills Woodley Development        Trade Debt              $22,031
Fulton Communications            Trade Debt              $18,468
Park Place Technologies          Trade Debt              $14,739
Freedom Innovations              Trade Debt              $12,335
ADP, Inc.                        Trade Debt              $12,157
O&P Enterprises                  Trade Debt              $12,007
Patterson Medical Holdings       Trade Debt              $11,657
DJ Orthopedics LLC               Trade Debt              $10,122
Ohio Willow Wood Co.             Trade Debt               $9,935
Orthomerica Products, Inc.       Trade Debt               $9,873
Ricoh USA, Inc.                  Trade Debt               $9,368
Shi International Corp.          Trade Debt               $8,913


PLY GEM HOLDINGS: Posts $16.9 Million Net Income in 3rd Quarter
---------------------------------------------------------------
Ply Gem Holdings, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $16.89 million on $407.42 million of net sales for
the three months ended Sept. 28, 2013, as compared with a net loss
of $3.67 million on $306.19 million of net sales for the three
months ended Sept. 29, 2012.

For the nine months ended Sept. 28, 2013, the Company reported a
net loss of $62.08 million on $1.03 billion of net sales as
compared with a net loss of $24.04 million on $852.65 million of
net sales for the nine months ended Sept. 29, 2012.

The Company's balance sheet at Sept. 28, 2013, showed $1.08
billion in total assets, $1.12 billion in total liabilities and a
$37.69 million total stockholders' deficit.

"Ply Gem continued to execute during the third quarter as the new
construction market drove further demand for our products while
channel inventory levels improved.  We experienced strong revenue
growth led by our Windows and Doors segment.  As a result, we are
continuing to add labor resources to scale our operations in order
to satisfy customer demand.  Importantly, as we complete the
implementation of our enterprise lean initiatives, we anticipate
experiencing productivity improvements. In addition, demand for
our vinyl siding product, which is more closely aligned with the
repair and remodeling market, showed improvement as compared to
the third quarter of 2012," said Gary E. Robinette, Ply Gem's
president and CEO.

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

                        http://is.gd/vaehR6

                           About Ply Gem

Based in Cary, North Carolina, Ply Gem Holdings Inc. is a
diversified manufacturer of residential and commercial building
products, which are sold primarily in the United States and
Canada, and include a wide variety of products for the residential
and commercial construction, the do-it-yourself and the
professional remodeling and renovation markets.

Ply Gem Holdings incurred a net loss of $39.05 million in 2012, as
compared with a net loss of $84.50 million in 2011.

                           *     *     *

In May 2010, Standard & Poor's Ratings Services raised its
(unsolicited) corporate credit rating on Ply Gem to 'B-' from
'CCC+'.  "The ratings upgrade reflects our expectation that the
company's credit measures are likely to improve modestly over the
next several quarters to levels that we would consider more in
line with the 'B-' corporate credit rating," said Standard &
Poor's credit analyst Tobias Crabtree.


POPLAR SPRINGS: Restaurant, Inn & Spa Sold for $3.4MM at Auction
----------------------------------------------------------------
Lawrence Emerson, writing for Fauquier Now, reports that the
Poplar Springs Inn & Spa, a manor house and restaurant at
Casanova, Va., was sold for $3.4 million at an auction Nov. 6.
Baltimore couple Becky and Richard G. Gay Jr. prevailed over two
other bidders and agreed to pay $3.4 million for the 172-acre
property, centered on a 1928 stone manor house renovated as a
restaurant.  The Gays have 30 days to complete the purchase.

"We're gonna try to open it as soon as possible," Mrs. Gay said
after the auction, according to the report.  "We don't want
anybody to lose their jobs.  We will interview, and we will keep
anybody we can."

The centerpiece of the property is the Manor House, a fieldstone
mansion built in the 1929 with European influenced design.  This
beautiful home was renovated in 2002 and converted into a 12,600
square foot restaurant with the ability to host both large
gatherings and intimate dinners.  The Inn, built in 2002, is
approximately 20,500 sf. There are 21 guest rooms with private
bathrooms along with a balcony or patio.  The Spa portion is
approximately 4,000 sf and contains a sauna, locker rooms, weight
rooms and massage/treatment rooms.  Property amenities include a
heated swimming pool, a hot tub, steam rooms, tennis court and
bocce court.  The property also includes a 3,200 sf metal
maintenance building and there are a number of barns and sheds of
varying sizes.

The restaurant had gross income in excess of $2.4 million in 2012.

Fauquier Now reports that Howard and Lauren Foer spent 11 years
and millions of dollars transforming the rundown property into a
well-regarded "boutique resort," with 21 new guest rooms, fine
dining, a spa and other amenities.

The report also notes that, for tax purposes, Fauquier County
values the land and buildings at $2.8 million.  Much of property
gets farmed and qualifies for Fauquier's "land use" tax breaks.

According to the report, Reston, Va. attorney Hae Chan Park dueled
with Mr. Gay for the property until the final bid of $3.4 million.
Dayn Smith dropped out of the bidding around $3 million.  Mr.
Smith and his wife Nancy Moon own Glen Gordon Manor, an inn and
restaurant near Flint Hill in Rappahannock County.  They and
Catlett resident Rick Gerhardt put together a group to bid on
Poplar Springs.

The property was sold at auction after a default by Poplar Springs
L.C. in the payment of secured debt.  Tranzon Fox conducted the
foreclosure auction.  Tranzon Fox may be reached at:

     Tranzon Fox
     Attn: Jeff Stein, Partner
     3819 Plaza Drive
     Fairfax, VA 22030
     Tel: 888-921-2110
     E-mail: jstein@tranzon.com

The substitute trustee for the property is:

     Vernon E. Inge, Jr., Esq.
     Katja H. Hill, Esq.
     LeCLAIRRYAN, PC
     951 East Byrd Street, Eighth Floor
     Tel: 804-343-4095
     E-mail: vernon.inge@leclairryan.com
             katja.hill@leclairryan.com


PWK TIMBERLAND: Court Approves Gerald Casey as Counsel
------------------------------------------------------
PWK Timberland, LLC, sought and obtained approval to employ Gerald
J. Casey, Esq., of Lake Charles, Louisiana, as attorney under a
general retainer to give the Debtor legal advice with respect to
its powers and duties as debtor-in-possession in the continued
operation of the Debtor's business and management of the Debtor's
property and to perform all legal services for the Debtor in
possession which may be necessary.  Casey's hourly rate was not
disclosed in the court filings.

Lake Charles, Louisiana-based PWK Timberland, LLC, sought Chapter
11 protection (Bankr. W.D. La. Case No. 13-20242) on March 22,
2013.  The Debtor estimated assets of at least $10 million and
liabilities of up to $10 million.


QUALITY DISTRIBUTION: Posts $2.7 Million Net Income in Q3
---------------------------------------------------------
Quality Distribution, Inc., reported net income of $2.76 million
on $235.67 million of total operating revenues for the three
months ended Sept. 30, 2013, as compared with net income of $8.86
million on $222.07 million of total operating revenues for the
same period during the prior year.

For the nine months ended Sept. 30, 2013, the Company reported a
net loss of $19.24 million on $704.38 million of total operating
revenues as compared with net income of $44.36 million on $626.72
million of total operating revenues for the same period a year
ago.

As of Sept. 30, 2013, the Company had $465.05 million in total
assets, $503.19 million in total liabilities and a $38.13 million
total shareholders' deficit.

"Our overall results were in line with our expectations,
especially with respect to our free cash flow generation, which
tends to be seasonally strong in the third quarter," stated Gary
Enzor, chairman and chief executive officer.  "On the operating
front, we continue to see solid demand in our Chemical Logistics
business and strong results from our Intermodal operation.  The
reorganization of our Energy Logistics business is progressing as
we shed under-utilized assets and implement plans to further
affiliate company-operated locations, which supports our goal of
moving this segment toward our proven asset-light business model."

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

                         http://is.gd/bsUMbr

                    About Quality Distribution

Quality Distribution, LLC, and its parent holding company, Quality
Distribution, Inc., are headquartered in Tampa, Florida.  The
company is a transporter of bulk liquid and dry bulk chemicals.
The company's 2010 revenues are approximately $686 million.
Apollo Management, L.P., owns roughly 30 percent of the common
stock of Quality Distribution, Inc.

Quality Distribution reported net income of $50.07 million for the
year ended Dec. 31, 2012, as compared with net income of $23.43
million in 2011.

                        Bankruptcy Warning

According to the Company's annual report for the period ended
Dec. 31, 2012, the Company had consolidated indebtedness and
capital lease obligations, including current maturities, of $418.8
million as of Dec. 31, 2012.  The Company must make regular
payments under the ABL Facility and its capital leases and semi-
annual interest payments under its 2018 Notes.

The Company's 2018 Notes issued in the quarter ended Dec. 31,
2010, carry high fixed rates of interest.  In addition, interest
on amounts borrowed under the Company's ABL Facility is variable
and will increase as market rates of interest increase.  The
Company does not presently hedge against the risk of rising
interest rates.  The Company's higher interest expense may reduce
its future profitability.  The Company's future higher interest
expense and future redemption obligations could have other
important consequences with respect to the Company's ability to
manage its business successfully, including the following:

   * it may make it more difficult for the Company to satisfy its
     obligations for its indebtedness, and any failure to comply
     with these obligations could result in an event of default;

   * it will reduce the availability of the Company's cash flow to
     fund working capital, capital expenditures and other business
     activities;

   * it increases the Company's vulnerability to adverse economic
     and industry conditions;

   * it limits the Company's flexibility in planning for, or
     reacting to, changes in the Company's business and the
     industry in which the Company operates;

   * it may make the Company more vulnerable to further downturns
     in its business or the economy; and

   * it limits the Company's ability to exploit business
     opportunities.

The ABL Facility matures August 2016.  However, the maturity date
of the ABL Facility may be accelerated if the Company defaults on
its obligations.

"If the maturity of the ABL Facility and/or such other debt is
accelerated, we may not have sufficient cash on hand to repay the
ABL Facility and/or such other debt or be able to refinance the
ABL Facility and/or such other debt on acceptable terms, or at
all.  The failure to repay or refinance the ABL Facility and/or
such other debt at maturity would have a material adverse effect
on our business and financial condition, would cause substantial
liquidity problems and may result in the bankruptcy of us and/or
our subsidiaries.  Any actual or potential bankruptcy or liquidity
crisis may materially harm our relationships with our customers,
suppliers and independent affiliates."

                           *    *     *

As reported in the TCR on June 28, 2013, Moody's Investors Service
upgraded Quality Distribution, LLC's Corporate Family Rating to B2
from B3 and Probability of Default Rating to B2-PD from B3-PD.

The upgrade of Quality's CFR to B2 was largely driven by the
expectation that credit metrics will improve over the next twelve
to eighteen months, through a combination of EBITDA growth and
debt paydowns, to levels consistent with the B2 rating level.  The
company is in the process of integrating the bolt-on acquisitions
made in its Energy Logistics business sector since 2011.


