TCR_Public/131218.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

          Wednesday, December 18, 2013, Vol. 17, No. 350

                            Headlines

22ND CENTURY: Buys Cigarette Manufacturing Equipment for $3.2MM
A123 ENERGY: Stephen DeBruyn Named Vice President of Operations
ABC MANUFACTURING: Receiver Takes Possession Under Court Order
AFFINION GROUP: Moody's Raises Corp. Family Rating to 'Caa1'
ALLENS INC: Seneca Foods to Buy Operating Assets for $148 Million

ALVARION LTD: To Meet Shareholders and Creditors on Jan. 5
AMERICAN AIRLINES: 0.0665 AAL Shares to be Paid Per AAMRQ Share
AMERICAN AIRLINES: US Airways to Join oneworld in March
AMERICAN APPAREL: To Sell $50 Million Worth of Securities
AMERICAN INTERNTATIONAL: ILFC Sale No Impact on Fitch Ratings

AMR CORP: Jan. 23 Set as Bar Date for Lease Rejection Claims
ARCHDIOCESE OF MILWAUKEE: Victims Ask Vatican for Cemetery Funds
ASPEN GROUP: Incurs $1.4 Million Net Loss in Oct. 31 Quarter
BIG LOTS: Sault Ste. Marie, Ontario Store to Close
BODY SHAPING GYM: Case Summary & 20 Largest Unsecured Creditors

BON-TON STORES: Inks Second Amendment to BofA Credit Agreement
BT12 LLC: Case Summary & 6 Unsecured Creditors
CAPITOL BANCORP: Creditors Vote Down Chapter 11 Plan
CASH STORE: Incurs C$35.5 Million Net Loss in Fiscal 2013
CDW LLC: S&P Raises CCR to 'BB-' & Removes From CreditWatch

CELL THERAPEUTICS: Board OKs $1.3 Million Bonuses to Executives
CHINA NATURAL: Gets OK to Hire Schiff Hardin as Counsel
CHINA NATURAL: Pritchard Approved as Chief Restructuring Officer
COLOR STAR GROWERS: Files for Chapter 11 to Sell Greenhouses
COMARCO INC: Swings to $551,000 Net Income in Oct. 31 Quarter

COMMUNITY HOME: David Mullin Employment Held in Abeyance
CONSOLIDATED ALUMINUM: Files to Deal with Asbestos Suits
COOPER-BOOTH: Tells Court It Is Looking for an Investor
CREATION'S GARDEN: Files Schedules of Assets and Liabilities
CUMULUS MEDIA: Acquires WestwoodOne for $260 Million

DAVID BIRON: Case Summary & 8 Unsecured Creditors
DETROIT, MI: Eligibility Appeals Bypass District Court
DEVONSHIRE PGA: Jan. 10 Set as Claims Bar Date
DIOCESE OF GALLUP, NM: Utilities Barred From Discontinuing Service
DIOCESE OF GALLUP, NM: Wins Approval to Pay Prepetition Wages

DIOCESE OF GALLUP, NM: UST Proposes Fee Requests Protocol
DIOCESE OF GALLUP, NM: Files Schedules of Assets & Debts
DOGWOOD PROPERTIES: Court Okays Hiring of Midsouth Appraisal
DUMA ENERGY: Board OKs Salary Increases and Bonuses
EDISON MISSION: Parent Objects to Being Wiped Out

ENERGY SERVICES: Inks 6th Amendment to United Bank Forbearance
EXCEL MARITIME: Plan Hearing on Jan. 27; Votes Due Jan. 16
EXECUTIVE BENEFITS: Sees More Work for District Judges
FEDERAL-MOGUL CORP: Moody's Rates Amended Sec. Revolver Debt 'Ba2'
FINJAN HOLDINGS: Amends 21.5 Million Common Shares Prospectus

FIRST DATA: Fitch Rates Proposed Sr. Subordinated Notes 'CCC/RR6'
FIRST SEALORD: Claims Bar Date Set for Feb. 7
FLORIDA GAMING: Settlement with Miami Casino Management Approved
FRIENDFINDER NETWORKS: Court Confirms Reorganization Plan
FRIENDFINDER NETWORKS: SEC Bars Release of Securities Lawsuits

GLOBALSTAR INC: Issues 9.5 Million Common Shares to Hughes
GMX RESOURCES: Final Order to Limit Securities Trading Entered
GOLDEN NUGGET: Moody's Raises Corp. Family Rating to 'B2'
GREEN FIELD: Commences Marketing Process for Business & Assets
GREEN PLANET: Suspending Filing of Reports with SEC

GSC GROUP: Capstone's Fees Cut over Disclosure Saga
GSC GROUP: Kaye Scholer Wins $4.2M Attorneys' Fees
GUAM SOLID WASTE MANAGEMENT: Receiver Seeking Bids for Trustee
HALCON RESOURCES: S&P Keeps CCC+ Unsec. Notes Rating After Add-On
HALCON RESOURCES: Moody's Rates $400MM Unsecured Notes 'Caa1'

HCA HOLDINGS: Moody's Alters Ratings Outlook to Positive
HIGDON FURNITURE: Case Summary & 20 Largest Unsecured Creditors
HOME-KIM: Case Summary & 6 Largest Unsecured Creditors
HORIZON LINES: Caspian Capital Held 6% Equity Stake at Dec. 5
ICEWEB INC: Files Financial Statements of KC Nap and CTCI

IDERA PHARMACEUTICALS: Board OKs $500,000 2013 Bonuses for Execs.
IGLOO HOLDINGS: S&P Raises CCR to 'B+' & Removes Rating From Watch
INTELLITRAVEL MEDIA: Jan. 29 Deadline Set for Bankruptcy Sale Bids
INTERNATIONAL LEASE: Fitch Puts 'BB' IDR on Watch Positive
INTERNATIONAL LEASE: Moody's Affirms 'Ba3' CFR Over AerCap Sale

ION MEDIA: Bankruptcy Court Approves Plan of Reorganization
ISTAR FINANCIAL: To Trade on NYSE Under "STAR" Symbol
IZEA INC: Lindsay Gardner Joins IZEA Board of Directors
JEH COMPANY: Bid to Sell 2 Ford Trucks Challenged
LABORATORY PARTNERS: Dec. 19 Bid Deadline for Long-Term Care Unit

LAKELAND INDUSTRIES: Incurs $1.8 Million Net Loss in 3rd Quarter
LEE'S FORD: Hearing on Plan Confirmation Continued Until Jan. 16
LEE'S FORD: Wants Until March 4 to Solicit Plan Votes
LILY GROUP: Court Okays Hiring of Faegre Baker as Panel's Counsel
LOEHMANN'S HOLDINGS: To Use Third Bankruptcy for Liquidation

LOEHMANN'S HOLDINGS: Judge Declines Some Approvals During Hearing
LONE PINE: Files CCAA Restructuring Plan in Alberta Court
LOUDOUN HEIGHTS: Files for Chapter 11 in Virginia
LOUDOUN HEIGHTS: Case Summary & 6 Unsecured Creditors
MADISON PARK CHURCH: To Repay Creditors Fully in 25 Years

MAGYAR TELECOM: NY Bankr. Court Recognizes English Scheme
MASTER AGGREGATES: Employs Charles A. Cuprill as Attorney
MASTER AGGREGATES: Taps Carrasquillo as Financial Consultant
METRO AFFILIATES: Lunenburg Bids Out New School Transport Contract
MGM RESORTS: Moody's Rates New $500MM Sr. Unsecured Notes 'B3'

MGM RESORTS: S&P Assigns 'B+' Rating to $500MM Sr. Unsecured Notes
MICHAELS STORES: S&P Assigns 'CCC+' Rating to $260MM Sub. Notes
MJC AMERICA: Seeks Authority to Use Cash Collateral to Operate
MJC AMERICA: Section 341(a) Meeting Scheduled for Jan. 24
MONTREAL MAINE: Wins 90-Day Extension to Decide on Leases

MONTREAL MAINE: Group Wants Victims' Committee Order Revised
MSD PERFORMANCE: Z Capital Buys Business via Debt Swap
MT LAUREL LODGING: Bank Balks at Continued Access to Cash
NGPL PIPECO: S&P Cuts Corp. Credit Rating to B-; Outlook Negative
NNN CYPRESSWOOD: Case Dismissal Hearing Continued Until Feb. 5

NNN PARKWAY: Hires McNutt Law as Bankruptcy Counsel
NORSE ENERGY: New York State Sued to End Fracking Delays
OCEAN 4660: May Sells Assets to Florida Development for $17MM
ORCHARD SUPPLY: Sears and Alamo Object to Plan
ORCO PROPERTY: Alchemy Partners Issues Open Letter to Shareholders

PACIFIC AUTO: Voluntary Chapter 11 Case Summary
PATRIOT COAL: Bankruptcy Court Confirms Plan of Reorganization
PETROFLOW ENERGY: Montclair Expresses Concern on Equal Energy Sale
PETRON ENERGY: Signs $10-Mil. Investment Agreement with CPUS
PHYSIOTHERAPY ASSOCIATES: Court Expected to Confirm Plan

PIQUA COUNTRY CLUB: Case Summary & 20 Top Unsecured Creditors
PRESSURE BIOSCIENCES: Sells 4,000 Units for $1 Million
RADIOSHACK CORP: Obtains $835 Million in Financing
RESIDENTIAL CAPITAL: Resolves MetLife's RMBS-Related Claims
RORIE INVESTMENTS: Case Summary & 9 Largest Unsecured Creditors

RURAL/METRO CORP: Bankruptcy Court Confirms Plan of Reorganization
SAN BERNARDINO, CA: Eligibility Appeal Bypasses District Court
SAVIENT PHARMACEUTICALS: Claims Bar Date Set for Jan. 17
SCHOOL SPECIALTY: Reports $14.7MM Income for 2nd Qtr. Fiscal 2014
SKYBROOK GOLF CLUB: Under Receivership, To be Auctioned

STAR DYNAMICS: Creditors Consent to Limited Use of Cash Collateral
STAR DYNAMICS: Employs Allen Kuehnle as Bankruptcy Attorneys
STAR DYNAMICS: Hires Womble Carlyle as Special Counsel
STELLAR BIOTECHNOLOGIES: Partners with Amaran to Develop OBI-822
STOCKTON PUBLIC FINANCING: Moody's Removes Ba1 Rating on Rev Bonds

STRASBURG COMMERCIAL: Voluntary Chapter 11 Case Summary
STREAMTRACK INC: Incurs $2.6 Million Net Loss in Fiscal 2013
T BONES MANAGEMENT: Case Summary & 20 Top Unsecured Creditors
THOMAS LOUNGE: Assets to Be Auctioned Off Jan. 14
TLC HEALTH NETWORK: Files for Chapter 11 to Deal With $9-Mil. Debt

TLC HEALTH NETWORK: Case Summary & 20 Largest Unsecured Creditors
TLO LLC: TransUnion Completes Acquisition of Business
TRANSGENOMIC INC: Expands Contractual Agreement with Blue Cross
TRONOX INC: Litigation Trust's Statement on Win Against Kerr-McGee
TTM TECHNOLOGIES: S&P Rates Proposed $150MM Convertible Notes 'BB'

UNITED AMERICAN: Incurs $343,000 Net Loss in Third Quarter
UNITEK GLOBAL: To Issue 2.9MM Common Shares under 2013 Plan
USEC INC: Reaches Agreement with Noteholders on Restructuring
USEC INC: Moody's Lowers CFR & Sr. Unsecured Notes Rating to 'Ca'
USG CORP: To Redeem $325 Million of Convertible Senior Notes

VELTI PLC: GSO Is Winning Bidder for Mobile Marketing Business
VILLAGE AT KNAPP'S: Jan. 15 Hearing on Adequacy of Plan Outline
VISUALANT INC: Unit Renews $1 Million Credit Facility with BFI
WATERSTONE AT PANAMA: Has Until Jan. 6 to File Chapter 11 Plan
WATERSTONE AT PANAMA: Court Okays Deal on Use of Cash Collateral

WEN-KEV MANAGEMENT: Meeting to Form Creditors' Panel Today
WORLD WIDE MINERALS: Starts Arbitration Proceedings v. Kazakhstan
YRC WORLDWIDE: Solus Alternative Hikes Equity Stake to 14.5%

* Chapter 7 Lien-Stripping May Go to U.S. Supreme Court
* New York's High Court Takes Case on Uncompleted Work

* Colorado Joins CFPB in Suing CashCall Short-Term Lender
* Regional Bank Says It Will Take a Charge Because of Volcker Rule
* SEC Calls for Stiff Penalties Against Tourre

* Bingham Elects 10 Lawyers to Partnership
* Huron's Anderson Named CTP of the Year by TMA Chicago/Midwest
* MoFo Steers ResCap to Successful Bankruptcy Exit
* T&W Recognizes Huron as Outstanding Turnaround Firm for 2013
* Thompson Hine Elects New Bankruptcy & Restructuring Partners

* 4th Cir. Appoints Lena James as M.D.N.C. Bankruptcy Judge


                            *********

22ND CENTURY: Buys Cigarette Manufacturing Equipment for $3.2MM
---------------------------------------------------------------
22nd Century Group, Inc., completed the acquisition of cigarette
manufacturing equipment from Todd A. Robinson, not individually,
but in the capacity as Trustee in the Chapter 7 bankruptcy case of
PTM Technologies, Inc., pursuant to the terms of an asset purchase
agreement, as amended.

The purchase price for the equipment required a cash payment of
$3,220,000.  The purchase of the equipment was consummated free
and clear of all liens and other encumbrances in accordance with
the Order of the United States Bankruptcy Court for the Middle
District of North Carolina.

A copy of the Asset Purchase Agreement, as amended, is available
for free at http://is.gd/Qfq1lb

                        About 22nd Century

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

22nd Century incurred a net loss of $6.73 million in 2012, as
compared with a net loss of $1.34 million in 2011.  The Company's
balance sheet at Sept. 30, 2013, showed $3.84 million in total
assets, $20.84 million in total liabilities and a $17 million
total shareholders' deficit.

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


A123 ENERGY: Stephen DeBruyn Named Vice President of Operations
---------------------------------------------------------------
A123 Energy Solutions, a provider of advanced energy storage
systems for utility grid and commercial applications, announced
the appointment of Stephen DeBruyn to the position of Vice
President of Operations.  In this position, Mr. DeBruyn will
oversee all of A123 Energy's manufacturing, quality control, and
supply chain, supporting its business activities and future
growth.

"Steve's background makes him a perfect fit for continuing to
expand A123 Energy's manufacturing presence to meet the needs of
our business.  With his extensive experience in manufacturing, he
is a match to our organization which is fast-paced, emphasizes
continual improvement, and demands high quality," said Bud
Collins, President of A123 Energy.  "After the company was
acquired by Wanxiang we had the need to staff up and help match
manufacturing production with market demand, and Steve's track
record in operations is impeccable."

Prior to this position, Mr. DeBruyn was Executive Vice President
of Manufacturing and Operations at Eppendorf, a major capital
equipment manufacturer in the life sciences industry.  He led a
300+ person organization spread over multiple sites, and while at
Eppendorf, successfully led multiple initiatives that modernized
and upgraded their manufacturing and supply chain functions.
Among these activities was the construction, equipment fit-up, and
staffing of a new 140,000 square foot world class manufacturing
center in Enfield, CT.

"I am excited to join A123 Energy and add to the innovations and
accomplishments they've achieved in the energy storage market,"
said Mr. DeBruyn.  "There is a significant opportunity not only in
grid scale energy storage, but also smaller scale stationary
batteries, in a myriad of applications where A123's technology is
ideal."

Bud added, "As you can see the reports of our demise were greatly
exaggerated.  We have successfully come out of bankruptcy.  We are
part of a strong multi-billion dollar organization with the
Wanxiang Group, we are winning business and we're not done
expanding our staff yet.  With the plans we have in place, we're
actually understaffed.  We're still looking for good people."

                        About A123 Systems

Based in Waltham, Massachusetts, A123 Systems Inc. designed,
developed, manufactured and sold advanced rechargeable lithium-ion
batteries and battery systems and provided research and
development services to government agencies and commercial
customers.  A123 was the recipient of a $249 million federal grant
from the Obama administration.

A123 and U.S. affiliates, A123 Securities Corporation and Grid
Storage Holdings LLC, sought Chapter 11 bankruptcy protection
(Bankr. D. Del. Case Nos. 12-12859 to 12-12861) on Oct. 16, 2012.
A123 disclosed assets of $459.8 million and liabilities totaling
$376 million.  Lawyers at Richards, Layton & Finger, P.A., and
Latham & Watkins LLP serve as the Debtors' counsel.  Lazard Freres
& Co. LLC acts as the Debtors' financial advisors, while Alvarez &
Marsal serves as restructuring advisors.  Logan & Company Inc.
serves as the Debtors' claims and noticing agent.  Brown Rudnick
LLP and Saul Ewing LLP serve as counsel to the Official Committee
of Unsecured Creditors.

Prior to the bankruptcy filing, A123 had an agreement to sell an
80% stake in the business to Chinese auto-parts maker Wanxiang
Group Corp.  U.S. lawmakers opposed the deal over concerns on the
transfer of American taxpayer dollars and technology to China.
When it filed for bankruptcy, the Debtors presented a deal to sell
all assets to Johnson Controls Inc., subject to higher and better
offers.  At the auction in December 2012, most of the assets ended
up being sold for $256.6 million to Wanxiang.  The deal received
approval from the Committee on Foreign Investment in the U.S. on
Jan. 29, 2013.

A123 Systems was renamed B456 Systems Inc., following the sale.

Wanxiang America Corporation and Wanxiang Clean Energy USA Corp.
are represented in the case by lawyers at Young Conaway Stargatt &
Taylor, LLP, and Sidley Austin LLP.  JCI is represented in the
case by Josh Feltman, Esq., at Wachtell Lipton Rosen & Katz LLP.

In May 2013, the Delaware bankruptcy court confirmed the
liquidation plan for A123 Systems Inc.  The Plan repays all
secured creditors in full with some money left over for unsecured
creditors.  Holders of $143.8 million in subordinated notes are
projected to recoup 36.3 percent.  If B456 Systems Inc., the
company's new name, reduces claims to amounts the company believes
correct, the recovery on the subordinated notes could increase to
62.9 percent, according to the disclosure statement.  General
unsecured creditors, who previously were said to have $124 million
in claims, would have roughly the same recovery.


ABC MANUFACTURING: Receiver Takes Possession Under Court Order
--------------------------------------------------------------
Mark Faulhaber writing for the Morgan County Herald reports that
Muskingum County Common Pleas Court Judge Mark Fleegle has granted
a motion filed by North Valley Bank on November 26 for an
appointment of receiver to take possession and control of ABC
Manufacturing in Malta, Ohio.

Martin Management Services, a business consulting and support
organization located in Columbus, has been appointed as receiver
to protect the assets of the company and provide an equitable and
orderly distribution to the creditors of the company, according to
the Morgan County Herald.

"ABC Manufacturing is currently in a seasonal labor reduction or
shutdown mode.  As of now ABC's remaining 15 employees are laid
off," the report quoted consultant Reg Martin as saying.

The report notes that Mr. Martin said organization is doing
everything possible to generate new window orders so workers can
eventually be called back to work.  Meantime, laid off ABC workers
can now begin the process of obtaining back-pay they may be owed
and or collecting unemployment compensation and the debt to the
county could eventually be repaid, the report relates.

"We are now also busy collecting receivables, taking inventory of
equipment and appraising real estate values . . . . We are doing
this to affirm what company can maintain a business like this, if
any.  It is just too early to know exactly what we are faced
with," the report quoted Mr. Martin as saying.

The report relates that Mr. Martin explained that while he is
going forward and looking for ways to bring back people that have
been laid off, by seeking window orders, he still is buying time.
Martin is freezing all orders unless businesses pay in advance for
their windows, the report says.

The report notes that Martin Management Services is attempting to
rehabilitate and obtain the highest values for vendors and
customers.  The plan is to do all that is necessary or appropriate
to preserve, protect and maintain the assets to continue the
operation of the business, the report relates.  Martin Management
plans to complete any and all contracts and provide a reasonable
and efficient plan for the continued operation of the company as a
going concern or liquidate the assets of the company, the report
discloses.

Martin Management will be sending letters and claim forms to get
the maximum return for banks, the county and all outstanding
creditors.

"ABC Manufacturing has been struggling for years and the Morgan
County commissioners have done their due diligence to keep this
company afloat," the report quoted Tim VanHorn, president of the
Board of County Commissioners, as saying.  "We have gone above and
beyond our call of duty to keep jobs in the county," Mr. VanHorn
added, the report relays.


AFFINION GROUP: Moody's Raises Corp. Family Rating to 'Caa1'
------------------------------------------------------------
Moody's Investors Service revised Affinion Group Holdings'
Probability of Default Rating (PDR) to Caa1-PD /LD from Ca-PD
following completion of the holding-company-notes exchange, which
Moody's views as a distressed exchange default event. Moody's
rated Holdings' new, 13.75%/14.5% PIK Toggle notes Caa3, and
Affinion Investments' new, 13.5% Senior Subordinated notes Caa3 as
well. Reflecting the go-forward capital structure and Affinion's
improved liquidity, Moody's also upgraded the company's
speculative grade liquidity rating and corporate family rating,
each by one notch, to SGL-3 and Caa1, respectively (as well as
other ratings, as reflected in the table below). The outlook,
however, remains negative.

Upgrades (and Assessment Changes):

Issuer: Affinion Group Holdings, Inc.

Probability of Default Rating, Upgraded to Caa1-PD /LD from Ca-PD

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

Corporate Family Rating, Upgraded to Caa1 from Caa2

Senior Unsecured Regular Bond/Debenture Nov 15, 2015, Upgraded to
Caa3 (LGD6, 93%) from Ca

Issuer: Affinion Group, Inc.

Senior Secured Bank Credit Facility Oct 9, 2016, Upgraded to B1
(LGD2, 21%) from B2

Senior Secured Bank Credit Facility Apr 9, 2015, Upgraded to B1
(LGD2, 21%) from B2

Senior Unsecured Regular Bond/Debenture Dec 15, 2018, Upgraded to
Caa2 (LGD4, 65%) from Caa3

Assignments:

Issuer: Affinion Group Holdings, Inc.

Senior Secured Regular Bond/Debenture, Assigned Caa3 (LGD6, 93 %)

Issuer: Affinion Investments, LLC

Senior Subordinated Regular Bond/Debenture, Assigned Caa3 (LGD5,
84%)

Outlook Actions:

Issuer: Affinion Group Holdings, Inc.

Outlook, Negative

Issuer: Affinion Group, Inc.

Outlook, Negative

Outlook Assigned:

Issuer: Affinion Investments

Outlook, Negative

Withdrawals:

Issuer: Affinion Group, Inc.

Senior Subordinated Regular Bond/Debenture Oct 15, 2015,
Withdrawn, previously rated Caa3, LGD5, 84 %

Ratings Rationale:

The PDR revision reflects Moody's view that since the debt
exchanges both enable the company to avoid a November 2014
interest payment that otherwise could not be made, and the new
notes constitute a diminished financial obligation relative to the
original obligations and should therefore be designated a
distressed exchange. Moody's will remove the LD modifier in
approximately three days. The new $293 million holding company
notes will be PIK/toggle notes rather than cash pay (which Moody's
expects will PIK) with warrants to purchase stock, while the new
$360 million operating company subordinated notes would be cash-
pay and carry a higher, 13.5% coupon, but (like the holdco notes)
feature a longer maturity than originally scheduled.

The debt restructuring -- which pushes all Affinion bond
maturities to 2018, obviates a springing a maturity, to July 2015,
of the $1.1 billion secured term loan, and reduces annual cash
interest expenses by about $30 million -- should provide Affinion
with a temporal runway for it to manage the transformation of its
business, which is becoming increasingly reliant on the faster
growing loyalty and international segments. The enhanced liquidity
and more sustainable capital structure are the primary reasons for
Moody's upgrade of the CFR to Caa1.