QUICKSILVER RESOURCES: Posts $10.6 Million Net Income in Q3
-----------------------------------------------------------
Quicksilver Resources Inc. filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $10.57 million on $153.11 million of total revenue
for the three months ended Sept. 30, 2013, as compared with a net
loss of $790.52 million on $118.18 million of total revenue for
the same period a year ago.

For the nine months ended Sept. 30, 2013, the Company reported net
income of $193.39 million on $447.31 million of total revenue as
compared with a net loss of $1.80 billion on $485.07 million of
total revenue for the same period last year.

As of Sept. 30, 2013, the Company had $1.33 billion in total
assets, $2.29 billion in total liabilities and a $964.51 million
total stockholders' deficit.

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

                        http://is.gd/kZfljD

                         About Quicksilver

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

                           *     *     *

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

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


RAINTREE CORP: Cecil County Airport Sold for $1.35MM at Auction
---------------------------------------------------------------
Cheryl Mattix, writing for Cecil Daily, reports that Atlantic
Auctions Auctioneer Bill Hudson sold Cecil County Airport
(Raintree) in Elkton, Md., on Oct. 18 to the highest bidder, a
resident of New York, for $1.35 million.

"I am so happy we sold it, and the bank (NBRS) seemed pleased
also," Mr. Hudson said, according to the report.

Mr. Hudson said there were nine registered bidders and some
"spirited" bidding before the gavel fell and NBRS accepted the
offer.  He wouldn't reveal the name of the buyer until the sale
goes to settlement in about 45 days, but he did say the new buyer
wants to continue operating it as an airport.

The entire transaction included the airport, approximately 129
acres and a 3,450 square-foot home.  It's located off Oldfield
Point Road, south of Route 7.

Cecil Daily also reported that a spokesman for the Maryland
Aviation Administration said that the agency is aware of the sale.

The auction was conducted by:

         Atlantic Auctions Inc.
         802A Belair Road
         Bel Air, MD 21014
         http://www.atlanticauctions.com/

Raintree Corporation filed for Chapter 11 bankruptcy (Bankr. D.
Md. Case No. 11-28402) on Sept. 12, 2011, estimating under
$1 million in both assets and debts.  A copy of the petition is
available at http://bankrupt.com/misc/mdb11-28402.pdf


RIH ACQUISITIONS: Meeting to Form Panel Set on Nov. 14
------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on Nov. 14, 2013 at 1:00 p.m. in
the bankruptcy cases of RIH Acquisitions NJ, LLC dba The Atlantic
Club Casino Hotel and  RIH Propco NJ, LLC.  The meeting will be
held at:

         United States Trustee?s Meeting Room
         Bridge View
         800-840 Cooper Street, Suite 102
         Camden, NJ 08102

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

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

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

RIH Acquisitions NJ LLC, doing business as the Atlantic Club
Casino Hotel in Atlantic City, New Jersey, filed a Chapter 11
petition on Nov. 6, 2013 (Bankr. D.N.J. Case No. 13-34483) in
Camden, New Jersey, designed to sell the property "in the near
term."


ROCKWELL MEDICAL: Incurs $13.2 Million Net Loss in Third Quarter
----------------------------------------------------------------
Rockwell Medical, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $13.21 million on $13.09 million of sales for the
three months ended Sept. 30, 2013, as compared with a net loss of
$17.87 million on $12.68 million of sales for the same period
during the prior year.

For the nine months ended Sept. 30, 2013, the Company reported a
net loss of $40.45 million on $38.41 million of sales as compared
with a net loss of $40.34 million on $36.84 million of sales for
the same period a year ago.

The Company's balance sheet at Sept. 30, 2013, showed $43.60
million in total assets, $37.50 million in total liabilities and
$6.10 million in total shareholders' equity.

"During the third quarter we achieved several major clinical
milestones that have the potential to transform Rockwell," stated,
Rob Chioini, Founder, Chairman and CEO of Rockwell.  "Top line
data from our Phase 3 CRUISE-2 study was exceptional, confirming
the prior CRUISE-1 results with an identical p-value and
exhibiting an excellent safety profile.  These exceptional Phase 3
results demonstrate that TrifericTM, in place of IV iron, can
effectively deliver iron and maintain hemoglobin levels in
dialysis patients without increasing their iron stores.  Coupled
with the ESA sparing data from our PRIME study that showed a
significant 35% ESA dose sparing effect, we have confidence that
Triferic has tremendous potential to capture considerable market
share quickly in the consolidated dialysis provider market upon
FDA approval. Data from all three of our successful, large-scale
clinical studies will be presented and showcased at the upcoming
ASN Meeting, November 7-9, 2013 in Atlanta, GA."

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

                         http://is.gd/atbW6q

                           About Rockwell

Rockwell Medical, Inc. (Nasdaq: RMTI), headquartered in Wixom,
Michigan, is a fully-integrated biopharmaceutical company
targeting end-stage renal disease ("ESRD") and chronic kidney
disease ("CKD") with innovative products and services for the
treatment of iron deficiency, secondary hyperparathyroidism and
hemodialysis (also referred to as "HD" or "dialysis").

Rockwell's lead investigational drug is in late stage clinical
development for iron therapy treatment in CKD-HD patients.  It is
called Soluble Ferric Pyrophosphate ("SFP").  SFP delivers iron to
the bone marrow in a non-invasive, physiologic manner to
hemodialysis patients via dialysate during their regular dialysis
treatment.

In its report on the consolidated financial statements for the
year ended Dec. 31, 2012, Plante & Moran, PLLC, in Clinton
Township, Michigan, expressed substantial doubt about Rockwell
Medical's ability to continue as a going concern, citing the
Company's recurring losses from operations, negative working
capital, and insufficient liquidity.

The Company reported a net loss of $54.0 million on $49.8 million
of sales in 2012, compared with a net loss of $21.4 million on
$49.0 million of sales in 2011.


ROUNDY'S SUPERMARKETS: S&P Puts Rating on CreditWatch Negative
--------------------------------------------------------------
Standard & Poor's Ratings Services said it placed its ratings on
Roundy's Supermarkets Inc. on CreditWatch with negative
implications following the company's announcement of its third
quarter results, which were notably weaker than expected.

The company's same-store sales declined 3.7% in the third quarter,
which led to meaningful margin deterioration as the company
deleveraged operating and administrative expenses as it continued
to open new stores. As such, overall EBITDA declined in the
approximately 21% area, while S&P was expecting a more moderate
decline. As a result, credit ratios will be materially weaker than
expected at the end of 2013. Furthermore, since the company
continues with capital spending to fund store growth and its
dividend payments, discretionary cash flow generation will be much
lower than expected and relatively small as compared with the
company's debt levels.

"Our rating on Roundy's currently reflects our view of the
company's "weak" business risk profile and "highly leveraged"
financial risk profile," said credit analyst Charles Pinson-Rose.

"We expect to review the company's financial and business risk
profile in light of the recent performance trends and expect to
resolve the CreditWatch listing before the end of the year. We
will examine the company's operating strategies and assess the
competitive environment to see if there is a viable and realistic
to plan to improve the company's same-store sales and overall
operating trends. We also expect to discuss any potential changes
in capital allocation in light of weaker operating trends to
appropriately assess the company's financial risk profile," said
S&P.

As reported in the Sept. 11, 2012 edition of The Troubled Company
Reporter, Standard & Poor's Ratings Services lowered its ratings
on Milwaukee-based Roundy's Supermarkets Inc., including the
corporate credit rating to 'B' from 'B+'. The downgrade comes
after weaker-than-expected operating trends in the second quarter
of 2012 as a result of increased price competition and effective
marketing programs from competitors.


SCRANTON, PA: Risks Default on Budget Gap, Moody's Says
-------------------------------------------------------
Brian Chappatta, writing for Bloomberg News, reported that
Scranton, Pennsylvania's sixth-most populous city, risks
defaulting on its obligations if it can't close a $20 million
budget gap for next year, Moody's Investors Service said.

According to the report, the city of about 76,000 residents faces
a Nov. 15 deadline to introduce a spending plan for the year
beginning Jan. 1. Without closing that shortfall, Janney
Montgomery Scott and Amalgamated Bank will probably withdraw from
planned financing that would give the municipality positive
operating cash flow, Moody's said in a report on Nov. 9.

Without that funding, "the resulting liquidity squeeze would leave
the city with few options to meet its financial obligations,
raising the threat of default or bankruptcy," Michael D'Arcy, a
Moody's analyst, wrote, the report related.

Scranton, about 120 miles (193 kilometers) northwest of New York,
faced a similar issue in June 2012 when city council refused to
pay almost $1 million on parking-authority bonds, causing the
agency to default, the report further related.  The debt was
guaranteed by the city. Another crisis "could have more severe
effects," Moody's said.

The city, which is in Pennsylvania's program for distressed
localities, has $195 million of long-term debt, including about
$77 million of fixed-rate general obligations and $49.5 million of
the guaranteed parking securities, according to Moody's.


SECUREALERT INC: Sapinda Now Holds 39.8% of Common Stock
--------------------------------------------------------
SecureAlert, Inc., entered into a Loan and Security Agreement with
Sapinda Asia Limited on Dec. 3, 2012.  The principal amount of the
loan advanced to the Company under the Loan Agreement was
$16,640,000.  Proceeds of the loan were used to redeem certain
royalty rights held by Borinquen Container Corporation and for
working capital.  Under the terms of the Loan Agreement, Sapinda
had the right at its sole discretion to convert the principal
amount and any accrued interest into Common Stock of the Company
at a rate of $4.50 per share (giving effect to the 200:1 reverse
stock split effected by the Company on March 25, 2013), at any
time after March 1, 2013.

On Sept. 30, 2013, Sapinda exercised its right to convert the
principal amount and all accrued interest under the Loan Agreement
into Common Stock of the Company.  The amount of principal and
accrued interest as of Sept. 30, 2013, totaled $17,576,627, and as
a result of the Conversion, the Company issued a total of
3,905,917 restricted shares of Common Stock to Sapinda on
Sept. 30, 2013.

Based on information contained in a Form 4 Statement of Changes in
Beneficial Ownership (Form 4) filed by Sapinda and Mr. Lars
Windhorst (who controls Sapinda) on Nov. 5, 2013, Mr. Windhorst
entered into a Stock Purchase Agreement on June 13, 2013, to
acquire 556,648 shares of Common Stock of the Company owned by
Borinquen for a total purchase price of $4,174,860.  The
transaction contemplated in the SPA was closed on or about
Sept. 30, 2013.

The Company reasonably believes that immediately following the
Conversion and the Purchase, Sapinda (together with Lars
Windhorst, its sole shareholder and director) became the
beneficial owner approximately 51.9 percent of the outstanding
voting shares of the Registrant.  Prior to the closing of the
Purchase, Sapinda was the beneficial owner of approximately
4,534,168 shares, or 46.2 percent of the Company's issued and
outstanding Common Stock.

According to the Form 4, Sapinda sold 628,251 shares of Common
Stock on Oct. 29, 2013, at a price of $19.00 per share and Mr.
Windhorst sold 556,648 shares of Common Stock on Oct. 30, 2013, at
a price of $7.50 per share.  In addition, based on information
contained in an amendment to Schedule 13D filed by Sapinda on
Nov. 5, 2013, the Company believes that Sapinda is now the
beneficial owner of 3,905,917 shares or 39.8 percent of the
Company's issued and outstanding Common Stock.