Moody's negative outlook reflects Moody's views that Affinion's
debt-to-EBITDA leverage will increase as a result of the PIK
feature on the holding company notes, and that the company faces
an uphill challenge in its business transformation, which includes
fostering the loyalty segment's growth and increasing penetration
into overseas markets. Those challenges, in turn, could put real
pressure on the company's ability to refinance its revolving
credit facility (including on favorable terms), which expires in
early 2015, a time when Affinion may need to rely more heavily on
external liquidity sources.

What Could Change the Ratings -- Down

The ratings could be downgraded if Affinion's operations fail to
stabilize, as anticipated, during 2014, as evidenced by an
acceleration in revenue weakness or a drifting of debt-to-EBITDA
beyond the mid- to upper-8.0x range that Moody's expects over the
year.

What Could Change the Ratings -- Up

A reversal in Affinion's revenue softness, generating a marked
improvement in free cash flow and leverage, could lead to a
ratings upgrade.


ALLENS INC: Seneca Foods to Buy Operating Assets for $148 Million
-----------------------------------------------------------------
Seneca Foods Corporation on Dec. 17 confirmed that it has entered
into an Asset Purchase Agreement to acquire substantially all the
operating assets of Allens, Inc. for a purchase price of
approximately $148.0 million, subject to a working capital
adjustment, plus the assumption of certain liabilities.  The
transaction is expected to be consummated through a court-
supervised process under Section 363 of the U.S. Bankruptcy Code
and is subject to an auction and Bankruptcy Court approval.  On
October 28, 2013, Allens filed a petition for relief under Chapter
11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for
the Western District of Arkansas in Fayetteville, Arkansas.  The
Purchase Agreement with the Company will serve as the "stalking-
horse bid" in the auction process.  Allens will be seeking
Bankruptcy Court approval of Seneca's Asset Purchase Agreement as
the stalking horse bid and certain bid procedures at a hearing in
the near future.

If the Company is ultimately successful in its acquisition of
these assets, they will fit with the Company's long-term growth
objective to expand its line of canned vegetable offerings to
include sweet potatoes, southern vegetables, and broaden its
offerings of dry beans and spinach.

Miller Buckfire & Co., LLC, a Stifel Company, is serving as the
Company's investment banker.  Jaeckle Fleischmann & Mugel, LLP and
Wright, Lindsey & Jennings LLP are serving as legal advisors.

                        About Allens Inc.

Siloam Springs, Arkansas-based Allens, Inc., a maker of canned and
frozen vegetables in business since 1926, filed for bankruptcy on
Oct. 28, 2013, seeking to sell some divisions or reorganize as a
new company (Case No. 13-bk-73597, Bankr. W.D. Ark.).

The Debtors' proposed counsel are Stan D. Smith, Esq., Lance R.
Miller, Esq., and Chris A. McNulty, Esq., at Mitchell, Williams,
Selig, Gates & Woodyard, P.L.L.C., in Little Rock, Arkansas; and
Nancy A. Mitchell, Esq., Maria J. DiConza, Esq., and Matthew L.
Hinker, Esq., at Greenberg Traurig, LLP, in New York.

Jonathan Hickman of Alvarez & Marsal North America, LLC, will
serve as chief restructuring officer.  Cary Daniel, Nick Campbell
and Markus Lahrkamp of A&M will serve as assistant CROs.

Lazard Freres & Co. LLC and Lazard Middle Market LLC serve as
investment bankers, while GA Keen Realty Advisors, LLC, serves as
real estate advisor.


ALVARION LTD: To Meet Shareholders and Creditors on Jan. 5
----------------------------------------------------------
Alvarion(R) Ltd., in interim liquidation and receivership, will
hold an Extraordinary Meeting of Shareholders and Creditors'
Meetings on January 5, 2013, at the ZOA House, 27 Iben Gvirol St.,
Tel Aviv.

The record date for shareholders entitled to vote at the Special
Meeting is December 17, 2013.  The sole item on the agenda of the
meeting is to approve the Company's proposed creditors' plan of
settlement.  Approval of the proposed plan of settlement requires
the affirmative vote of the holders of a majority of the voting
power represented at the meeting in person or by proxy and voting
on the item.

The shareholder meeting will be held at 3 p.m. Israel time (GMT
+2).  A meeting of senior creditors will be held at 3:30 p.m.,
followed by a meeting of junior, unsecured creditors at 4 p.m.

Yoav Kfir, CPA, the Company's Receiver and Special Manager, will
be available at the meetings to review and discuss the proposed
creditors' plan of settlement.


AMERICAN AIRLINES: 0.0665 AAL Shares to be Paid Per AAMRQ Share
---------------------------------------------------------------
The consummation of the merger between AMR Corporation and US
Airways Group, Inc. and the effectiveness of AMR's Plan of
Reorganization will result in the distribution of American
Airlines Group Inc. common stock (NASDAQ: AAL) and convertible
preferred stock (NASDAQ: AALCP) to equity holders, creditors and
employees of AMR Corporation.

American Airlines Group Inc. has determined that holders of AMR
common stock (formerly traded under the symbol: "AAMRQ") will
receive, for each share of AMR common stock, an initial
distribution of approximately 0.0665 shares of AAL in connection
with the occurrence of the effective date of the Plan.  AAMRQ
holders may in the future receive additional distributions based
on the trading price of AAL common stock during the 120 day
period after the effective date and the total amount of allowed
claims, in each case, in accordance with the terms of the Plan.

                     About American Airlines

AMR Corp. and its subsidiaries including American Airlines, the
third largest airline in the United States, filed for bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan
on Nov. 29, 2011, after failing to secure cost-cutting labor
agreements.  AMR, previously the world's largest airline prior to
mergers by other airlines, is the last of the so-called U.S.
legacy airlines to seek court protection from creditors.

Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the
Debtors.  Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law
Group, Chartered, are on board as special counsel.  Rothschild
Inc., is the financial advisor.  Garden City Group Inc. is the
claims and notice agent.

Jack Butler, Esq., John Lyons, Esq., Felecia Perlman, Esq., and
Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP
serve as counsel to the Official Committee of Unsecured Creditors
in AMR's chapter 11 proceedings.  Togut, Segal & Segal LLP is the
co-counsel for conflicts and other matters; Moelis & Company LLC
is the investment banker, and Mesirow Financial Consulting, LLC,
is the financial advisor.

The Retiree Committee is represented by Jenner & Block LLP's
Catherine L. Steege, Esq., Charles B. Sklarsky, Esq., and Marc B.
Hankin, Esq.

AMR and US Airways Group, Inc., on Feb. 14, 2013, announced a
definitive merger agreement under which the companies will combine
to create a premier global carrier, which will have an implied
combined equity value of approximately $11 billion.

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

Judge Sean Lane confirmed the Plan despite the lawsuit filed by
the U.S. Department of Justice and several states' attorney
general complaining that the merger violates antitrust laws.

In November 2013, AMR and the U.S. Justice Department a settlement
of the anti-trust suit.  The settlements require the airlines to
shed 104 slots at Reagan National Airport in Washington and 34 at
LaGuardia Airport in New York.

AMR stepped out of Chapter 11 protection after its $17 billion
merger with US Airways was formally completed on Dec. 9, 2013.

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


AMERICAN AIRLINES: US Airways to Join oneworld in March
-------------------------------------------------------
US Airways will join oneworld(R) with effect from March 31, 2014,
following completion of its merger with alliance founding member
American Airlines.  All its regional affiliates, operating under
the US Airways Express brand, will also transition to oneworld at
the same time.

Their entry into oneworld with effect from the first flights on
March 31, 2014 will follow immediately upon their exit from the
Star Alliance with the final flights on March 30, 2014.  All
parties are taking every effort to ensure that the alliance
transition is as seamless as possible for customers.

Until the full integration of American Airlines and US Airways --
which will see the combined airline retaining the American
Airlines name -- US Airways and its regional carriers will
operate as oneworld affiliate members, under the American
umbrella.

They will offer oneworld's full range of services and benefits --
although some may be phased in shortly after US Airways joins.
US Airways, American and their oneworld partners are working to
provide the most popular benefits and services on an accelerated
timeline.

A thorough communications plan is being developed to brief
customers in detail on all the benefits and privileges they will
receive with US Airways as a member of oneworld and as those
benefits become available.

During the transition period as they work towards their full
integration, American and US Airways will maintain their current
loyalty programs.

US Airways underlined that all its Dividend Miles cardholders
will maintain all miles earned and their tier status.  Dividend
Miles Preferred members will be sent new membership cards with
the oneworld logo, for use from 31 March.

Dividend Miles Chairman cardholders will have the top Emerald
status in the oneworld programme.  Dividend Miles Platinum and
Gold will be equivalent to oneworld Sapphire and Dividend Miles
Silver will be oneworld Ruby.

From March 31, Dividend Miles Chairman, Platinum and Gold members
will be able to access some 600 airport lounges worldwide offered
by oneworld member airlines when they fly with one of the
alliance's carriers.  As oneworld Emeralds, Dividend Miles
Chairman cardholders will be able to use First Class lounges,
where available -- and receive an additional baggage allowance
and access fast tracks through departure security at select
airports.

All Dividend Miles members will be able to earn mileage and
status points when flying on any oneworld member airline from
March 31, but the ability to redeem mileage rewards for flights
on other oneworld airlines may be phased in shortly afterwards.

The 140 million members of established oneworld airlines'
frequent flyer programmes will also receive alliance services and
benefits when flying on US Airways from March, 31.  From day one,
this will include the ability to earn mileage and tier status
points and, for Emerald and Sapphire cardholders, to access US
Airways' lounges when flying on oneworld departures, although the
ability to redeem rewards for flights on US Airways, may be
phased in shortly afterwards.

As it becomes part of the group on March 31, 2014, US Airways'
network will be covered by oneworld's range of alliance fares --
the most extensive offered by any of the global alliances.

On its own, US Airways is the fifth largest airline in the USA
and one of the 30 largest in the world.  With its regional
affiliates, it serves more than 200 destinations and 30 countries
with a fleet of more than 625 aircraft.  It carried 82.5 million
passengers in 2012 and currently operates 3,200 departures a day.

It will add 60 destinations to the oneworld map -- most in its US
home but also three in Canada and one in Mexico -- along with its
key hubs of Charlotte, Philadelphia, Phoenix and Washington DC's
Reagan National, expanding oneworld's presence across the USA,
particularly throughout the East Coast and across the North
Atlantic.

Its merger with American Airlines creates the world's largest
airline on most measures, giving oneworld the leading alliance
position in the USA, the world's largest air travel market.  The
new American will offer service to more than 330 destinations in
more than 50 countries, carrying 190 million passengers a year on
a fleet of 1,500 aircraft.

The addition of US Airways represents the latest landmark in
oneworld's biggest membership expansion yet.  Other elements
elsewhere in the world include:

     * The addition of Malaysia Airlines, one of the industry's
       most frequent award winners, on February 1, further
       strengthening oneworld's position in South East Asia, one
       of the fastest growing regions for air travel demand.

     * The induction on October 1, 2013 of LAN Colombia, the
       second largest airline in South America's second biggest
       economy, the final part of the LAN group to join oneworld.

     * The introduction on October 30, 2013 of Qatar Airways, one
       of the fastest growing and most highly rated airlines in
       the world and the only one of the big Gulf carriers to
       join any global alliance, making oneworld the leading
       alliance in the Middle East.

     * The forthcoming transition to oneworld by TAM, the leading
       airline in Latin America's leading economy, Brazil, with
       its Paraguayan affiliate to be added soon afterwards. This
       will complete the consolidation in oneworld of all the
       passenger carriers in LATAM Airlines Group, the region's
       leading airline group, building on oneworld's position as
       the leading global airline alliance serving Latin America.

     * The introduction early next year of SriLankan Airlines, as
       the first airline from the Indian subcontinent to join any
       global alliance, which, with Qatar Airways, will make
       oneworld the leading alliance in the region.

With the addition of these airlines, the oneworld network will
expand to almost a thousand destinations in more than 150
countries, served by 14,250 daily departures -- equivalent to a
oneworld flight taking off or landing every three seconds around
the clock -- carrying 475 million passengers last year and
generating annual revenues of US$ 140 billion.

American Airlines' CEO Doug Parker said: "As we work toward
creating the new American, network strength and breadth are
essential components in building what will be world's greatest
airline. We look forward to providing our customers with access
to key points all around the world via oneworld.  Adding US
Airways to the roster of oneworld member airlines is a
significant step we will take as we combine the two carriers to
create the new American."