                         About SecureAlert

Sandy, Utah-based SecureAlert, Inc., markets and deploys offender
management programs, combining patented GPS tracking technologies,
fulltime 24/7/365 intervention-based monitoring capabilities and
case management services.

Hansen, Barnett & Maxwell, P.C., in Salt Lake City, Utah, issued a
"going concern" qualification on the consolidated financial
statements for the fiscal year ended Sept. 30, 2012, citing
losses, negative cash flows from operating activities, notes
payable in default and an accumulated deficit, which conditions
raise substantial doubt about its ability to continue as a going
concern.

The Company's balance sheet at June 30, 2013, showed
$27.63 million in total assets, $9.73 million in total
liabilities, and $17.90 million in total equity.


SEVEN GROUP: To Cut 630 Jobs at WesTrac Unit
--------------------------------------------
Rhiannon Hoyle, writing for The Wall Street Journal, reported that
Seven Group Holdings Ltd. said it would cut 630 jobs at its heavy-
machinery unit WesTrac, one of several mining-industry suppliers
grappling with a slowing global-commodities boom.

According to the report, the latest WesTrac job losses bring the
total number of cuts this year to more than 1,000, and will lower
head count in Australia to 3,350 people.  WesTrac is an authorized
dealer for equipment made by Caterpillar Inc.

Like other suppliers to the minerals sector, WesTrac's revenue has
been hurt by a slowdown in mining investment in key resources hubs
such as Australia, the report said.  The price of nickel, coal and
other materials has fallen as the pace of demand from
industrializing China has slowed in the past year. Meanwhile mine
expansions have boosted supply.

In August, Boart Longyear Ltd. the world's biggest mineral-
exploration drilling company, described business conditions as the
worst since the global financial crisis, the report related.

Seven Group, controlled by the billionaire Kerry Stokes, said it
would cut jobs by through a combination of natural attrition,
hiring fewer contractors and eliminating redundancies over the
coming month, the report further related.  The reorganization
would cost Seven Group about 13 million Australian dollars
(US$12.2 million), it said in a statement dated Nov. 12.


SINCLAIR BROADCAST: Reports $36.6 Million Net Income in Q3
----------------------------------------------------------
Sinclair Broadcast Group, Inc., reported net income of $36.65
million on $338.64 million of total revenues for the three months
ended Sept. 30, 2013, as compared with net income of $26.35
million on $258.71 million of total revenues for the same period
during the prior year.

For the nine months ended Sept. 30, 2013, the Company reported net
income of $71.16 million on $935.41 million of total revenues as
compared with net income of $85.55 million on $732.16 million of
total revenues for the same period a year ago.

The Company's balance sheet at Sept. 30, 2013, showed $3.61
billion in total assets, $3.20 billion in total liabilities and
$416.23 million in total stockholders' equity.

"Our third quarter 2013 results showed an increase of 11.0% in net
broadcast revenues on a same station basis, excluding political
revenues, which was driven by growth in our retransmission
revenues and core business," commented David Smith, president and
CEO of Sinclair.  "We are pleased with our solid third quarter
results and expect to continue to grow our revenue share and
provide additional value to our shareholders through our station
acquisitions and the synergies and efficiencies of scale that we
are creating as we continue to consolidate.  Including all pending
station acquisitions, we are the largest and one of the most
diversified TV broadcasters in the country and have been the most
active TV broadcasting consolidator with over $3.0 billion in
assets purchased and announced.  Television continues to be the
preferred medium for advertisers and consumers top choice for news
and entertainment.  As we look ahead, we are beginning to assess
other possible avenues for growth after the industry consolidates,
including enhancing our original content offerings and
distribution, the pursuit of strategic partnerships and monetizing
spectrum holdings, all with the intent of creating additional
value for our shareholders."

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

                        http://is.gd/wbU9GW

                      About Sinclair Broadcast

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

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

                           *     *     *

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

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


SOUTHGOBI RESOURCES: Anticipates Delay in Filing Q3 Results
-----------------------------------------------------------
SouthGobi Resources Ltd. on Nov. 8 disclosed that it anticipates a
delay in the filing of its interim statements for the three and
nine month periods ended September 30, 2013 and the related
Management's Discussion and Analysis and certifications by the
Chief Executive Officer and Chief Financial Officer.

The anticipated delay is a result of the decision by the Company's
board of directors today to restate the Company's financial
statements for 2011 and 2012, and consequently its comparative
interim financial statements for 2013 and the related MD&A.

The restatement and anticipated delay in filing the Required
Filings follows a review by the Company of its prior revenue
recognition practices for its coal sales in the fourth quarter of
2010, full year 2011 and in the first half of 2012.  This review
has been conducted in consultation with PricewaterhouseCoopers
LLP, the Company's current auditors, and Deloitte LLP, the
Company's auditors during the 2010 and 2011 fiscal years.

As a result of this review, the Company has determined that
certain revenue transactions were previously recognized in the
Company's consolidated financial statements prior to meeting
relevant revenue recognition criteria.  These transactions relate
to coal that had been delivered to the customer's stockpile in a
stockyard located within the SouthGobi's Ovoot Tolgoi mining
license area, the location at which title transferred, but from
which the coal had not been collected by the customers.  The
restatement of the Company's consolidated financial statements
will reflect a change in the point of revenue recognition from:
(A) the delivery of coal to the customer stockpiles within the
Stockyard to (B) the loading of coal onto the customer's trucks at
the time of collection.

The Company adopted new terms in its sales contracts starting in
the second half of 2012 such that title transfers when coal is
loaded onto the customer's trucks which results in the latter
point of revenue recognition for all its sales starting from the
second half of 2012.  Until the recent review, it was determined
that a restatement of financial statements for periods prior to
the second half of 2012 was not required. The restatement of the
Company's 2011 and 2012 financials in order to reflect this change
in the point of revenue recognition will, in turn, require
restatements to the comparative information in the Company's
previously filed interim financial statements for 2013.

As a result of the potentially material effects on the Company's
financial statements, the previous financial information provided
by the Company in respect of the periods to be covered by the
Restated Financials are no longer accurate and should not be
relied upon.

Under National Instrument 51-102 of the Canadian Securities
Administrators, the Required Filings should be made no later than
November 14, 2013.  The Company is working expeditiously with PwC
and Deloitte to complete the Required Filings and the Restated
Financials as soon as possible.  The Restated Financials are
expected to be available on or before January 16, 2014.

The Company will be applying to the British Columbia Securities
Commission pursuant to Part 4 of National Policy 12-203 for a
Management Cease Trade Order in connection with the anticipated
late filing of the Required Filings and the Restated Financials.
If issued, the MCTO will prohibit trading in securities of the
Company, whether direct or indirect, by the Company's CEO, CFO and
board of directors or other persons or companies who had, or may
have had, access directly or indirectly to any material fact or
material change with respect to the Company that has not been
generally disclosed.  There can be no assurance that an MCTO will
be issued.

If an MCTO is not issued, or should an MCTO be issued and should
the Company thereafter fail to make the Required Filings on or
before January 16, 2014, the Principal Regulator can impose a
general cease trade order ceasing all trading in securities of the
Company for such period of time as the Principal Regulator may
deem appropriate.

As part of the process described above, the Company is
re-examining the Company's internal controls over financial
reporting and disclosure controls and procedures in order to
identify material weaknesses with such processes which gave rise
to the decision to prepare the Restated Financials.

Any delay in filing the Required Filings, or the related financial
statement restatements, could ultimately result in an event of
default of the Company's convertible debenture held by China
Investment Corporation, which if not cured within applicable cure
periods in accordance with the terms of such debenture, may result
in the principal amount owing and all accrued and unpaid interest
becoming immediately due and payable upon notice to the Company by
CIC.

The Company intends to satisfy the provisions of the Alternate
Information Guidelines as set out in NP 12-203, including the
requirement to file bi-weekly status reports in the form of news
releases containing prescribed updating information, for as long
as it remains in default in respect of the Required Filings.

Other information for the third quarter of 2013

The Company achieved strong production results in the third
quarter of 2013 with production up at 1.13 million tonnes of raw
coal produced and a strip ratio of 1.39 compared to 0.17 million
tonnes of raw coal produced with a strip ratio of 15.55 in the
second quarter of 2013.

Processing Infrastructure

On February 13, 2012, the Company announced the successful
commissioning of the dry coal handling facility ("DCHF") at the
Ovoot Tolgoi Mine.  The Company has received all permits to
operate the DCHF.  The 2013 mine plan considered limited
utilization of the DCHF at the latter end of 2013.  However there
is now no plan to use the DCHF in 2013 due to higher quality coals
being mined that likely will not require processing through the
DCHF and the Company has delayed construction to upgrade the DCHF.
A review of the DCHF, and its future contribution to the Company's
product strategy, is currently ongoing.  The total construction
capital investment to date is $85 million.

CIC Convertible Debenture

During the second quarter of 2013, the Company and the CIC
mutually agreed upon a three month deferral of the convertible
debenture semi-annual $7.9 million cash interest payment due on
May 19, 2013.  The Company and the CIC subsequently agreed to an
additional deferral of one month, and the cash interest payment
became due on September 19, 2013.

On September 19, 2013, the Company settled the $7.9 million
amount, plus additional accrued interest of $0.2 million, as
follows:

        --  The Company issued 1.8 million shares to the CIC for
the November 19, 2012 1.6% share interest payment, where the
number of common shares was based on the 50-day volume-weighted
average share price on November 19, 2012 of Cdn.$2.16;

        --  In consideration of the common share issuance, CIC
applied the $4.0 million in cash already paid by the Company in
the first quarter of 2013 for the November 19, 2012 share interest
payment against the amount due on September 19, 2013; and

        --  The Company paid the remaining $4.1 million balance in
cash.

Liquidity and capital management

As of September 30, 2013, the Company had cash of $16.1 million
compared to cash of $19.2 million as of June 30, 2013.  The
Company expects to have sufficient liquidity and capital resources
to meet its ongoing obligations and future contractual commitments
for at least twelve months from the end of the September 30, 2013
reporting period.  The Company expects its liquidity to remain
sufficient based on existing capital resources and estimated
income from mining operations.  Estimated income from mining
operations is subject to a number of external market factors
including supply and demand and pricing in the coal industry.  The
Company continues to minimize uncommitted capital expenditures and
exploration expenditures in order to preserve the Company's
financial resources.

Impairment analysis

Unchanged from the assessment made as of June 30, 2013, the
Company determined that an indicator of impairment existed for its
Ovoot Tolgoi Mine cash generating unit as of September 30, 2013.
The impairment indicator was the continued weakness in the
Company's share price during the third quarter of 2013 and the
fact that the market capitalization of the Company, as of
September 30, 2013, was less than the carrying value of its net
assets.

Therefore, the Company conducted an impairment test whereby the
carrying value of the Company's Ovoot Tolgoi Mine cash generating
unit was compared to its "value-in-use" using a discounted future
cash flow valuation model.  The Company's Ovoot Tolgoi Mine cash
generating unit carrying value was $517.5 million as of September
30, 2013.