American Airlines' Chairman Tom Horton -- who also serves as
Chairman of oneworld -- said: "The oneworld alliance was formed
with one goal in mind: to create the finest customer experience
for frequent international travelers.  That remains our focus
today, as the alliance welcomes another great airline into the
fold.  The addition of US Airways will significantly strengthen
the alliance's presence in the US and provide US Airways
customers access to a truly global network."

oneworld's CEO Bruce Ashby said: "The addition of US Airways to
oneworld represents a significant milestone in our journey to
establish oneworld as the first choice airline alliance for
frequent international travellers the world over.  We look
forward to welcoming US Airways, its customers and employees on
board the world's premier global airline alliance with effect
from 31 March next year."

                          About oneworld

oneworld is an alliance of the world's leading airlines committed
to providing the highest level of service and convenience to
frequent international travellers.  These include leading brands
from each global region.  Besides American, they feature LAN from
South America; airberlin, British Airways, Finnair, Iberia and
Russia's S7 Airlines from Europe; Qatar Airways and Royal
Jordanian, from the Middle East; Asia-Pacific's Cathay Pacific
Airways, Japan Airlines, Malaysia Airlines and Qantas; and some
30 affiliated airlines.   Besides US Airways, Brazil's TAM and
SriLankan Airlines are also lining up to join early next year.

oneworld member airlines work together to deliver consistently a
superior, seamless travel experience, with special privileges and
rewards for frequent flyers, including earning and redeeming
miles and points across the entire alliance network. Top tier
cardholders (Emerald and Sapphire) enjoy access to some 600
airport lounges. The most regular travellers (Emerald) can also
use fast track security lanes at select airports and extra
baggage allowances.

oneworld is currently the holder of an unprecedented seven
leading international awards for airline alliances -- more than
any other airline alliance has held before.  It was named World's
Best Airline Alliance in the 2013 World Airline Awards by the
independent Skytrax airline quality ratings agency, the Best
Airline Alliance by Global Traveler in its GT Tested Reader
Survey 2013 Awards for the fourth year running, the World's
Leading Airline Alliance in the 2013 World Travel Awards for the
11th year running, Business Traveller's Best Airline Alliance
2013, Premier Traveler's Best Airline Alliance 2013, Australian
Business Traveller Best Airline Alliance in 2012 for the second
year running, and FlightStats Airline Alliance On-Time
Performance 2012 winner, believed to have been the first time a
punctuality award has been presented to any airline alliance.


AMERICAN APPAREL: To Sell $50 Million Worth of Securities
---------------------------------------------------------
American Apparel, Inc., intends to sell an indeterminate number of
shares of its common stock, preferred stock and warrants.  The
Company may offer these securities separately or as units, which
may include combinations of the securities.  The Company will
describe in a prospectus supplement the securities it is offering
and selling, as well as the specific terms of the securities.

The Company's common stock trades on the NYSE MKT under the symbol
"APP."  On Dec. 11, 2013, the closing price for the Company's
common stock, as reported on the NYSE MKT, was $1.15 per share.

The proposed maximum aggregate offering price of the securities is
$50 million.

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

                         http://is.gd/QgbZOa

                       About American Apparel

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

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

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

The Company incurred a net loss of $37.27 million in 2012, as
compared with a net loss of $39.31 million in 2011.  The Company's
balance sheet at Sept. 30, 2013, showed $332.93 million in total
assets, $389.12 million in total liabilities and a $56.19 million
total stockholders' deficit.

                           *     *     *

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


AMERICAN INTERNTATIONAL: ILFC Sale No Impact on Fitch Ratings
-------------------------------------------------------------
Fitch Ratings comments that the ratings of American International
Group, Inc. (AIG), including the 'BBB+' Issuer Default Rating
(IDR) and 'BBB' senior debt rating are unaffected by the company's
announcement of a proposed sale of aircraft leasing subsidiary
International Lease Finance Corporation (ILFC) to AerCap Holdings
N.V. for a purchase price of approximately $5.4 billion.

The transaction is expected to close in the second quarter of
2014. This announcement coincides with the termination of plans to
sell 90% of ILFC to Jumbo Acquisition Limited, a consortium of
Chinese investors that was announced in December 2012.

The sale of ILFC will move AIG further towards eliminating non-
core financial operations, reduce consolidated financial leverage,
and enhance corporate focus on global non-life insurance and U.S.
life insurance and retirement services operations. AIG recorded a
loss on the sale of ILFC of $4.4 billion after-tax, and classified
its holdings in ILFC as held for sale at year-end 2012.

AIG will receive proceeds of approximately $3 billion in cash and
$2.4 billion in newly issued common shares representing
approximately 46% ownership in the combined company. AIG will also
provide the new company with a $1 billion five-year unsecured
committed five-year credit facility. The planned sale to AerCap
leaves AIG with a larger minority position in an aircraft leasing
organization relative to the previous proposed transaction.

Closing of the ILFC sale will not meaningfully affect AIG's
consolidated shareholders' equity, but elimination of ILFC debt
and airplane purchase commitments will reduce AIG's total
financial commitments (TFC) ratio as calculated by Fitch from 1.2x
to a pro forma level of approximately 0.7x.

Fitch currently rates the AIG entities as follows:

AGC Life Insurance Company
American General Life Insurance Company
The Variable Annuity Life Insurance Company
United States Life Insurance Company in the City of New York
-- Insurer Financial Strength (IFS) rating 'A+'; Stable Outlook.

AIU Insurance Company
American Home Assurance Company
Chartis Casualty Company
AIG Europe Limited
AIG MEA Insurance Company Limited
American International Overseas Limited
Chartis Property Casualty Company
Chartis Specialty Insurance Company
Commerce & Industry Insurance Company
Granite State Insurance Company
Illinois National Insurance Company
Insurance Company of the State of Pennsylvania
Lexington Insurance Company
National Union Fire Insurance Company of Pittsburgh, PA
New Hampshire Insurance Company
-- IFS rating 'A'; Stable Outlook.

American International Group, Inc.
-- Long-term IDR at 'BBB+' Outlook Stable.

AIG International, Inc.
-- Long-term IDR 'BBB+', Outlook Stable;
-- $175 million of 5.60% senior unsecured notes due
   July 31,2097 'BBB'.

American International Group, Inc.
-- Various senior unsecured note issues 'BBB';
-- $1 billion of 4.125% senior unsecured notes due Feb. 15,
   2024 at 'BBB'.
-- $1.5 billion of 4.875% senior unsecured notes due
   June 2022 'BBB'.
-- $800 million of 4.875% senior unsecured notes due
   Sept. 15, 2016 'BBB';
-- EUR420.975 million of 6.797% senior unsecured notes due
   Nov. 15, 2017 'BBB';
-- GBP323.465 million of 6.765% senior unsecured notes due
   Nov. 15, 2017 'BBB';
-- GBP338.757 million of 6.765% senior unsecured notes due
   Nov. 15, 2017 'BBB';
-- $256.161 million of 6.820% senior unsecured notes due
   Nov. 15, 2037 'BBB';
-- $1 billion of 3.375% senior unsecured notes due Aug. 15,
   2020 'BBB';
-- USD250 million of 2.375% subordinated notes due Aug. 24,
   2015 'BBB-';
-- EUR750 million of 8.00% series A-7 junior subordinated
   debentures due May 22, 2038 'BB+';
-- $4 billion of 8.175% series A-6 junior subordinated debentures
   due May 15, 2058 'BB+';
-- GBP309.850 million of 5.75% series A-2 junior
   subordinated debentures due March 15, 2067 'BB+';
-- EUR409.050 million of 4.875% series A-3 junior subordinated
   debentures due March 15, 2067 'BB+';
-- GBP900 million of 8.625% series A-8 junior subordinated
   debentures due May 22, 2068 'BB+';
-- $687.581 million of 6.25% series A-1 junior subordinated
   debentures due March 15, 2087 'BB+'.

AIG Life Holdings, Inc.
-- Long-term IDR 'BBB+'; Outlook Stable;
-- $150 million of 7.50% senior unsecured notes due July 15,
   2025 'BBB';
-- $150 million of 6.625% senior unsecured notes due Feb. 15,
   2029 'BBB';
-- $300 million of 8.50% junior subordinated debentures due
   July 1, 2030 'BB+';
-- $500 million of 7.57% junior subordinated debentures due
   Dec. 1, 2045 'BB+'.
-- $500 million of 8.125% junior subordinated debentures due
   March 15, 2046 'BB+'.

ASIF II Program
ASIF III Program
ASIF Global Financing
--Program ratings 'A'.


AMR CORP: Jan. 23 Set as Bar Date for Lease Rejection Claims
------------------------------------------------------------
The Fourth Amended Joint Chapter 11 Plan of AMR Corporation,
American Airlines and their affiliated debtors became effective
Dec. 9, 2013, and American implemented its merger deal with US
Airways Group.

Meanwhile, all proofs of claim arising from the rejection of
executory contracts or unexpired elases that have been rejected
pursuant to the Plan must be filed with the Bankruptcy Court and
served on the Debtors and the Official Committee of Unsecured
Creditors on or before Jan. 23, 2014.  Late-filed claims will be
forever barred and will not be enforceable agains the Debtors or
any property to be distributed undere the Plan.

                     About American Airlines

AMR Corp. and its subsidiaries including American Airlines, the
third largest airline in the United States, filed for bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan
on Nov. 29, 2011, after failing to secure cost-cutting labor
agreements.  AMR, previously the world's largest airline prior to
mergers by other airlines, is the last of the so-called U.S.
legacy airlines to seek court protection from creditors.

Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the
Debtors.  Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law
Group, Chartered, are on board as special counsel.  Rothschild
Inc., is the financial advisor.  Garden City Group Inc. is the
claims and notice agent.

Jack Butler, Esq., John Lyons, Esq., Felecia Perlman, Esq., and
Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP
serve as counsel to the Official Committee of Unsecured Creditors
in AMR's chapter 11 proceedings.  Togut, Segal & Segal LLP is the
co-counsel for conflicts and other matters; Moelis & Company LLC
is the investment banker, and Mesirow Financial Consulting, LLC,
is the financial advisor.

The Retiree Committee is represented by Jenner & Block LLP's
Catherine L. Steege, Esq., Charles B. Sklarsky, Esq., and Marc B.
Hankin, Esq.

AMR and US Airways Group, Inc., on Feb. 14, 2013, announced a
definitive merger agreement under which the companies will combine
to create a premier global carrier, which will have an implied
combined equity value of approximately $11 billion.

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

Judge Sean Lane confirmed the Plan despite the lawsuit filed by
the U.S. Department of Justice and several states' attorney
general complaining that the merger violates antitrust laws.

In November 2013, AMR and the U.S. Justice Department a settlement
of the anti-trust suit.  The settlements require the airlines to
shed 104 slots at Reagan National Airport in Washington and 34 at
LaGuardia Airport in New York.

AMR Corp. stepped out of Chapter 11 protection after its $17
billion merger with US Airways was formally completed on Dec. 9.

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)


ARCHDIOCESE OF MILWAUKEE: Victims Ask Vatican for Cemetery Funds
----------------------------------------------------------------
A group of priests and clergy sexual abuse victims has asked
Roman Catholic officials at the Vatican to make more than $50
million from a cemetery trust fund available to settle claims
against the Archdiocese of Milwaukee, according to a report by
The Associated Press.

The letter to the Congregation for the Clergy essentially asks it
to undo an order that authorized Cardinal Timothy Dolan of New
York to create the trust fund in 2007, when he was archbishop in
Milwaukee, the news agency reported.

The order approved Mr. Dolan's plan to transfer $57 million into
the cemetery trust as the Archdiocese of Milwaukee prepared to
file for bankruptcy protection.

The fund had been seen as a significant asset of the Archdiocese
of Milwaukee, which sex abuse victims could recover in
compensation for their claims.  But a federal judge ruled that
forcing the archdiocese to tap the cemetery trust to fund a
settlement with sex abuse victims would violate its free exercise
of religion under the First Amendment and the Religious Freedom
Restoration Act of 1993.

Jerry Topczewski, chief of staff for Milwaukee Archbishop Jerome
Listecki, said voiding the Vatican approval for the transfer
would have no effect on the availability of those funds because
they were always segregated for the maintenance of cemeteries,
according to a report by the Milwaukee Journal Sentinel.

Timothy Nixon, the attorney representing the trust and Mr.
Listecki as its sole trustee, said that while victims have a
right to seek Vatican action, "this is a matter that should be
decided by the courts, based on the law."

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

                  About Archdiocese of Milwaukee

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

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

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

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

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

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


ASPEN GROUP: Incurs $1.4 Million Net Loss in Oct. 31 Quarter
------------------------------------------------------------
Aspen Group, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.39 million on $885,338 of revenues for the three months
ended Oct. 31, 2013, as compared with a net loss of $1.27 million
on $727,640 of revenues for the same period during the prior year.

For the six months ended Oct. 31, 2013, the Company reported a net
loss of $2.50 million on $1.81 million of revenues as compared
with a net loss of $3.02 million on $1.42 million of revenues for
the same period a year ago.

The Company's balance sheet at Oct. 31, 2013, showed $4.49 million
in total assets, $5.45 million in total liabilities and a $957,652
total stockholders' deficiency.

"As of December 6, 2013, Aspen Group had borrowed approximately
$245,000 under its line of credit and had approximately $1,280,000
in cash, of which $400,000 was restricted.  The restricted cash is
comprised of approximately $135,000 in Title IV accounts that may
be disbursed to Aspen Group in the future if participating
students complete their given courses, and approximately $265,000
pledged as security in the form of a letter of credit as required
by the DOE.  Assuming we continue to grow the business and
continue to reduce operating costs, we expect to achieve positive
Adjusted EBITDA in mid-calendar 2014.  In order to have sufficient
working capital and to grow its business, the Company is
considering equity financing options to raise capital prior to the
end of the fiscal year.  If the Company is unable to achieve
positive cash flow by mid-2014, and is unsuccessful in raising
capital, we will need to significantly reduce operating expenses
to continue as a going concern," the Company said in the Form
10-Q.

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

                         http://is.gd/MBSRsQ

                          About Aspen Group

Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in
1987 as the International School of Information Management.  On
Sept. 30, 2004, it was acquired by Higher Education Management
Group, Inc., and changed its name to Aspen University Inc.  On
May 13, 2011, the Company formed in Colorado a subsidiary, Aspen
University Marketing, LLC, which is currently inactive.  On
March 13, 2012, the Company was recapitalized in a reverse merger.

Aspen's mission is to become an institution of choice for adult
learners by offering cost-effective, comprehensive, and relevant
online education.  Approximately 88 percent of the Company's
degree-seeking students (as of June 30, 2012) were enrolled in
graduate degree programs (Master or Doctorate degree program).
Since 1993, the Company has been nationally accredited by the
Distance Education and Training Council, a national accrediting
agency recognized by the U.S. Department of Education.

The Company reported a net loss of $6.01 million on $2.68 million
of revenues for the year ended Dec. 31, 2012, as compared with a
net loss of $2.13 million on $2.34 million of revenues during the
prior year.

Salberg & Company, P.A., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements
for the transition period ending April 30, 2013.  The independent
auditors noted that the Company has a net loss allocable to common
stockholders and net cash used in operating activities for the
four months ended April 30, 2013, of $1,402,982 and $918,941,
respectively, and has an accumulated deficit of $12,740,086 at
April 30, 2013.  These matters raise substantial doubt about the
Company's ability to continue as a going concern.


BIG LOTS: Sault Ste. Marie, Ontario Store to Close
--------------------------------------------------
Sault Ste. Marie, Ontario-based SooToday.com reports that local
Liquidation World employees received some bad news recently when
they were informed their store will be closing in the near future.

The Sault Ste. Marie store on Trunk Road has been in operation
since 2007.

According to the report, the US parent company Big Lots, who
purchased Liquidation World just two years ago disclosed January
5, by press release, that they are closing all 73 Canadian
Liquidation World stores and five Big Lots Canadian stores.

The press release, which also reported the company's fiscal third
quarter results, said in part "We acquired a struggling Canadian
business in July 2011 with the intention of revitalizing it and
using it as the base for bringing extreme value merchandising and
the Big Lots brand to customers in Canada.  Over the last two
years, we have invested in this business and our team in Canada
has worked diligently to turn it around.  However, we have not
been able to gain the necessary traction in the Canadian
marketplace that had originally been anticipated", sootoday.com
relays.

The Big Lots press release, they intend on ceasing operation of
their Canadian stores in the first quarter of the 2014 fiscal
year, the report notes.


BODY SHAPING GYM: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Body Shaping Gym, Inc. a California Corporation
           dba Gold's Gym of Oxnard
        2251 E Gonzales Rd
        Oxnard, CA 93036

Case No.: 13-12995

Chapter 11 Petition Date: December 16, 2013

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

Judge: Hon. Robin Riblet

Debtor's Counsel: William E Winfield, Esq.
                  LOWTHORP RICHARDS ET AL
                  300 Esplanade Drive, Suite 850
                  PO Box 5167
                  Oxnard, CA 93031
                  Tel: 805-981-8555
                  Email: wwinfield@lrmmt.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $50 million to $100 million

The petition was signed by Noel Thompson, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb13-12995.pdf


BON-TON STORES: Inks Second Amendment to BofA Credit Agreement
--------------------------------------------------------------
The Bon-Ton Department Stores, Inc., Carson Pirie Scott II, Inc.,
Bon-Ton Distribution, Inc., McRIL, LLC, and The Bon-Ton Stores of
Lancaster, Inc., as borrowers, and The Bon-Ton Stores, Inc., and
certain other subsidiaries as obligors, entered into a Second
Amendment to the Second Amended and Restated Loan and Security
Agreement, with Bank of America, N.A., as Agent, and certain
financial institutions as lenders, dated March 21, 2011.

The Second Amendment (i) decreases the margins applicable to
borrowings under the revolving commitments for loans under the
Loan Agreement by 0.50 percent, (ii) decreases the unused line fee
from 0.50 percent or 0.375 percent depending on facility usage to
0.25 percent, (ii) extends the maturity date of the commitments
under the Loan Agreement to the earlier of Dec. 12, 2018, and a
springing maturity date based on the maturity of the Company's
senior notes and any junior debt, (iii) excludes from the
calculation of such springing maturity date the existing mortgage
loan debt and up to $60 million of the Company's senior notes,
(iv) relaxes certain covenants in the Loan Agreement governing the
Company's ability to make acquisitions, distributions, investments
and payments on certain debt, (v) relaxes certain of the borrowing
base calculations and cash management requirements in the Loan
Agreement and (vi) makes certain other changes to the terms of the
Loan Agreement.

A copy of the Second Amendment is available for free at:

                        http://is.gd/uF5seN

                        About Bon-Ton Stores

The Bon-Ton Stores, Inc., with corporate headquarters in York,
Pennsylvania and Milwaukee, Wisconsin, operates 273 department
stores, which includes 11 furniture galleries, in 24 states in the
Northeast, Midwest and upper Great Plains under the Bon-Ton,
Bergner's, Boston Store, Carson Pirie Scott, Elder-Beerman,
Herberger's and Younkers nameplates and, in the Detroit, Michigan
area, under the Parisian nameplate.

Bon-Ton Stores disclosed a net loss of $21.55 million for the year
ended Feb. 2, 2013, as compared with a net loss of $12.12 million
for the year ended Jan. 28, 2012.  The Company's balance sheet at
Nov. 2, 2013, showed $1.80 billion in total assets, $1.75 billion
in total liabilities and $48.87 million in total shareholders'
equity.

                             *     *     *

As reported by the TCR on May 15, 2013, Moody's Investors Service
upgraded The Bon-Ton Stores, Inc.'s Corporate Family Rating to B3
from Caa1 and its Probability of Default Rating to B3-PD from
Caa1-PD.

"The upgrade of Bon-Ton's Corporate Family Rating considers the
company's ability to drive modest same store sales growth as well
as operating margin expansion beginning in the second half of 2012
and that these positive trends have continued, with the company
reporting that its same store were positive, and EBITDA margins
expanded, in the first fiscal quarter of 2013," said Moody's Vice
President Scott Tuhy.

As reported by the TCR on May 17, 2013, Standard & Poor's Ratings
Services affirmed the 'B-' corporate credit rating on The Bon-Ton
Stores Inc.


BT12 LLC: Case Summary & 6 Unsecured Creditors
----------------------------------------------
Debtor: BT12, LLC
        5101 Nelson Road, Suite 100
        Morrisville, NC 27560

Case No.: 13-07752

Chapter 11 Petition Date: December 16, 2013

Court: United States Bankruptcy Court
       Eastern District of North Carolina

Judge: Hon. Stephani W. Humrickhouse

Debtor's Counsel: J.M. Cook, Esq.
                  ATTORNEY AT LAW
                  5886 Faringdon Place, Suite 100
                  Raleigh, NC 27609
                  Tel: 919 675-2411
                  Email: J.M.Cook@jmcookesq.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Yon B. Jeon, member/manager.

A list of the Debtor's six largest unsecured creditors is
available for free at http://bankrupt.com/misc/nceb13-7752.pdf


CAPITOL BANCORP: Creditors Vote Down Chapter 11 Plan
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Capitol Bancorp Ltd. is facing a particularly
contentious confirmation hearing on Dec. 17 when it seeks
bankruptcy court approval of its Chapter 11 plan.

According to the report, difficulties will arise in no small part
because classes representing senior noteholders, holders of trust-
preferred securities and general unsecured creditors all voted
against the plan put forth by the Lansing, Michigan-based bank
holding company.

Only shareholders and holders of $39,500 in priority claims were
in favor of the proposal.

The official committee of unsecured creditors already filed
appeals of the bankruptcy court's approval of selling the
remaining banks to Wilbur Ross' Talmer Bancorp Inc. The committee
is also appealing approval of a settlement with the Federal
Deposit Insurance Corp.

The committee said that the FDIC settlement and the sale to Talmer
together amount to a "sub rosa plan" that would "dictate the
distribution of virtually all of the estate's remaining assets."

At the Dec. 17 hearing in Detroit, the committee is to ask the
judge to postpone the plan-confirmation hearing until a district
judge can rule on the two appeals.

Capitol filed papers on Dec. 16 saying the committee's request
amounted to an "eleventh-hour attempt to torpedo the debtor's
asset sale to Talmer." If the judge grants a stay pending appeal,
Capitol wants the committee to post a bond for $96.5 million.

Absent a sale, Capitol said, the FDIC would take over the banks.
In one month this year, four different Capitol bank subsidiaries
were taken over.

                     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.


CASH STORE: Incurs C$35.5 Million Net Loss in Fiscal 2013
---------------------------------------------------------
The Cash Store Financial Services Inc. filed with the U.S.
Securities and Exchange Commission its annual report on Form 20-F
disclosing a net loss and comprehensive loss of C$35.53 million on
C$190.76 million of revenue for the year ended Sept. 30, 2013, as
compared with a net loss and comprehensive loss of C$43.52 million
on C$187.41 million of revenue for the year ended Sept. 30, 2012.

As of Sept. 30, 2013, the Company had C$164.58 million in total
assets, C$165.90 million in total liabilities and a C$1.32 million
shareholders' deficit.

"Fiscal 2013 was an important year for our company," said Gordon
Reykdal, CEO.  "We have made significant strides in improving our
branch operating margins this year and that bodes very well for
the future of the company.  Our 24% branch operating margin
improvement is all the more impressive given that we achieved this
while transitioning our core consumer lending and brokered
products to lines of credit in Manitoba and Ontario.  These unique
products offer our customers an opportunity to lower their costs
and rebuild their credit rating, while giving us a competitive
edge.  We are very encouraged by the loan volume and revenue
generated from these new products."

"We also made a number of changes to the Board and management in
2013, welcoming new directors and executives with the experience
and expertise to help lead us through the execution of our
ambitious plans in 2014.  We are looking to grow our online
operations, make operational improvements, continue to refine our
lines of credit, grow revenues from other financial products, all
the while further reducing our corporate overhead costs.  We have
also secured a credit facility to fund these important growth
initiatives."