Key estimates and assumptions incorporated in the valuation model
included the following:

        --  Inland Chinese coking coal market coal prices;
        --  Life-of-mine coal production and operating costs; and
        --  A discount rate based on an analysis of market,
country and company specific factors.

The impairment analysis did not result in the identification of an
impairment loss and no charge was required as of September 30,
2013.  The Company believes that the estimates and assumptions
incorporated in the impairment analysis are reasonable; however,
the estimates and assumptions are subject to significant
uncertainties and judgments.

Governmental, Regulatory and Internal Investigations

The Company is subject to investigations by Mongolia's Independent
Authority against Corruption ("the IAAC") and the Mongolian State
Investigation Office (the "SIA") regarding allegations against
SouthGobi and some of its former employees.  The IAAC
investigation concerns possible breaches of Mongolia's anti-
corruption laws, while the SIA investigation concerns possible
breaches of Mongolia's money laundering and taxation laws.

While the IAAC investigation into allegations of possible breaches
of Mongolian anti-corruption laws has been suspended, the Company
has not received notice that the IAAC investigation is complete.
To date, four former SouthGobi employees have been named as
suspects in the IAAC investigation and are subject to a continuing
travel ban imposed by the IAAC.  The IAAC has not formally accused
any current or former SouthGobi employees of breach of Mongolia's
anti-corruption laws.

The SIA has not accused any current or former SouthGobi employees
of money laundering.  However, three former SouthGobi employees
have been informed that they have each been designated as
"accused" in connection with the allegations of tax evasion, and
are subject to a travel ban.  The Company has been designated as a
"civil defendant" in connection with the tax evasion allegations,
and it may potentially be held financially liable for the criminal
misconduct of its former employees under Mongolian Law.  The
Company has shown full cooperation with the investigation by
providing relevant information.  The relevant authorities are yet
to conclude on this information.  Accordingly, the likelihood or
consequences for the Company of a judgment against its former
employees is unclear at this time.

The SIA also continues to enforce administrative restrictions,
which were initially imposed by the IAAC investigation, on certain
of the Company's Mongolian assets, including local bank accounts,
in connection with its continuing investigation of these
allegations.  While the orders restrict the use of in-country
funds pending the outcome of the investigation, they are not
expected to have a material impact on the Company's activities in
the short term, although they could create potential difficulties
for the Company in the medium to long term.  SouthGobi will
continue to take all appropriate steps to protect its ability to
conduct its business activities in the ordinary course.

Certain of the allegations raised by the SIA and IAAC against
SouthGobi (concerning allegations of bribery, money laundering and
tax evasion) have been the subject of public statements and
Mongolian media reports, both prior to and in connection with the
recent trial, conviction, and unsuccessful appeal of the former
Chairman and the former director of the Geology, Mining and
Cadastral Department of the MRAM, and others.  SouthGobi was not a
party to this case.  The Company understands that the court
process is now concluded following the decision of the Supreme
Court of Mongolia to uphold the convictions.  As far as the
Company is aware from publicly available information, the court
concluded that the transfer of one of SouthGobi Sands LLC's
licenses (5261X) involved government officials and violated
applicable Mongolian anti-corruption laws.  License 5261X was
transferred to an entity nominated by MRAM, after the license had
been reinstated by MRAM for this purpose, in exchange for MRAM
renewing certain SouthGobi Sands LLC licenses (5259X, 5277X,
12388X and 9442X) that were due to expire.  As a result the court
invalidated the transfer of 5261X and cancelled the other
licenses. At that time only one of the licenses at issue (9442X)
was held by SouthGobi Sands LLC, with the other licenses having
earlier been allowed to lapse when they were determined not to be
prospective. The Company considers that it was entitled under
applicable law to the renewal of the relevant licenses and that it
received reasonable payment for the transfer of license 5261X.

Through its Audit Committee (comprised solely of independent
directors), SouthGobi is conducting an internal investigation into
possible breaches of law, internal corporate policies and codes of
conduct arising from the allegations which have been raised.  The
Audit Committee has the assistance of independent legal counsel in
connection with its investigation.

The Chair of the Audit Committee is also participating in a
tripartite committee, comprised of the Audit Committee Chairs of
the Company and Turquoise Hill and a representative of Rio Tinto,
which is focused on the investigation of a number of those
allegations, including possible violations of anti-corruption
laws.  Independent legal counsel and forensic accountants have
been engaged by this committee to assist it with its
investigation.  The tripartite committee substantially completed
the investigative phase of its activities during the third quarter
of 2013.  The Company continues to cooperate with the IAAC, SIA
and with Canadian and United States government and regulatory
authorities that are monitoring the Mongolian investigations.  It
is possible that these authorities may subsequently conduct their
own review or investigation or seek further information from the
Company and until all such reviews or investigations are complete
the Audit Committee's and the tripartite committee's work may be
considered ongoing.

The investigations referred to above could result in one or more
Mongolian, Canadian, United States or other governmental or
regulatory agencies taking civil or criminal action against the
Company, its affiliates or its current or former employees.  The
likelihood or consequences of such an outcome are unclear at this
time but could include financial or other penalties, which could
be material, and which could have a material adverse effect on the
Company.  Reference is made to the Company's MD&A for the year
ended December 31, 2012, which is available at www.sedar.com,
Section 13, Risk Factors, "the Company is subject to continuing
governmental, regulatory and internal investigations, the outcome
of which is unclear at this time but could have a material adverse
effect on the Company".

The Company, through its Board of Directors and new management,
has taken a number of steps to address issues noted during the
investigations and to focus ongoing compliance by employees with
all applicable laws, internal corporate policies and codes of
conduct, and with the Company's disclosure controls and procedures
and internal controls over financial reporting.

Withdrawal of Notice of Investment Dispute

On August 22, 2013, SouthGobi announced that it had withdrawn the
Notice of Investment Dispute on the Government of Mongolia in
recognition of the fact that the dispute was resolved following
the grant of three pre-mining agreements ("PMAs") on August 14,
2013 relating to the Zag Suuj Deposit and certain areas associated
with the Soumber Deposit, and the earlier grant of a PMA on
January 18, 2013 pertaining to the Soumber Deposit.

                    About SouthGobi Resources

SouthGobi is listed on the Toronto and Hong Kong stock exchanges,
in which Turquoise Hill Resources Ltd., also publicly listed in
Toronto and New York, has a 57% shareholding.  Turquoise Hill took
management control of SouthGobi in September 2012 and made changes
to the board and senior management.  Rio Tinto has a majority
shareholding in Turquoise Hill.

SouthGobi is focused on exploration and development of its
metallurgical and thermal coal deposits in Mongolia's South Gobi
Region.  It has a 100% shareholding in SouthGobi Sands LLC,
Mongolian registered company that holds the mining and exploration
licences in Mongolia and operates the flagship Ovoot Tolgoi coal
mine.  Ovoot Tolgoi produces and sells coal to customers in China.


STELLAR BIOTECHNOLOGIES: Appoints CFO and COO
---------------------------------------------
Stellar Biotechnologies, Inc., announced the appointment of two of
the Company's senior executives to expanded leadership positions.
Kathi Niffenegger, CPA, has been appointed chief financial officer
and Catherine Brisson, Ph.D., has been appointed chief operations
officer.  Stellar's board of directors voted unanimously to
promote Ms. Niffenegger and Ms. Brisson to strengthen the
Company's financial oversight and operational efficiency.

"I am delighted to have Ms. Niffenegger and Dr. Brisson take on
broader executive roles within Stellar and leverage their proven
successes managing critical areas of our business," said Frank
Oakes, president and CEO of Stellar Biotechnologies, Inc.  "I look
forward to leveraging their leadership to advance the multiple
growth opportunities the Company has in sight."

Ms. Niffenegger began working with Stellar in 1999, as outside
CPA.  She became Controller for Stellar Biotechnologies in 2012
and assumed the role of Corporate Secretary earlier this year.
Ms. Niffenegger is a Certified Public Accountant with more than 30
years of experience in accounting and finance in a range of
industries.  Ms. Niffenegger was previously technical partner in
the audit division of Glenn Burdette CPAs, obtained CFO experience
at Martin Aviation and began her career at Peat, Marwick, Mitchell
& Co. (now KPMG LLP).  She held leadership roles for audits of
manufacturing, aquaculture, pharmaceutical, and governmental grant
clients, and developed specific expertise in cost accounting
systems and internal controls.  Ms. Niffenegger holds a B.S.
degree in Business Administration from California State
University, Long Beach.

Mr. Oakes said, "Kathi is a seasoned finance executive who has
been a key contributor to Stellar Biotechnologies' growth for over
fourteen years.  We are very fortunate to have a CFO with both her
extensive experience and in-depth knowledge of our business,
overseeing the financial resources and assets that are vital to
our long-term plan."

Dr. Brisson joined Stellar in 2010 as Director of Quality and
Regulatory Affairs, and was promoted to Chief Pharmaceutical
Officer in 2012.  She has more than 20 years of experience in the
biotechnology, pharmaceutical and medical device industries with
strong expertise and broad scientific and operational
understanding in quality assurance, quality control, regulatory
affairs, manufacturing, and product development areas.  Dr.
Brisson has held past positions in both startup and established
companies such as MacuSight and Teva Parenteral Products.  Dr.
Brisson holds a B.S. degree in Chemistry from North Carolina State
University and a Ph.D. in Organic Chemistry from the University of
North Carolina.

Commenting on Dr. Brisson's elevated role as chief operations
officer, Mr. Oakes said, "Catherine brings together pharmaceutical
industry experience with a deep understanding of KLH production,
quality control and regulatory compliance.  She has a progressive
vision for ensuring unmatched operations that will support
Stellar's immunotherapy customers on multiple fronts, while
providing critical input on Stellar's strategic development
programs."

                           About Stellar

Port Hueneme, Cal.-based Stellar Biotechnologies, Inc.'s
business is to commercially produce and market Keyhole Limpet
Hemocyanin ("KLH") as well as to develop new technology related to
culture and production of KLH and subunit KLH ("suKLH")
formulations.  The Company markets KLH and suKLH formulations to
customers in the United States and Europe.

KLH is used extensively as a carrier protein in the production of
antibodies for research, biotechnology and therapeutic
applications.

The Company's balance sheet at May 31, 2013, showed $2.23 million
in total assets, $5.35 million in total liabilities and a $3.11
million total shareholders' deficiency.

"Without raising additional financial resources or achieving
profitable operations, there is substantial doubt about the
ability of the Company to continue as a going concern," the
Company said in its quarterly report for the period ended May 31,
2013.


SUNTECH POWER: Creditors of Main Unit Back Debt Restructuring Plan
------------------------------------------------------------------
Charlie Zhu, writing for Reuters, reported that creditors of the
main unit of Chinese solar panel maker Suntech Power Holdings Co
Ltd on Nov. 12 approved a plan to restructure its $1.75 billion
debts with proceeds from acquirer Hong Kong-listed Shunfeng
Photovoltaic International Ltd.