A copy of the Form 20-F is available for free at:

                        http://is.gd/8zSsP1

                    About Cash Store Financial

Headquartered in Edmonton, Alberta, The Cash Store Financial is
the only lender and broker of short-term advances and provider of
other financial services in Canada that is listed on the Toronto
Stock Exchange (TSX: CSF).  Cash Store Financial also trades on
the New York Stock Exchange (NYSE: CSFS).  Cash Store Financial
operates 512 branches across Canada under the banners "Cash Store
Financial" and "Instaloans".  Cash Store Financial also operates
25 branches in the United Kingdom.

Cash Store Financial is a Canadian corporation that is not
affiliated with Cottonwood Financial Ltd. or the outlets
Cottonwood Financial Ltd. operates in the United States under the
name "Cash Store".  Cash Store Financial does not do business
under the name "Cash Store" in the United States and does not own
or provide any consumer lending services in the United States.

Cash Store Financial employs approximately 1,900 associates.

                          *     *     *

As reported in the Feb. 8, 2013 edition of the TCR, Standard &
Poor's Ratings Services lowered its issuer credit rating on Cash
Store Financial (CSF) to 'CCC+' from 'B-'.  The outlook is
negative.

"The downgrades follow a proposal by the payday loan registrar in
Ontario to revoke CSF's payday lending licenses and CSF's
announcement that it has discontinued its payday loan product in
the region," said Standard & Poor's credit analyst Igor Koyfman.
The company's businesses in Ontario, which account for
approximately one-third of its store count, will begin offering a
new line of credit product to its customers.  S&P believes this is
to offset the loss of its payday lending product; however, this is
a relatively new product, and S&P believes that it will be
challenging for the company to replace its lost earnings from the
payday loan product.  S&P also believes that the registrar's
proposal could lead to similar actions in other territories.

As reported by the TCR on May 22, 2013, Moody's Investors Service
downgraded the Corporate Family Rating and senior unsecured debt
rating of Cash Store Financial Services to Caa1 from B3 and
assigned a negative outlook.  According to Moody's, CSFS remains
unprofitable on both the pretax and net income lines and prospects
for return to profitability are unclear.


CDW LLC: S&P Raises CCR to 'BB-' & Removes From CreditWatch
-----------------------------------------------------------
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Vernon Hills, Ill.-based CDW LLC to 'BB-' from
'B+'.  The outlook is stable.

In addition, S&P raised its rating on CDW's senior secured debt to
'BB-' from 'B+'.  The recovery rating remains '3', indicating
S&P's expectation of meaningful (50% to 70%) recovery in the event
of a payment default.  S&P also raised its rating on CDW's
unsecured debt to 'B' from 'B-'.  The recovery rating remains '6',
indicating S&P's expectation of negligible (0% to 10%) recovery in
the event of a payment default.

S&P removed all ratings from CreditWatch, where it had placed them
with positive implications on Nov. 26, 2013.

"We base our upgrade primarily on a reassessment of CDW's
financial sponsor ownership as part of its credit risk profile,"
said Standard & Poor's credit analyst Molly Toll-Reed.

S&P's assessment of CDW's financial risk profile remains
"aggressive", due to its majority sponsor ownership and its
expectation that leverage will remain in excess of 4x over the
near term.  However, S&P's criteria no longer place further
constraints on the ratings on sponsor-owned companies.
Consequently, S&P is raising the corporate credit rating to 'BB-'
consistent with its assessment of CDW's "fair" business risk
profile and "aggressive" financial risk profile.  S&P views the
industry risk as "moderately high" and the country risk as "very
low".

The stable outlook reflects S&P's view that the company will
maintain moderate organic growth and solid profitability and will
continue to generate positive free operating cash flow.

The possibility of an upgrade is currently limited by the
company's aggressive financial profile, and S&P's expectation that
adjusted leverage will remain above 4x in the near term.  However,
given management's intent to de-lever further, an upgrade is
possible over the intermediate term if CDW sustains leverage below
4x, which also incorporates S&P's belief that CDW's financial
sponsors will relinquish control over the intermediate term.

Although S&P don't expect North American IT spending to
deteriorate in the near term, it could lower the rating if a
decline in IT spending caused revenues and EBITDA to decline and
leverage to remain above 5x.


CELL THERAPEUTICS: Board OKs $1.3 Million Bonuses to Executives
---------------------------------------------------------------
The Compensation Committee of the Board of Directors of Cell
Therapeutics, Inc., approved fiscal year-end cash incentive awards
for 2013 for each of the Company's named executive officers
currently employed with the Company, in each case based on the
achievement of certain 2013 goals and objectives of the Company
and the Committee's review and subjective assessment of the
performance and contributions of each of the named executive
officers during 2013.

   Name and Principal Position                       Bonus
   ---------------------------                       -----
   James A. Bianco, M.D.                           $682,500
   President and Chief Executive Officer

   Louis A. Bianco                                 $216,000
   EVP, Finance and Administration

   Jack W. Singer, M.D.                            $203,500
   EVP, Global Medical Affairs and
   Translational Medicine

   Matthew Plunkett, Ph.D.                         $260,000
   EVP, Corporate Development

                      About Cell Therapeutics

Headquartered in Seattle, Washington, Cell Therapeutics, Inc.
(NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is
a biopharmaceutical company committed to developing an integrated
portfolio of oncology products aimed at making cancer more
treatable.

                           Going Concern

The Company's independent registered public accounting firm
included an explanatory paragraph in its reports on the Company's
consolidated financial statements for each of the years ended
Dec. 31, 2007, through Dec. 31, 2011, regarding their substantial
doubt as to the Company's ability to continue as a going concern.
Although the Company's independent registered public accounting
firm removed this going concern explanatory paragraph in its
report on the Company's Dec. 31, 2012, consolidated financial
statements, the Company expects to continue to need to raise
additional financing to fund its operations and satisfy
obligations as they become due.

"The inclusion of a going concern explanatory paragraph in future
years may negatively impact the trading price of our common stock
and make it more difficult, time consuming or expensive to obtain
necessary financing, and we cannot guarantee that we will not
receive such an explanatory paragraph in the future," the Company
said in its quarterly report for the period ended Sept. 30, 2013.

The Company added that it may not be able to maintain its listings
on The NASDAQ Capital Market and the Mercato Telematico Azionario
stock market in Italy, or the MTA, or trading on these exchanges
may otherwise be halted or suspended, which may make it more
difficult for investors to sell shares of the Company's common
stock.

                         Bankruptcy Warning

"We have acquired or licensed intellectual property from third
parties, including patent applications relating to intellectual
property for pacritinib, PIXUVRI, tosedostat, and brostallicin.
We have also licensed the intellectual property for our drug
delivery technology relating to Opaxio which uses polymers that
are linked to drugs, known as polymer-drug conjugates.  Some of
our product development programs depend on our ability to maintain
rights under these licenses.  Each licensor has the power to
terminate its agreement with us if we fail to meet our obligations
under these licenses.  We may not be able to meet our obligations
under these licenses.  If we default under any license agreement,
we may lose our right to market and sell any products based on the
licensed technology and may be forced to cease operations,
liquidate our assets and possibly seek bankruptcy protection.
Bankruptcy may result in the termination of agreements pursuant to
which we license certain intellectual property rights," the
Company said in its Form 10-Q for the period ended Sept. 30, 2013.


CHINA NATURAL: Gets OK to Hire Schiff Hardin as Counsel
-------------------------------------------------------
China Natural Gas, Inc. obtained U.S. Bankruptcy Court approval to
hire Schiff Hardin LLP as counsel, nunc pro tunc as of July 9,
2013.

As reported in the Troubled Company Reporter on Oct. 7, 2013,
BankruptcyData said China Natural Gas sought to retain Schiff
Hardin counsel at the following hourly rates: partner at
$435 to $880, of counsel/counsel at $325 to $845, associate at
$205 to $560 and legal assistant/paralegal at $125 to $515.

                     About China Natural

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

On Feb. 8, 2013, an involuntary petition for bankruptcy was filed
against the Company by three of the Company's creditors, Abax
Lotus Ltd., Abax Nai Xin A Ltd., and Lake Street Fund LP (Bankr.
S.D.N.Y. Case No. 13-10419).  The Petitioners claimed that they
have debts totaling $42,218,956.88 as a result of the Company's
failure to make payments on the 5% Guaranteed Senior Notes issued
in 2008.  Adam P. Strochak, Esq., at Weil, Gotshal & Manges, LLP,
in Washington, D.C., represents the Petitioners as counsel.

China Natural Gas, Inc., sought dismissal of the involuntary
petition but in July 2013, it consented to the entry of an
order for relief under Chapter 11 of the U.S. Code.

The last regulatory filing listed assets as of June 30 of $29.5
million and liabilities totaling $82.5 million.


CHINA NATURAL: Pritchard Approved as Chief Restructuring Officer
----------------------------------------------------------------
China Natural Gas, Inc. obtained approval from the Court to employ
Warren Street Global, Inc. and to designate J. Gregg Pritchard as
Chief Restructuring Officer, nunc pro tunc as of August 28, 2013.

As reported in the Troubled Company Reporter on Oct. 7, 2013,
BankruptcyData said the Company proposes to pay Mr. Pritchard
$15,000 per month, a success fee of $30,000 if a settlement is
reached on or before the end of the fourth month or a success fee
of $15,000 if the settlement is approved after the end of the
fourth month but before the eight month.

                     About China Natural

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

On Feb. 8, 2013, an involuntary petition for bankruptcy was filed
against the Company by three of the Company's creditors, Abax
Lotus Ltd., Abax Nai Xin A Ltd., and Lake Street Fund LP (Bankr.
S.D.N.Y. Case No. 13-10419).  The Petitioners claimed that they
have debts totaling $42,218,956.88 as a result of the Company's
failure to make payments on the 5% Guaranteed Senior Notes issued
in 2008.  Adam P. Strochak, Esq., at Weil, Gotshal & Manges, LLP,
in Washington, D.C., represents the Petitioners as counsel.

China Natural Gas, Inc., sought dismissal of the involuntary
petition but in July 2013, it consented to the entry of an
order for relief under Chapter 11 of the U.S. Code.

The last regulatory filing listed assets as of June 30 of $29.5
million and liabilities totaling $82.5 million.


COLOR STAR GROWERS: Files for Chapter 11 to Sell Greenhouses
------------------------------------------------------------
Color Star Growers of Colorado, Inc., and two affiliates sought
Chapter 11 protection (Bankr. E.D. Tex. Case Nos. 13-42959 to
13-42961) on Dec. 15, 2013, in Sherman, Texas.

Color Star is one of the top 10 commercial growers in the U.S.
with annual revenue was $65 million to $70 million for the past
three years.  Color Star owns or operates greenhouses in several
locations throughout Colorado, Missouri, and Texas and employs 600
people seasonally.  It grows and distributes Easter Lilies,
Poinsettias, Mums, herbs and vegetable plants.

Color Star said in a court filing that similar to other competing
commercial growers across the industry, the Debtors experienced a
difficult 2013 spring season.  Then, in September 2013, the
Colorado operations took a significant hit when the Fort Lupton
facility was flooded.  That flood caused a significant disruption
to the Colorado operations.

The Debtors said that at the current seasonal income levels, they
have insufficient cash to support continued operations.  As part
of the Debtors' continuing efforts to maximize value for all
stakeholders, the Debtors marketed the businesses and the assets
for sale and investment in the fall of 2013.  From that marketing,
the Debtors received various offers for the purchase and sale of
substantially all of their assets.  The Debtors plan to market
test the offers they have received by using the protections and
processes provided by the U.S. Bankruptcy Code.

Color Star estimated $10 million to $50 million in assets and $50
million to $100 million in liabilities.  Affiliate Vast Inc.
estimated $1 million to $10 million in assets and at least $50
million in debt.

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that in January, MCG Capital Corp. made the companies a
$13.5 million subordinated term loan, according a statement by the
lender.

Evan R. Baker, Esq., at Gardere Wynne Sewell LLP, in Dallas,
serves as counsel to the Debtors.

                         First Day Motions

On the first day of the Chapter 11 case, the Debtors filed a
variety of motions, including motions seeking:

  -- an extension of the deadline to file schedules of assets
     and liabilities and statements of financial affairs;

  -- adequate assurance and objection procedures to stop
     utilities from discontinuing services;

  -- honor unpaid prepetition obligations estimated at $351,000
     to employees; and

  -- maintain insurance policies.

A hearing on the first-day motions was slated for Dec. 17.


COMARCO INC: Swings to $551,000 Net Income in Oct. 31 Quarter
-------------------------------------------------------------
Comarco, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $551,000 on $1.50 million of revenue for the three months ended
Oct. 31, 2013, as compared with a net loss of $2.24 million on
$1.13 million of revenue for the same period a year ago.

For the nine months ended Oct. 31, 2013, the Company reported a
net loss of $1.71 million on $4.42 million of revenue as compared
with a net loss of $2.80 million on $5.01 million of revenue for
the same period during the prior year.

As of Oct. 31, 2013, the Company had $2.39 million in total
assets, $9.78 million in total liabilities and a $7.39 million
total shareholders' deficit.

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

                        http://is.gd/4d9sfp

                         About Comarco Inc.

Based in Lake Forest, California, Comarco, Inc. (OTC: CMRO)
-- http://www.comarco.com/-- is a provider of innovative,
patented mobile power solutions that can be used to power and
charge notebook computers, mobile phones, and many other
rechargeable mobile devices with a single device.

Comarco disclosed a net loss of $5.59 million on $6.33 million of
revenue for the year ended Jan. 31, 2013, as compared with a net
loss of $5.31 million on $8.06 million of revenue for the year
ended Jan. 31, 2012.

Squar, Milner, Peterson, Miranda & Williamson, LLP, 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 and
negative cashflow from operations, has negative working capital
and uncertainties surrounding the Company's ability to raise
additional funds.  These factors, among others, raise substantial
doubt about its ability to continue as a going concern.


COMMUNITY HOME: David Mullin Employment Held in Abeyance
--------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Mississippi
authorized Community Home Financial Services, Inc., on Nov. 26,
2013, to employ David Mullin of Mullin Hoard & Brown LLP, as
special counsel.  However, the Court on Nov. 27 issued an order
holding the matter in abeyance and resetting the hearing to
February 4, 2014, at 2:30 p.m.

As reported in the Troubled Company Reporter on Dec. 5, 2013,
Edwards Family Partnership and Beher Holdings Trust objected to
Community Home's application to employ David Mullin of Amarillo,
Texas, as special counsel, and asked that the Court deny the
motion or hold it in abeyance pending the outcome of a motion to
appoint a trustee in this case.

The Debtor is seeking to retain David Mullin, an out of state
attorney, as special counsel to represent it in adversary
proceedings and contested matters in its bankruptcy proceeding;
and proposes to pay Mr. Mullin at the rate of $325 per hour plus
costs with a retainer of $50,000.

EFP and BHT, which claim to hold 99.9% of the claims in the
Chapter 11 case, argued that employment of counsel from out-of-
state will necessarily increase the administrative costs of the
case and there has been no showing that additional counsel, if
necessary, could not be obtained from Mississippi.

                      About Community Home

Community Home Financial Services, Inc., filed a Chapter 11
petition (Bankr. S.D. Miss. Case No. 12-01703) on May 23, 2012.
Community Home Financial is a specialty finance company located in
Jackson, Mississippi, providing contractors with financing for
their customers.  CHFS operates from one central location
providing financing through its dealer network throughout 25
states, Alabama, Delaware, and Tennessee.  The Debtor scheduled
$44,890,581 in total assets and $30,270,271 in total liabilities.
Judge Edward Ellington presides over the case.

Derek A. Henderson, Esq., Jonathan Bisette, Esq., and Roy Liddell,
Esq., of Wells, Marble & Hurst, PLLC, serve as counsel to the
Debtor.

On Aug. 8, 2013, the Court approved the Disclosure Statement
explaining the Debtor's Plan of Reorganization dated Jan. 29,
2013.


CONSOLIDATED ALUMINUM: Files to Deal with Asbestos Suits
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Consolidated Aluminum Corp., an indirect subsidiary
of Switzerland-based Lonza Group AG, filed a Chapter 11 petition
on Dec. 15 in Newark, New Jersey, to deal with personal-injury
lawsuits.

According to the report, Allendale, New Jersey-based Conalco
ceased operations in 1994 when the business was sold. Since then,
the company has been managing lawsuits arising from exposure to
asbestos and coal tar pitch.

The petition lists assets for less than $1 million and debt
exceeding $50 million. Liabilities include $72.7 million owing to
the parent Lonza America Inc.

The case is In re Consolidated Aluminum Corp., 13-bk-37149, U.S.
Bankruptcy Court, District of New Jersey (Newark).


COOPER-BOOTH: Tells Court It Is Looking for an Investor
-------------------------------------------------------
Katy Stech, writing for DBR Small Cap, reported that convenience-
store supplier Cooper-Booth Wholesale Co. is searching for a buyer
or lender who could help the 250-worker company get out of
bankruptcy, where it turned in May when bank accounts that were
frozen during a cigarette smuggling investigation into one of its
customers.

                   About Cooper-Booth Wholesale

Cooper-Booth Wholesale Company, L.P. and two affiliates sought
Chapter 11 protection (Bankr. E.D. Pa. Lead Case No. 13-14519) in
Philadelphia on May 21, 2013, after the U.S. government seized the
Company's bank accounts to recover payments made by a large
customer caught smuggling Virginia-stamped cigarettes into New
York.

Serving the mid-Atlantic region, Cooper is one of the top 20
convenience store wholesalers in the country.  Cooper supplies
cigarettes, snacks, beverages and other food items from Hershey's,
Lellogg's, Bic, and Mars to convenience stores.  Cooper has been
in the wholesale distribution business since 1865 when the Booth
Tobacco Company was incorporated in Lancaster, Pennsylvania.  The
Company has been family owned and operated for three generations.

Aris J. Karalis, Esq., and Robert W. Seitzer, Esq., at Maschmeyer
Karalis, P.C., in Philadelphia, serve as the Debtors' bankruptcy
counsel.  Executive Sounding Board Associates, Inc., is the
financial advisor.  SSG Advisors, LLC, serves as investment
bankers.  Blank Rome LLP represents the Debtor in negotiations
with federal agencies concerning the seizure warrant.

Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
three members to the Official Unsecured Creditors' Committee in
the Chapter 11 case.

Cooper-Booth disclosed $58,216,784 in assets and $35,054,482 in
liabilities as of the Chapter 11 filing.  As of the Petition Date,
the Debtors' total consolidated funded senior debt obligations
were approximately $10.7 million and consisted of, among other
things, $7.72 million owing on a revolving line of credit
facility, $2.83 million owing on a line of credit for the purchase
of equipment, and $166,000 due on a corporate VISA Card.  PNC Bank
asserts that a letter of credit facility is secured by all
personal property owned by Wholesale.  Unsecured trade payables
totaled $22.8 million as of May 21, 2013.


CREATION'S GARDEN: Files Schedules of Assets and Liabilities
------------------------------------------------------------
Creation's Garden Natural Products, Inc. filed with the U.S.
Bankruptcy Court for the Central District of California - San
Fernando its schedules of assets and liabilities, disclosing:


     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                     $0.00
  B. Personal Property         14,398,785.00
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                             $7,650,287.47
  E. Creditors Holding
     Unsecured Priority
     Claims                                              0.00
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                      9,341,201.27
                              --------------    -------------
        TOTAL                 $14,398,785.00   $16,991,488.74


A full-text copy of Creation's Garden's schedules may be accessed
for free at http://is.gd/2ZviIg

                      About Creation's Garden

Creation's Garden Natural Products, Inc., filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 13-37815) in Los Angeles on
Nov. 20, 2013.

The Valencia, California-based company estimated $10 million to
$50 million in assets and liabilities.

Dino Guglielmelli, president and holder of 100% of the common
stock, signed the petition.

The company is represented by attorneys at the law offices of
Leven, Neale, Bender, Yoo & Brill L.L.P.

An affiliate, Creation's Garden Natural Food Markets, Inc.,
simultaneously sought bankruptcy protection.


CUMULUS MEDIA: Acquires WestwoodOne for $260 Million
----------------------------------------------------
Cumulus Media Inc. has completed the previously announced
acquisition of WestwoodOne, Inc., formerly known as Dial Global,
Inc., for $260 million in cash, consisting of approximately $45
million attributable to the equity of WWO and the retirement of
$215 million of debt of WWO.  Cumulus used cash on hand, including
approximately $238 million in cash proceeds from the Company's
previously completed sale of 53 radio stations in 12 small and
mid-sized markets in November 2013 to Townsquare Media, LLC.

The acquisition of WestwoodOne will add sports, news, talk, music
and programming services content - enabling Cumulus to provide a
wider variety of options to approximately 10,000 U.S. radio
stations, other media platforms and international platforms.  New
content acquired includes NFL, NCAA, NASCAR, Olympics, AP Radio
News, NBC News, the GRAMMY Awards and other popular programming.

Additionally, the combination of these content assets, along with
the infrastructure to create new content vehicles and local
activation opportunities, is expected to allow Cumulus to provide
more extensive solutions for broadcast radio advertisers.

Although the merger was not subject to the pre-closing
notification requirements of the Hart-Scott-Rodino Antitrust
Improvements Act, the Antitrust Division of the Department of
Justice (DOJ) is conducting a review of the transaction.  While
Cumulus believes the merger does not raise any anti-competitive
issues, it continues to voluntarily assist the DOJ with its
evaluation.  However, it cannot predict if the DOJ will elect to
seek, or obtain, any remedies, or the effect that any remedies may
have on Cumulus' business, financial condition or results of
operations.

A copy of the Agreement and Plan of Merger is available at:

                        http://is.gd/Vb43tT

                        About Cumulus Media

Founded in 1998, Atlanta, Georgia-based Cumulus Media Inc.
(NASDAQ: CMLS) -- http://www.cumulus.com/-- is an operator of
radio stations, currently serving 110 metro markets with more than
525 stations.  In the third quarter of 2011, Cumulus Media
purchased Citadel Broadcasting, adding more than 200 stations and
increasing its reach in 7 of the Top 10 US metros.  Cumulus also
acquired the Citadel/ABC Radio Network, which serves 4,000+ radio
stations and 121 million listeners, in the transaction

Cumulus Media said in its annual report for the year ended
Dec. 31, 2011, that lenders under the 2011 Credit Facilities have
taken security interests in substantially all of the Company's
consolidated assets, and the Company has pledged the stock of
certain of its subsidiaries to secure the debt under the 2011
Credit Facilities.  If the lenders accelerate the repayment of
borrowings, the Company may be forced to liquidate certain assets
to repay all or part of such borrowings, and the Company cannot
assure that sufficient assets will remain after it has paid all of
the borrowings under those 2011 Credit Facilities.  If the Company
was unable to repay those amounts, the lenders could proceed
against the collateral granted to them to secure that indebtedness
and the Company could be forced into bankruptcy or liquidation.

Cumulus Media put AR Broadcasting Holdings Inc. and three other
units to Chapter 11 protection (Bankr. D. Del. Lead Case No.
11-13674) in 2011 after struggling to pay off debts that topped
$97 million as of June 30, 2011.  Holdings estimated debts between
$50 million and $100 million but said assets are worth less than
$50 million.  AR Broadcasting operated radio stations in Missouri
and Texas.

The Company's balance sheet at Sept. 30, 2013, showed $3.67
billion in total assets, $3.40 billion in total liabilities and
$268.43 million in total stockholders' equity.

                           *     *     *

Standard & Poor's Ratings Services in October 2011 affirmed is 'B'
corporate credit rating on Cumulus Media.

"The ratings reflect continued economic weakness and higher post-
acquisition leverage than we initially expected," said Standard &
Poor's credit analyst Jeanne Shoesmith. "They also reflect the
combined company's sizable presence in both large and midsize
markets throughout the U.S."

As reported by the TCR on April 3, 2013, Moody's Investors Service
downgraded Cumulus Media, Inc.'s Corporate Family Rating to B2
from B1 and Probability of Default Rating to B2-PD from B1-PD.
The downgrades reflect Moody's view that the pace of debt
repayment and delevering will be slower than expected.  Although
EBITDA for 4Q2012 reflects growth over the same period in the
prior year, results fell short of Moody's expectations.