According to the report, Shunfeng announced this month it had
agreed to take over indebted Wuxi Suntech Power Co Ltd for 3
billion yuan (US$493 million), pending approvals from various
parties including its own shareholders and Wuxi Suntech's
creditors on the debt restructuring.

Shunfeng has said it would use the proceeds to pay down Wuxi
Suntech's debts, the report related.

Creditors, including representatives from Chinese banks as well as
domestic and foreign suppliers, backed the debt restructuring
plan, Suntech spokesman Ryan Ulrich said, the report cited.

A source who attended the Nov. 12 meeting in the eastern city of
Wuxi said the more than 500 creditors had "overwhelmingly"
approved the plan, the report further related.

                            About Suntech

Wuxi, China-based Suntech Power Holdings Co., Ltd. (NYSE: STP)
produces solar products for residential, commercial, industrial,
and utility applications.  With regional headquarters in China,
Switzerland, and the United States, and gigawatt-scale
manufacturing worldwide, Suntech has delivered more than
25,000,000 photovoltaic panels to over a thousand customers in
more than 80 countries.

Suntech Power Holdings Co., Ltd., received from the trustee of its
3 percent Convertible Notes a notice of default and acceleration
relating to Suntech's non-payment of the principal amount of
US$541 million that was due to holders of the Notes on March 15,
2013.  That event of default has also triggered cross-defaults
under Suntech's other outstanding debt, including its loans from
International Finance Corporation and Chinese domestic lenders.

Suntech Power had involuntary Chapter 7 bankruptcy proceedings
initiated against it on Oct. 14, 2013 in U.S. Bankruptcy Court in
White Plains, New York (Bankr. S.D.N.Y. Case No. 13-bk-13350), by
holders of more than $1.5 million of defaulted securities under a
2008 $575 million indenture.  The Chapter 7 Petitioners are
Trondheim Capital Partners, L.P., Michael Meixler, Longball
Holdings, LLC, and Jiangsu Liquidators, LLC.  They are represented
by Jay Teitelbaum, Esq., at TEITELBAUM & BASKIN LLP, in White
Plains, New York.


THERAPEUTICSMD INC: Files Copy of Conference Call Transcript
------------------------------------------------------------
TherapeuticsMD, Inc., furnished a current report on Form 8-K with
the U.S. Securities and Exchange Commission in connection with the
disclosure of information during a conference call and webcast on
Nov. 4, 2013, discussing the Company's third quarter fiscal 2013
financial results.  The transcript of the conference call and
webcast is available for free at http://is.gd/MNTtVK

                       About TherapeuticsMD

Boca Raton, Florida-based TherapeuticsMD, Inc. (OTC QB: TXMD) is a
women's healthcare product company focused on creating and
commercializing products targeted exclusively for women.  The
Company currently manufactures and distributes branded and generic
prescription prenatal vitamins as well as over-the-counter
vitamins and cosmetics.  The Company is currently focused on
conducting the clinical trials necessary for regulatory approval
and commercialization of advanced hormone therapy pharmaceutical
products designed to alleviate the symptoms of and reduce the
health risks resulting from menopause-related hormone
deficiencies.

In the auditors' report accompanying the consolidated financial
statements for the year ended Dec. 31, 2012, Rosenberg Rich Baker
Berman & Company, in Somerset, New Jersey, expressed substantial
doubt about TherapeuticsMD's ability to continue as a going
concern, citing the Company's loss from operations of
approximately $16 million and negative cash flow from operations
of approximately $13 million.

The Company reported a net loss of $35.1 million on $3.8 million
of revenues in 2012, compared with a net loss of $12.9 million on
$2.1 million of revenues in 2011.  As of June 30, 2013, the
Company had $43.06 million in total assets, $4.59 million in total
liabilities and $38.46 million in total stockholders' equity.


TRANSGENOMIC INC: Incurs $5.6 Million Net Loss in Third Quarter
---------------------------------------------------------------
Transgenomic, Inc., reported a net loss of $5.55 million on $6.64
million of net sales for the three months ended Sept. 30, 2013, as
compared with a net loss of $2.75 million on $7.88 million of net
sales for the same period a year ago.

For the nine months ended Sept. 30, 2013, the Company reported a
net loss of $12 million on $21.32 million of net sales as compared
with a net loss of $6.01 million on $24.18 million of net sales
for the same period last year.

As of Sept. 30, 2013, the Company had $33.18 million in total
assets, $17.78 million in total liabilities and $15.39 million in
stockholders' equity.

Cash and cash equivalents were $4 million as of Sept. 30,
2013, compared with $4.5 million as of Dec. 31, 2012.

"Transgenomic's highest priority over the near term is to maximize
the commercial potential of our strong molecular diagnostics
portfolio, which focuses on low level and rare mutation detection,
and the adoption of strategic partnerships to expand the Company's
commercial reach," said Paul Kinnon, president and chief executive
officer.  "The new commercialization agreements with PerkinElmer
and PDI, as recently announced, highlight our renewed vigor and
corporate strategy, which aims to optimize, through channel
partnerships, the commercial potential of these strong assets
while focusing our internal resources on our areas of strength."

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

                        http://is.gd/2nUJdg

                         About Transgenomic

Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global
biotechnology company advancing personalized medicine in
cardiology, oncology, and inherited diseases through its
proprietary molecular technologies and world-class clinical and
research services.  The Company is a global leader in cardiac
genetic testing with a family of innovative products, including
its C-GAAP test, designed to detect gene mutations which indicate
cardiac disorders, or which can lead to serious adverse events.
Transgenomic has three complementary business divisions:
Transgenomic Clinical Laboratories, which specializes in molecular
diagnostics for cardiology, oncology, neurology, and mitochondrial
disorders; Transgenomic Pharmacogenomic Services, a contract
research laboratory that specializes in supporting all phases of
pre-clinical and clinical trials for oncology drugs in
development; and Transgenomic Diagnostic Tools, which produces
equipment, reagents, and other consumables that empower clinical
and research applications in molecular testing and cytogenetics.
Transgenomic believes there is significant opportunity for
continued growth across all three businesses by leveraging their
synergistic capabilities, technologies, and expertise.  The
Company actively develops and acquires new technology and other
intellectual property that strengthens its leadership in
personalized medicine.

Transgenomic incurred a net loss of $8.32 million in 2012, a net
loss of $9.78 million in 2011 and a net loss of $3.13 million in
2010.

                       Forbearance Agreement

On Feb. 7, 2013, the Company entered into a Forbearance Agreement
with Dogwood Pharmaceuticals, Inc., a wholly owned subsidiary of
Forest Laboratories, Inc., and successor-in-interest to PGxHealth,
LLC, with an effective date of Dec. 31, 2012.  In December 2012,
the Company commenced discussions with the Lender to defer the
payment due on Dec. 31, 2012, until March 31, 2013.  As of
Dec. 31, 2012, an aggregate of $1.4 million was due and payable
under the Note by Transgenomic, and non-payment would constitute
an event of default under the Note and that certain Security
Agreement, dated as of Dec. 29, 2010, entered into between
Transgenomic and PGX.  Pursuant to the Forbearance Agreement, the
Lender agreed, among other things, to forbear from exercising its
rights and remedies under the Note and the Security Agreement as a


TRAVELPORT HOLDINGS: Incurs $27 Million Net Loss in 3rd Quarter
---------------------------------------------------------------
Travelport Limited reported a net loss of $27 million on $511
million of net revenue for the three months ended Sept. 30, 2013,
as compared with a net loss of $40 million on $489 million of net
revenue for the same period during the prior year.

For the nine months ended Sept. 30, 2013, the Company reported a
net loss of $140 million on $1.59 billion of net revenue as
compared with a net loss of $72 million on $1.54 billion of net
revenue for the same period a year ago.

The Company's balance sheet at Sept. 30, 2013, showed $3.16
billion in total assets, $4.53 billion in total liabilities and a
$1.36 billion total deficit.

Commenting on developments, Gordon Wilson, president and CEO of
Travelport, said: "We have delivered five percent growth in both
Revenue and Adjusted EBITDA for the quarter and year to date and
we look to the future with confidence."

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

                        http://is.gd/l1JviB

                      About Travelport Holdings

Headquartered in Atlanta, Georgia, Travelport provides transaction
processing services to the travel industry through its global
distribution system business, which includes the group's airline
information technology solutions business.  During FYE2011, the
group reported revenues and adjusted EBITDA of US$2 billion and
US$507 million, respectively.

Travelport Limited incurred a net loss of $236 million in 2012, as
compared with net income of $172 million in 2011.

                           *     *     *

As reported by the TCR on Oct. 10, 2011, Standard & Poor's Ratings
Services lowered its long-term corporate credit ratings on travel
services provider Travelport Holdings Limited (Travelport
Holdings) and indirect subsidiary Travelport LLC (Travelport) to
'SD' (selective default) from 'CC'.

The downgrades follow the implementation of a capital
restructuring, which was necessary because of the Travelport
group's high leverage, weak liquidity, and the upcoming maturity
of its $693 million (as of end-June 2011) PIK loan in March 2012.
"According to our criteria, we view this restructuring as a
distressed exchange and tantamount to a default (see 'Rating
Implications Of Exchange Offers And Similar Restructurings,
Update,' published May 12, 2009, on RatingsDirect on the Global
Credit Portal)," S&P related.

In May 2012, Moody's Investors Service affirmed the Caa1 corporate
family rating (CFR) and probability of default rating (PDR) of
Travelport LLC.


TRINITY COAL: Plan Approval Opens Way for Essar Repurchase
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Trinity Coal Corp. got a signed confirmation order
Nov. 8, clearing the way for the company to exit Chapter 11
protection in Lexington, Kentucky, through a repurchase by Essar
Group.

According to the report, the official creditors' committee
supported the plan, and every creditor class voted in favor.

Essar in substance is reacquiring Trinity by paying secured
lenders $56 million toward claims of some $123 million. Absent
Essar's repurchase, Trinity would have been sold in August.

Essar is an Indian business group controlled by billionaire
brothers Shashikant and Ravikant Ruia. They acquired Trinity Coal
in 2010 for $600 million.

Essar will provide $22 million to pay off the revolving credit
financing bankruptcy. It will also provide $16.4 million to cover
the cost of the bankruptcy and funds to pay secured lenders. In
return, Essar has all of the new equity and, in the process, will
waive its $133.4 million claim, thus not diluting creditors'
recoveries.

                        About Trinity Coal

Trinity Coal Corp. is a coal mining company that owns coal
deposits located in the Appalachian region of the eastern United
States, specifically, in Breathitt, Floyd, Knott Magoffin, and
Perry Counties in eastern Kentucky and in Boone, Fayette, Mingo,
McDowell and Wyoming Counties in West Virginia.

Trinity's coal mining operations are organized into six distinct
coal mining complexes. Three complexes are located in Kentucky and
are referred to as Prater Branch Resources, Little Elk Mining and
Levisa Fork.  The Kentucky Operations produced compliance and low
sulfur steam coal.  Three complexes are located in West Virginia
and are referred to as Deep Water Resources, North Springs
Resources and Falcon Resources.

Trinity is a wholly owned subsidiary of privately held
multinational conglomerate Essar Global Limited.

Credit Agricole Corporate & Investment Bank, ING Capital LLC and
Natixis, New York Branch filed an involuntary petition for relief
under Chapter 11 against Trinity Coal Corporation and 15
affiliates (Bankr. E.D. Ky. Lead Case No. 13-50364).  The three
entities say they are owed a total of $104 million on account
loans provided to Trinity.

On Feb. 14, 2013, Austin Powder Company, Whayne Supply Company and
Cecil I. Walker Machinery Co. filed an involuntary petition for
relief under Chapter 11 (Bankr. E.D. Ky. Case No. 13-50335)
against Frasure Creek Mining, LLC.  On Feb. 19, 2013, Credit
Agricole, ING Capital and Natixis joined as petitioning creditors.

On March 4, 2013, the Debtors filed their consolidated answer to
involuntary petitions and consent to an order for relief and
reservation of rights, thereby consenting to the entry of an order
for relief in each of their respective Chapter 11 cases.  An order
for relief in each of the Debtors was entered by the Court on
March 4, 2013, which converted the involuntary cases to voluntary
Chapter 11 cases.

Steven J. Reisman, Esq., L. P. Harrison 3rd, Esq., Jerrold L.
Bregman, Esq., and Dienna Ching, Esq., at CURTIS, MALLET-PREVOST,
COLT & MOSLE LLP, in New York, N.Y.; and John W. Ames, Esq., C.R.
Bowles, Jr., Esq., and Bruce Cryder, Esq., at BINGHAM GREENEBAUM
DOLL LLP, in Lexington, Ky., represent the Debtors as counsel.

Attorneys at Foley & Lardner LLP, in Chicago, Ill., represent the
Official Committee of Unsecured Creditors as counsel.  Sturgill,
Turner, Barker & Maloney, PLLC, in Lexington, Ky., represents the
Official Committee of Unsecured Creditors as local counsel.

Judge Tracey N. Wise approved on Oct. 3, 2013, the adequacy of the
Disclosure Statement explaining the Joint Chapter 11 Plan of
Trinity Coal.  With this development, the Debtors are now
permitted to solicit acceptances of their Plan.


TUSCANY INT'L: Fitch Lowers Issuer Default Ratings to 'B-'
----------------------------------------------------------
Fitch Ratings has downgraded Tuscany International Drilling Inc.'s
foreign and local currency Issuer Default Ratings (IDRs) to 'B-'
from 'B+'. The Rating Outlook is Negative.

Rating Drivers:

The rating downgrade reflects Tuscany's limited liquidity position
and its difficulties lowering leverage levels to be in line with
Fitch's expectations due to drilling rigs coming out of contract
as well as a contained number of unexpectedly contract
cancellations. These events have hindered the company's ability to
generate cash flow from operations as a large number of drilling
rigs remain idle. Tuscany's ratings reflect the company's
experienced management team and a technologically advanced asset
fleet, which is either new or has been recently refurbished, and
gives the company a competitive advantage. The ratings also
incorporate a degree of counterparty credit risk in its
diversified customer base, a relatively small rig fleet, and
exposure to the cyclical and competitive onshore drilling
industry.

High Leverage:

Tuscany's reported leverage for the last 12 months ended June 30,
2013 of approximately 5.2 times (x) is considered high. Going
forward, leverage might marginally decline overtime if the company
is successful at increasing its utilization rate at unchanged day
rates. Tuscany's EBITDA, initially expected to reach USD70 million
by 2013, is now expected to range between USD50 and USD60 million,
assuming the company progressively increases its utilization rate
to levels similar to those evidenced in 2012 of approximately 75%
and average day rates range between USD25 thousand and USD30
thousand. For the last 12 months (LTM) ended June 30, 2013, the
company reported an adjusted EBTIDA of approximately USD49
million. Total consolidated debt as of the same date was
approximately USD256 million, of which the majority corresponded
to a term loan used to finance acquisitions during 2011 and an
existing revolving credit facility.

Limited Liquidity Position:

Tuscany liquidity position is weak and supported by its cash
position of approximately USD10 million as of June 30, 2013. Also,
as of June 30, 2013, the company had fully drawn its revolving
credit facility of USD45 million. This revolving line of credit
expires on Sept. 15, 2015 and the long term credit facility
amortizes through Sept. 14, 2017. Absent a significant increase in
utilization rates during the next 12 to 18 months from current
levels, Tuscany will have difficulties accumulating the sufficient
funds from its operating activities to meet the payment on its
financial obligations.

Smaller Fleet Size and Customer Base:

The company's rig fleet is relatively small with 37 onshore
drilling rigs, which limits operational diversification as well as
the ability to serve larger, financially stronger oil companies
and their demand for rigs. Tuscany's small fleet size exposes the
company to operational issues surrounding a particular rig,
specifically those that are more technologically advanced and
receive higher day rates. Tuscany has exposure to customers that
tend to have a lower credit quality, which adds to counter party
risk. The majority of Tuscany's revenues are generated from small
to medium sized independent oil and gas companies, which in
general are more sensitive to oil price volatility when compared
with larger, integrated oil and gas companies.

Cyclical and Competitive Industry:

Tuscany's cash flow generation ability is exposed to oil price
volatility as a substantial decrease in oil prices could reduce
the exploration activity of its counterparties and lower demand
for rigs. A sustained downturn in day rates and utilization levels
could affect Tuscany's ability to generate cash flow from
operations and pressure its ratings. The drilling market is highly
competitive and is characterized by short-term contracts.
Companies in the sector tend to have short-term contract backlogs
of one to two years, yet have built long-term relationships with
their client base. Tuscany's contract backlog is small given the
company's short history. The company is expected to concentrate on
building long-term commercial relationships in the short to medium
term. A possible deterioration in customer credit quality remains
a concern, although this risk is somewhat mitigated by reasonable
customer diversification.

Rating Sensitivity:

Catalysts for a negative rating action include a significant
deterioration of the company's rig fleet utilization levels,
coupled with lower than expected day rates, which could lower
EBITDA and deteriorate the company's credit quality. The company's
ratings could also be downgraded if the company's debt and
coverage ratios do not improve in line with Fitch's expectations.
A positive rating action could result from the satisfactory
consolidation of the company current business, higher level of
medium-term contracts with solid counterparts.


UNIFIED 2020: Chapter 11 Trustee Hires Marshall Firm
----------------------------------------------------
Daniel J. Sherman, the Chapter 11 trustee of Unified 2020 Realty
Partners, LP, seeks permission from the Hon. Stacey G.C. Jernigan
of the U.S. Bankruptcy Court for the Northern District of Texas to
employ The Marshall Firm to provide legal services regarding the
challenge of the taxable value of 2020 Live Oak, Dallas, Texas.

Marshall Firm will assist the Trustee in maximizing the value of
the Debtor's Estate, as stated in the Engagement Letter,
including, as reasonably requested: representing the Trustee in
challenging the taxable value of the Property for 2011, 2012 and
2013.

As set forth in the Engagement Letter, if the challenge to the
taxable value of the Property for the tax years 2011, 2012 and
2013 is settled early in the litigation process, without the need
to engage in discovery, mediation, or pre-trial motions or
preparation, the fee to be charged by Marshall Firm will be a flat
fee of $8,000, to be paid out of the proceeds from the tax
savings.  If Marshall Firm engages in the discovery process,
mediation or pre-trial preparation, The Marshall Firm's fees are
$275 per hour, plus any actual expenses incurred in furtherance of
the representation.

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

Jason C. Marshall, managing partner of Marshall Firm, 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 will hold a hearing on the engagement Dec. 5, 2013, at
9:30 a.m.

Marshall Firm can be reached at:

       Jason C. Marshall, Esq.
       THE MARSHALL FIRM
       302 N. Market, Suite #510
       Dallas, TX 75202
       Tel: (214) 742-4800
       Fax: (214) 452-9064
       E-mail: jmarshall@marshall-firm.com

                 About Unified 2020 Realty

Unified 2020 Realty Partners, LP, filed a bare-bones petition
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No.
13-32425) in its home-town in Dallas on May 6, 2013.  The petition
was signed by Edward Roush as president of general partner.  The
Debtor disclosed $44.7 million in total assets and $31.6 million
in liabilities as of the Chapter 11 filing.  The Debtor says it
owns and leases infrastructure critical to telecommunications
companies and data center facilities.  Judge Stacey G. Jernigan
presides over the Chapter 11 case.

Arthur I. Ungerman, Esq., and Kerry S. Alleyne-Simmons, Esq., at
the Law Office of Arthur Ungerman, in Dallas, Texas, represent the
Debtor.  Peter C. Lewis, Esq., and Jacob W. Sparks, Esq., at
Scheef & Stone, LLP, in Dallas, Texas, represent United Central
Bank.

In its schedules, the Debtor disclosed $280,178,409 in assets and
$46,378,972 in liabilities.


VELTI INC: Section 341(a) Meeting Set on December 2
---------------------------------------------------
A meeting of creditors in the bankruptcy case of Velti Inc. will
be held on Dec. 2, 2013, at 1:00 p.m. in Room 5209 of the J. Caleb
Boggs Federal Building, 844 King Street, Wilmington, Delaware

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend.  This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.

                          About Velti Inc.

Velti Inc., a provider of technology for marketing on mobile
devices, sought Chapter 11 protection (Bankr. D. Del. Case No. 13-
bk-12878) on Nov. 4.  DLA PIPER LLP (US) serves as the Debtor's
counsel.   BMC Group, Inc., is the Debtor's claims agent.  Judge
Peter J. Walsh presides over the case.

Velti Inc., a San Francisco-based unit of Velti Plc, listed assets
of as much $50 million and debt of as much as $100 million in
Chapter 11 documents filed this week.  Its Air2Web Inc. unit,
based in Atlanta, also sought creditor protection.

Velti Plc, which trades on the Nasdaq Stock Market, isn't part of
the bankruptcy process.  Operations in the U.K., Greece, India,
China, Brazil, Russia, the United Arab Emirates and elsewhere
outside the U.S. will continue as usual.


WESTGATE NURSING HOME: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Debtor: Westgate Nursing Home Inc.
        525 Beahan Road
        Rochester, NY 14624

Case No.: 13-21665

Chapter 11 Petition Date: November 12, 2013

Court: United States Bankruptcy Court
       Western District of New York (Rochester)

Judge: Hon. Paul R. Warren

Debtor's Counsel: Gary A. Christiano, Esq.
                  350 Reynolds Arcade
                  16 East Main Street
                  Rochester, NY 14614
                  Tel: (585) 232-5768
                  Fax: (585) 232-4004
                  Email: gchristiano@choiceonemail.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Dennis J. Christiano, Sr., president.

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


ZOGENIX INC: Offering $60 Million Worth of Common Shares
--------------------------------------------------------
Zogenix, Inc., has priced an underwritten public offering of
26,666,667 shares of its common stock at a price to the public of
$2.25 per share.  Net proceeds, after underwriting discounts and
commissions and estimated offering costs, are expected to be
approximately $56 million.

Zogenix intends to use the net proceeds from the offering to fund
pre-commercialization and commercialization activities for
ZohydroTM ER, additional development activities of Zohydro ER and
ReldayTM, and for working capital and other general corporate
purposes.  Zogenix may also use a portion of the net proceeds to
in-license, acquire or invest in complementary businesses or
products.

Zogenix has granted the underwriters a 30-day option to purchase
up to 4,000,000 additional shares of common stock to cover over-
allotments, if any.  The offering is expected to close on or about
Nov. 12, 2013, subject to satisfaction of customary closing
conditions.

Stifel, Leerink Swann LLC and Wells Fargo Securities, LLC, are
acting as book-running managers for the offering.  Oppenheimer &
Co. and William Blair & Company, L.L.C., are acting as co-managers
for the offering.

Terminates Cantor Agreement

On Nov. 5, 2013, Zogenix gave notice to Cantor Fitzgerald & Co.
that it was terminating its Controlled Equity OfferingSM Sales
Agreement, dated March 27, 2013, pursuant to Section 12(b) of the
Cantor Agreement.  The Company elected to terminate the Cantor
Agreement in order to sell shares of its common stock, par value
$0.001 per share, which were otherwise reserved for issuance
pursuant to the Cantor Agreement, in an underwritten offering.
The termination of the Cantor Agreement will be effective on
Nov. 16, 2013.

                         About Zogenix Inc.

Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and
Emeryville, California, is a pharmaceutical company
commercializing and developing products for the treatment of
central nervous system disorders and pain.

Ernst & Young LLP, in San Diego, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012, citing recurring losses from
operations and lack of sufficient working capital which raise
substantial doubt about the Company's ability to continue as a
going concern.

Zogenix incurred a net loss of $47.38 million in 2012, as compared
with a net loss of $83.90 million in 2011.

The Company's balance sheet at Sept. 30, 2013, showed $54.63
million in total assets, $68.52 million in total liabilities and a
$13.88 million total stockholders' deficit.


* In SAC Case, Judge Won't Decide on Deal Until as Late as March
----------------------------------------------------------------
Christopher M. Matthews, writing for The Wall Street Journal,
reported that the case was a decade in the making, but SAC Capital
Advisors LP and the Department of Justice will have to wait a
little longer to find out whether a federal judge accepts their
landmark settlement.

According to the report, hedge-fund giant SAC pleaded guilty on
Nov. 8, accepting responsibility for insider trading by at least
six of its employees over the past 10 years, an admission that
could cost the firm $1.8 billion in civil and criminal penalties.
But U.S. District Judge Laura Swain deferred until March a
decision about whether she would accept the plea deal and allow
the settlement to go forward. If she rejects the terms, SAC would
have the authority to withdraw its guilty plea, in which case it
would once again be under federal indictment.

Judge Swain, known as a careful and deliberate jurist, sat
dispassionately through the roughly hourlong proceeding,
occasionally asking the lawyers questions about the settlement
terms, the report related.  At the end, she said she wanted to
take time to review the plea agreement and a report to be filed by
the federal probation office, among other things, before making a
decision.

"On behalf of SAC, I want to express our deep remorse for the
misconduct of each individual who broke the law while employed at
SAC," said SAC General Counsel Peter Nussbaum during the hearing,
the report further related. "This happened on our watch, and we
are responsible for that misconduct."

The admission followed years of denials from the firm, the report
said.  In the meantime, the Federal Bureau of Investigation and
the Manhattan U.S. attorney's office brought dozens of insider-
trading cases and charged eight current and former SAC employees,
six of whom have pleaded guilty. The stream of cases culminated in
the past two week's groundbreaking settlement.


* Apple Credit Union Outlines Key Issues in Housing Finance Reform
------------------------------------------------------------------
Apple Federal Credit Union on Nov. 8 disclosed that at a hearing
before the Senate Banking Committee on Nov. 5, John Harwell,
associate vice president of risk management for Apple Federal
Credit Union (Apple), emphasized the importance of consumer access
to housing loans and other important points as the committee heard
testimony from the credit union industry on secondary mortgage
markets.  This testimony is in relation to the government's
consideration of how to prevent another financial crisis like the
one in 2008 that resulted in banks defaulting and consumers losing
their homes to foreclosure, as tax payers were forced to bail out
the big bank culprits.  Specifically, Harwell's testimony
addressed provisions in S. 1217, the "Housing Finance Reform and
Taxpayer Protection Act of 2013."

"When the government is considering major changes in the way
financial institutions provide loans, they need to know how the
industry is impacted and in turn how consumers could be affected,"
explained Harwell.  He shared six key points that are of concern
to Apple and the credit union industry.

   -- Consumers, especially in rural areas, will have less access
to loans or will have to pay more for them if credit unions and
community banks can't mitigate their risk in secondary markets.
Credit unions hedge against interest rate risk in part by selling
products for securitization on the secondary market--a key
component of safety and soundness.  Mr. Harwell emphasized that
lenders must have unfettered access to secondary market sources,
including Fannie Mae, Freddie Mac, Ginnie Mae and Federal Home
Loan Banks as they are valuable partners for credit unions who
seek to hedge interest rate risks by selling their fixed-rate
mortgages to them on the secondary market.  This allows credit
unions to better manage risk and reinvest those funds into their
membership by offering new loan products or additional forms of
financial services.

   -- Credit unions need to preserve their servicing rights,
meaning they will continue to work directly with their members,
rather than the second mortgages being serviced by Freddie Mac or
others. Harwell told the committee that credit unions want to
ensure that relationships with their members are maintained, as
that is a key differentiator between credit unions and banks.

   -- Consumers will be required to pay higher costs for credit if
fees for small lenders to join the proposed Federal Mortgage
Insurance Corporation (similar to FDIC or NCUA) to insure small
lenders is too high.  Small lenders will be forced to pass along
these fees to customers.

   -- Credit unions need flexible underwriting standards that will
allow them to decide how best to serve their members and the level
of risk that is appropriate in making loans.  These standards
translate into fair pricing and fee structures that reward loan
quality.  Because credit unions originate a relatively few number
of loans compared to others in the marketplace--they cannot
support a pricing structure based on loan volume, institution
asset size, or any other geopolitical issue that will lend itself
to discrimination and disadvantage their members-owners.

   -- Because Congress cannot flip a switch and turn off access to
the secondary market, adequate transition time to a new housing
finance model is necessary.  If Congress chooses to do away with
Fannie and Freddie, both entities should be allowed to remain in
operation until the new entity is up and running, with a six month
overlap.  If the new entity is not ready then lenders may be
afraid to sell to the secondary market and that means consumers
may not have access to mortgage loans.

   -- An explicit government guarantee on mortgage backed
securities is important to provide certainty to the market,
especially for investors who will need to be enticed to invest in
these securities and facilitate the flow of liquidity in times of
economic uncertainty.  Without the government guarantee many small
lenders will stop making mortgage loans and that will drive up the
cost of credit and make it harder for consumers in rural areas to
get mortgage loans.

"Consumers and industry have a lot at stake as the government
determines how it will reform the home mortgage market," says
Mr. Harwell.  "At Apple, we are watching the wrangling of the
government and providing insight on how changes will impact both
of these stakeholder groups."

Apple Federal Credit Union's Mission: Through a lifelong
partnership with anyone touched by education, Apple FCU helps
members achieve their dreams by offering competitive financial
solutions, with dedicated personal service.  Apple exists, not for
profit, but for the benefit of its members.


* U.S. Junk Default Rate Declines to 2.5% in October
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that turnaround professions face continuing
underemployment because "ample market liquidity continues to
support our low default outlook," Moody's Investors Service said
in a Nov. 8 report.

According to the report, the worldwide default rate on junk-rated
debt remained at 2.8 percent in October, unchanged from September.
Last year, the junk default rate was 3.2 percent.

In the U.S., the default rate on junk ended October at 2.5
percent, down 0.1 percent from the month before, Moody's said.
Last year at this time, the U.S. default rate was 3.6 percent.

Moody's predicted that the global junk default rate will end 2013
at 2.8 percent and decline to 2.4 percent by October 2014.


* Obama to Nominate Massad to Head CFTC
---------------------------------------
Andrew Ackerman, writing for The Wall Street Journal, reported
that President Barack Obama will nominate Timothy Massad, a senior
Treasury Department official, to head the Commodity Futures
Trading Commission, according to a White House official.

The WSJ report related that Mr. Obama plans to nominate Mr.
Massad, who has run the government's Troubled Asset Relief Program
for the past three years, at a White House event on Nov. 12.

If confirmed by the Senate, Mr. Massad would fill the role vacated
by Gary Gensler, who plans to step down as CFTC chairman when his
successor is confirmed but no later than Jan. 3. Mr. Gensler's
term officially ended last year, the report said.

The five-member CFTC has been operating with just four
commissioners since Republican Jill Sommers stepped down earlier
this year, according to the report.  Another commissioner,
Democrat Bart Chilton, last week announced plans to leave before
year-end. The Senate has yet to confirm Republican J. Christopher
Giancarlo to succeed Ms. Sommers, and the pending departures of
Messrs. Gensler and Chilton could leave the CFTC with just two
commissioners -- Republican Scott O'Malia and Democrat Mark
Wetjen. Senate aides have said they expect Congress to
simultaneously move the nominations of Mr. Giancarlo and whomever
the White House nominated to succeed Mr. Gensler.

Among Mr. Massad's biggest challenges would be completing and
implementing the derivatives overhaul ushered in as part of the
2010 Dodd-Frank financial law and ensuring the agency has enough
resources to enforce the rules it is writing, the report said.  A
White House official said Mr. Obama on Nov. 12 is expected to call
on Congress to "stop underfunding agencies like the CFTC that are
responsible for putting new rules in place to prevent some of the
reckless and irresponsible practices that caused the financial
crisis."


* Big Law Mergers Turn Off Clients
----------------------------------
Jennifer Smith, writing for The Wall Street Journal, reported that
when it comes to law firms, bigger may not always be better.

According to the report, a wave of legal tie-ups has created a
fleet of supersize law firms with offices around the world, and
more are in the works this fall.

Partners at cross-border entity Dentons and U.S. firm McKenna Long
& Aldridge LLP, for example, are poised to vote on a union that
would produce one of the top three global law firms by head count,
the report related. Recent merger talks between two big U.S.
firms?Orrick, Herrington & Sutcliffe LLP and Pillsbury Winthrop
Shaw Pittman LLP -- could lead to the creation of another big
player.  But law firms with the urge to merge might check with
their clients first.

Some top legal officers at Fortune 100 companies say the
consolidation craze leaves them cold. Others remain agnostic, but
point out that size or geographic reach is no guarantee of
quality, the report further related.  And they caution that
megamergers can bring unwelcome distractions that sometimes reduce
efficiency, and increase legal bills.

"I'm pretty skeptical about the value these big mergers give to
clients," said Robert Weber, general counsel for International
Business Machines Corp., the report cited.


* Benjamin Stewart Joins Bailey Brauer Law Firm as Counsel
----------------------------------------------------------
Bailey Brauer PLLC, a complex commercial litigation and appellate
boutique, on Nov. 11 disclosed that Benjamin L. Stewart has joined
the firm as Counsel.

Mr. Stewart represents corporate clients and individuals in
complex commercial and bankruptcy litigation matters.  He has
successfully litigated cases in federal courts in Texas, Colorado
and Delaware and in state courts throughout Texas.  Mr. Stewart
has also assisted companies with internal and government
investigations, including responding to civil investigative
demands from the U.S. Securities and Exchange Commission and the
U.S. Commodity Futures Trading Commission.

"Ben brings experience and skills far beyond his years," says
Bailey Brauer co-founder Alex Brauer.  "He has the creativity and
depth of expertise our clients need, and we're excited to have him
join us."

Mr. Brauer and Mr. Stewart met in 2008, when a client they both
represented filed for bankruptcy.  Mr. Stewart's firm at the time,
Weil Gotshal & Manges, served as bankruptcy counsel.

"We found ourselves together in court on that matter quite a few
times, and it became clear that we wanted to work with Ben again,"
says Bailey Brauer co-founder Clayton Bailey.  "We've kept in
touch over the years, and now is the perfect time for him to come
on-board."

Mr. Stewart is a member of the Federal Bar Association and serves
on the Publications Committee of the Younger Lawyers Division of
the FBA.  He is also a member of the Texas Bar Foundation and
volunteers with Texas Lawyers for Texas Veterans.  Mr. Stewart
received a Bachelor of Arts in 2001 from East Texas Baptist
University.  He earned his law degree in 2004 from Columbia Law
School, where he was a Harlan Fiske Stone Scholar and served as a
moot court editor and judge.

"I'm delighted to be joining forces with Bailey Brauer,"
Mr. Stewart says.  "I look forward to a long and mutually
beneficial relationship that adds value for all of our clients."

Bailey Brauer PLLC -- http://www.baileybrauer.com-- is a law firm
that focuses on complex commercial litigation, agribusiness,
appeals, and class and collective actions.


* Recent Small-Dollar & Individual Chapter 11 Filings
-----------------------------------------------------

In re Paula Bruce
   Bankr. N.D. Cal. Case No. 13-32427
      Chapter 11 Petition filed November 6, 2013

In re Jamal Saleh
   Bankr. M.D. Fla. Case No. 13-06631
      Chapter 11 Petition filed November 6, 2013

In re Geny Lima
   Bankr. S.D. Fla. Case No. 13-36823
      Chapter 11 Petition filed November 6, 2013

In re Hongyan Gao
   Bankr. D. Md. Case No. 13-28875
      Chapter 11 Petition filed November 6, 2013

In re Kevin Boutin
   Bankr. N.D. Miss. Case No. 13-14699
      Chapter 11 Petition filed November 6, 2013

In re Knox Installation - Dismantling and Serv
   Bankr. D. Nev. Case No. 13-19377
     Chapter 11 Petition filed November 6, 2013
         See http://bankrupt.com/misc/nvb13-19377.pdf
         represented by: Richard McKnight, Esq.
                         THE MCKNIGHT LAW FIRM, PLLC
                         E-mail: rmcknight@lawlasvegas.com

In re High Street Center, LLC
   Bankr. D.N.J. Case No. 13-34449
     Chapter 11 Petition filed November 6, 2013
         See http://bankrupt.com/misc/njb13-34449.pdf
         represented by: Bunce Atkinson, Esq.
                         ATKINSON & DEBARTOLO, P.C.
                         E-mail: bunceatkinson@aol.com

In re Eduardo Ruiz Valentin
   Bankr. D.P.R. Case No. 13-09274
      Chapter 11 Petition filed November 6, 2013

In re IOP, LLC
        aka Ireland's Own
   Bankr. E.D. Va. Case No. 13-15004
     Chapter 11 Petition filed November 6, 2013
         See http://bankrupt.com/misc/vaeb13-15004.pdf
         represented by: George LeRoy Moran, Esq.
                         MORAN MONFORT, P.L.C.
                         E-mail: glmoran@yahoo.com
In re Miller Powell Group Group LLC.
   Bankr. N.D. Ala. Case No. 13-05000
     Chapter 11 Petition filed November 7, 2013
         See http://bankrupt.com/misc/alnb13-05000.pdf
         represented by: George Babakitis, Esq.
                         E-mail: gbabakitis@aol.com

In re Alex Martinez
   Bankr. C.D. Cal. Case No. 13-17106
      Chapter 11 Petition filed November 7, 2013

In re CIAJ Davis Land & Cattle Company, Inc.
        dba Oggi's Garden Grove
   Bankr. C.D. Cal. Case No. 13-19146
     Chapter 11 Petition filed November 7, 2013
         See http://bankrupt.com/misc/cacb13-19146.pdf
         represented by: Vanessa M. Haberbush, Esq.
                         HABERBUSH & ASSOCIATES, LLP
                         E-mail: vhaberbush@lbinsolvency.com

In re Alfred Alvarez
   Bankr. D. Conn. Case No. 13-32136
      Chapter 11 Petition filed November 7, 2013

In re Boutique Lounges, LLC
        dba Recess
            Recess Bar
            Recess Tapas Lounge
            Recess Lounge
            Recess Tapas
   Bankr. D. D.C. Case No. 13-00703
     Chapter 11 Petition filed November 7, 2013
         See http://bankrupt.com/misc/dcb13-00703.pdf
         represented by: Steven H. Greenfeld, Esq.
                         COHEN, BALDINGER & GREENFELD LLC
                         E-mail: steveng@cohenbaldinger.com

In re AMA Enterprise, LLC
   Bankr. S.D. Fla. Case No. 13-36898
     Chapter 11 Petition filed November 7, 2013
         See http://bankrupt.com/misc/flsb13-36898.pdf
         represented by: Stephen P. Orchard, Esq.
                         LAW OFFICES OF STEPHEN ORCHARD
                         E-mail: sporchard@orchardlaw.com

In re Little John Restaurant Group, Inc.
        dba Shooters Restaurant and Sports Bar
   Bankr. D. Mass. Case No. 13-16517
     Chapter 11 Petition filed November 7, 2013
         See http://bankrupt.com/misc/mab13-16517.pdf
         represented by: Marques Lipton, Esq.
                         THE LAW OFFICES OF TIMOTHY M. MAUSER
                         E-mail: mlipton@mauserlaw.com

In re Raymon K. Nelson, M.D., P.A. Classic Cardiology, Inc.
   Bankr. D. Md. Case No. 13-28961
     Chapter 11 Petition filed November 7, 2013
         See http://bankrupt.com/misc/mdb13-28961.pdf
         represented by: William C. Johnson, Jr., Esq.
                         LAW OFFICES OF WILLIAM JOHNSON
                         E-mail: wcjjatty@yahoo.com

In re RIH Propco NJ, LLC
   Bankr. D.N.J. Case No. 13-34484
     Chapter 11 Petition filed November 7, 2013
         See http://bankrupt.com/misc/njb13-34484.pdf
         represented by: Michael D. Sirota, Esq.
                      COLE, SCHOTZ, MEISEL, FORMAN & LEONARD, P.A.
                         E-mail: msirota@coleschotz.com

In re 9521 Church Avenue Realty Corp.
   Bankr. E.D.N.Y. Case No. 13-46696
     Chapter 11 Petition filed November 7, 2013
         See http://bankrupt.com/misc/nyeb13-46696.pdf
         represented by: Nestor Rosado, Esq.
                         LAW OFFICE OF NESTOR ROSADO, P.C.
                         E-mail: neslaw2@msn.com

In re Seongjun Kim
   Bankr. E.D.N.Y. Case No. 13-75655
      Chapter 11 Petition filed November 7, 2013

In re Oxnard Gas Station, Inc.
        dba Oxnard 76
            Oxnard Gas Station 76
            Oxnard Valero
   Bankr. C.D. Cal. Case No. 13-17114
     Chapter 11 Petition filed November 8, 2013
         See http://bankrupt.com/misc/cacb13-17114.pdf
         represented by: Raymond H. Aver, Esq.
                         LAW OFFICES OF RAYMOND H. AVER, APC
                         E-mail: ray@averlaw.com

In re Mammalucco's, Inc.
   Bankr. C.D. Cal. Case No. 13-19184
     Chapter 11 Petition filed November 8, 2013
         See http://bankrupt.com/misc/cacb13-19184.pdf
         represented by: Michael G. Spector, Esq.
                         LAW OFFICES OF MICHAEL G. SPECTOR
                         E-mail: mgspector@aol.com

In re Angelica Flores
   Bankr. C.D. Cal. Case No. 13-37069
      Chapter 11 Petition filed November 8, 2013

In re Michael Artmore
   Bankr. N.D. Cal. Case No. 13-55895
      Chapter 11 Petition filed November 8, 2013

In re Luz Roa
   Bankr. M.D. Fla. Case No. 13-13816
      Chapter 11 Petition filed November 8, 2013

In re Kuhio Banyan Lease Extension Accommodator, Inc.
   Bankr. D. Hawaii Case No. 13-01821
     Chapter 11 Petition filed November 8, 2013
         See http://bankrupt.com/misc/hib13-01821.pdf
         represented by: Jerrold K. Guben, Esq.
                         O'CONNOR PLAYDON & GUBEN, LLP
                         E-mail: jkg@opglaw.com

In re Christopher Jones
   Bankr. N.D. Ill. Case No. 13-43721
      Chapter 11 Petition filed November 8, 2013

In re Generations Family Limited Partnership
   Bankr. N.D. Ind. Case No. 13-13355
     Chapter 11 Petition filed November 8, 2013
         See http://bankrupt.com/misc/innb13-13355.pdf
         represented by: Robert L. Nicholson, Esq.
                         CARSON BOXBERGER, LLP
                         E-mail: nicholson@carsonboxberger.com

In re Jose Norford
   Bankr. D. Mass. Case No. 13-42859
      Chapter 11 Petition filed November 8, 2013

In re Michael Gilbertson
   Bankr. D. Minn. Case No. 13-35384
      Chapter 11 Petition filed November 8, 2013

In re NTC, Transportation, Inc.
        dba NTC, Inc.
   Bankr. N.D. Miss. Case No. 13-14728
     Chapter 11 Petition filed November 8, 2013
         See http://bankrupt.com/misc/msnb13-14728.pdf
         represented by: Bryant D. Guy, Esq.
                         BRYANT D. GUY ATTORNEY AT LAW, PLLC
                         E-mail: bdguylaw@yahoo.com

In re Stephen Gill
   Bankr. D. N.M. Case No. 13-13659
      Chapter 11 Petition filed November 8, 2013

In re Jorge Perez Cisneros Sigarreta
   Bankr. D.P.R. Case No. 13-09361
      Chapter 11 Petition filed November 8, 2013

In re Hecho A Mano, Inc.
   Bankr. D.P.R. Case No. 13-09377
     Chapter 11 Petition filed November 8, 2013
         See http://bankrupt.com/misc/prb13-09377.pdf
         represented by: Hector Juan Figueroa Vincenty, Esq.
                         EL BUFETE DEL PUEBLO, P.S.C.
                         E-mail: quiebras@elbufetedelpueblo.com



                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2013.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-241-8200.


                  *** End of Transmission ***