DAVID BIRON: Case Summary & 8 Unsecured Creditors
-------------------------------------------------
Debtor: David Biron Corporation
           dba Big Break Marina
        5653 Drakes Dr.
        Discovery Bay, CA 94505

Case No.: 13-46636

Chapter 11 Petition Date: December 16, 2013

Court: United States Bankruptcy Court
       Northern District of California (Oakland)

Judge: Hon. Elaine Hammond

Debtor's Counsel: Michael J. Primus, Esq.
                  LAW OFFICES OF MICHAEL J. PRIMUS
                  500 Alfred Nobel Dr. #135
                  Hercules, CA 94547
                  Tel: (510) 741-1800
                  Email: mjp@michaelprimus.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by David Biron, president.

A list of the Debtor's eight largest unsecured creditors is
available for free at http://bankrupt.com/misc/canb13-46636.pdf


DETROIT, MI: Eligibility Appeals Bypass District Court
------------------------------------------------------
The Boards of the General Retirement System of the City of Detroit
and the Police and Fire Retirement System of the City of Detroit
said in a joint statement:

"The Retirement Systems of the City of Detroit are pleased that
Judge Rhodes has agreed to certify our appeal directly to the
Sixth Circuit Court of Appeals.  In light of the expedited
scheduling of this entire bankruptcy case, it is only appropriate
that the appeal process be similarly expedited.  We are hopeful
that, because of the speed of the bankruptcy case and the national
importance of the issues on appeal, the Sixth Circuit Court will
accept the certification and entertain the appeal on a fast-track
basis."

                  Bypassing District Courts

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that appeals challenging the eligibility of Detroit and
San Bernardino, California, for bankruptcy protection will go
straight to the federal circuit courts, bypassing the district
courts.

According to the report, the California Public Employees'
Retirement System, which is fighting an October ruling by a
bankruptcy judge in Riverside that San Bernardino is bankruptcy-
eligible, won a bid to get the case sent directly to the U.S.
Court of Appeals for the Ninth Circuit, based in San Francisco.

U.S. District Judge Dolly M. Gee in Los Angles on Dec. 13 said
that while the pension system didn't have an absolute right to
appeal -- because the eligibility finding wasn't a final order --
she would still permit it as an exercise of discretion available
to her by the statute.

In Detroit on Dec. 16, U.S. Bankruptcy Judge Steven Rhodes let
municipal workers and pension funds go directly to the Cincinnati-
based Sixth Circuit with their challenge to his decision granting
the city protection under Chapter 9 of the U.S. Bankruptcy Code.

Customarily, decisions by bankruptcy judges are first appealed to
federal district courts.

Judge Gee said the Ninth Circuit should review the San Bernardino
case because there are no appellate-level decisions on eligibility
standards. Lower courts have "widely divergent views on how the
eligibility requirements should be applied," she said.

While numerous objections were raised to Detroit's bankruptcy,
Calpers was the only creditor contesting San Bernardino's right to
be in Chapter 9. The San Bernardino Public Employees Association
was opposed until the city negotiated a new contract for its
workers.

Calpers argued that San Bernardino didn't qualify for bankruptcy
because it hadn't sufficiently negotiated with creditors before
filing. Detroit's workers and unions said their city likewise
failed the law's good-faith test by not negotiating properly
before bankruptcy.

In both cases, the circuit courts must accept the appeals before
they can skip the district courts.

                 About City of 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.

                  About San Bernardino, Calif.

San Bernardino, California, filed an emergency petition for
municipal bankruptcy under Chapter 9 of the U.S. Bankruptcy Code
(Bankr. C.D. Calif. Case No. 12-28006) on Aug. 1, 2012.  San
Bernardino, a city of about 210,000 residents roughly 65 miles
(104 km) east of Los Angeles, estimated assets and debts of more
than $1 billion in the bare-bones bankruptcy petition.

The city council voted on July 10, 2012, to file for bankruptcy.
The move lets San Bernardino bypass state-required mediation with
creditors and proceed directly to U.S. Bankruptcy Court.

The city is represented that Paul R. Glassman, Esq., at Stradling
Yocca Carlson & Rauth.

San Bernardino joined two other California cities in bankruptcy:
Stockton, an agricultural center of 292,000 east of San Francisco,
and Mammoth Lakes, a mountain resort town of 8,200 south of
Yosemite National Park.

The City was granted Chapter 9 protection on Aug. 28, 2013.


DEVONSHIRE PGA: Jan. 10 Set as Claims Bar Date
----------------------------------------------
In the Chapter 11 case of Devonshire PGA Holdings LLC, the
Bankruptcy Court established Jan. 10, 2014, at 4:00 p.m.
(prevailing Eastern Time) as the deadline for parties in interest
to file proofs of claim.  The Court also established March 18,
2014, at 4:00 p.m. (prevailing Eastern Time) as the deadline for
governmental entites to file proofs of claim.

                   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.


DIOCESE OF GALLUP, NM: Utilities Barred From Discontinuing Service
------------------------------------------------------------------
The Diocese of Gallup sought and obtained an order from the U.S.
Bankruptcy Court for the District of New Mexico prohibiting
utility companies from discontinuing their services to the
diocese as a result of its bankruptcy.

The court order gives utility companies three options on how they
can obtain "adequate assurance" of payment in the diocese's
bankruptcy case.

A utility company need not take any action if it is already
satisfied with the diocese's pre-bankruptcy payment record as
adequate assurance of future payment.  A company choosing this
option will be deemed to have obtained adequate assurance of
payment by virtue of its failure to make a request or take other
action in accordance with the court order.

A utility company may also serve a written request upon the
diocese.  After receipt of the request, the diocese will provide
a deposit equal to the value of one week's worth of the service
provided by the requesting company based on an average of the
cost of the service it provided in the 12-month period prior to
the diocese's bankruptcy filing.  The diocese won't be required
to provide a deposit if the utility company already holds a
deposit.

If a utility company believes the amount of the deposit to be
insufficient, it may request a hearing date from the court or it
may contact the diocese's counsel to attempt to stipulate to the
amount of an acceptable deposit.

In the course of its ministry and operations, the Diocese of
Gallup has business relationships with certain utility providers.
Also, Gallup School requires utility services to continue
providing educational services.  Most of the diocese's
relationships with its utility providers are longstanding, and
continuance of these services is crucial to its operations,
according to Susan Boswell, Esq., at Quarles & Brady LLP, in
Tucson, Arizona.

Ms. Boswell says as of Nov. 12, the Diocese of Gallup was not
delinquent on any of its pre-bankruptcy obligations to utility
providers.  Furthermore, due to the longstanding relationship,
none of the utility providers has required the diocese to provide
any kind of security deposit before its bankruptcy filing, Ms.
Boswell adds.

                  About the Diocese of Gallup, NM

The Diocese of Gallup, New Mexico, principally encompasses
American Indian reservations for seven tribes in northwestern New
Mexico and northeastern Arizona. It is the poorest diocese in the
U.S.

There are 38 active priests working in the Diocese and 27
permanent deacons also serve the Diocese along with five
seminarians.  The Diocese and its missions, schools and ministries
employ approximately 50 people, and a significant number of
additional people offer their services as volunteers.

The diocese sought bankruptcy protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. N.M. Case No. 13-13676) on Nov. 12,
2013, in Albuquerque, New Mexico amid suits for sexual abuse
committed by priests.

The bishop previously said bankruptcy will be "the most merciful
and equitable way for the diocese to address its responsibility."

The abuse mostly occurred in the 1950s and early 1960s, the bishop
said.

The petition shows assets and debt both less than $1 million.

The Diocese of Gallup is the ninth Catholic diocese to seek
protection in Chapter 11 bankruptcy.


DIOCESE OF GALLUP, NM: Wins Approval to Pay Prepetition Wages
-------------------------------------------------------------
Judge David T. Thuma of the U.S. Bankruptcy Court for the
District of New Mexico, at the behest of the Roman Catholic
Church of the Diocese of Gallup, New Mexico, authorized the RCCDG
to pay its prepetition wage obligations owed to its employees for
the time period between Nov. 1, 2013, and the Petition Date.

Judge Thuma authorized the Diocese of Gallup to honor the
prepetition accrued employee sick and vacation benefits to
employees who work at the administrative offices for the Diocese
and the prepetition personal time to the employees who work at
Gallup School.

The Diocese of Gallup was also authorized to honor the pre-
bankruptcy employee benefit program obligations and pay any
related costs, and to continue to offer its pre-bankruptcy
employee benefit programs.  A schedule of the employee benefit
program obligations can be accessed for free at
http://is.gd/E2mnFL

Currently, clergymen and lay employees who work at the Chancery
are owed approximately a total of $18,820 of accrued vacation and
sick leave.  The Gallup School employees are owed approximately
$7,618 of accrued personal time, which can be used but not
"cashed out."

                  About the Diocese of Gallup, NM

The Diocese of Gallup, New Mexico, principally encompasses
American Indian reservations for seven tribes in northwestern New
Mexico and northeastern Arizona. It is the poorest diocese in the
U.S.

There are 38 active priests working in the Diocese and 27
permanent deacons also serve the Diocese along with five
seminarians.  The Diocese and its missions, schools and ministries
employ approximately 50 people, and a significant number of
additional people offer their services as volunteers.

The diocese sought bankruptcy protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. N.M. Case No. 13-13676) on Nov. 12,
2013, in Albuquerque, New Mexico amid suits for sexual abuse
committed by priests.

The bishop previously said bankruptcy will be "the most merciful
and equitable way for the diocese to address its responsibility."

The abuse mostly occurred in the 1950s and early 1960s, the bishop
said.

The petition shows assets and debt both less than $1 million.

The Diocese of Gallup is the ninth Catholic diocese to seek
protection in Chapter 11 bankruptcy.


DIOCESE OF GALLUP, NM: UST Proposes Fee Requests Protocol
---------------------------------------------------------
A Justice Department official charged with regulating bankruptcy
cases asked Judge David Thuma of the U.S. Bankruptcy Court for
the District of New Mexico to force the Diocese of Gallup's
lawyers and financial adviser to follow certain procedures for
filing fee applications.

Richard Wieland, U.S. Trustee for Region 20, proposed that
procedures in addition to the existing guidelines for reviewing
fee applications be adopted "to ensure that distribution to
unsecured claimants is maximized."

"Because of the limited assets in this case and the nature of
claims, it is necessary that administrative expenses, including
professional fees, be kept as low as reasonably possible," Mr.
Wieland said in court papers.

The U.S. trustee proposed that the diocese's legal counsel and
financial adviser be required to prepare budgets and staffing
plans approved by the diocese, and to file them together with
their fee applications.

Mr. Wieland also proposed that the fee applications include a
summary of fees and hours budgeted compared to fees and hours
actually billed for each project category, and an explanation if
fees sought exceed the budget during the application period by
10% or more.

Mr. Wieland also requested that billing records supporting fee
applications be provided to him, the unsecured creditors'
committee or any party requesting for a copy, in an "open and
searchable" electronic data format.

Meanwhile, the U.S. trustee asked Judge Thuma to require the
diocese's special counsel, Stelzner, Winter, Warburton, Flores,
Sanchez & Dawes and PA, to provide additional disclosure as to
the decision-making process in litigation for which Catholic
Mutual Insurance Co. makes payment.

Mr. Wieland made the request after Robert Warburton, a lawyer and
director at Stelzner, disclosed in a court filing that his firm
was paid directly by Catholic Mutual for pre-bankruptcy
litigation services to the diocese, and will continue to be paid
some fees and costs after the diocese's bankruptcy filing.

Mr. Wieland said the insurance company may be a source of funding
for distributions to unsecured claimants.

                  About the Diocese of Gallup, NM

The Diocese of Gallup, New Mexico, principally encompasses
American Indian reservations for seven tribes in northwestern New
Mexico and northeastern Arizona. It is the poorest diocese in the
U.S.

There are 38 active priests working in the Diocese and 27
permanent deacons also serve the Diocese along with five
seminarians.  The Diocese and its missions, schools and ministries
employ approximately 50 people, and a significant number of
additional people offer their services as volunteers.

The diocese sought bankruptcy protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. N.M. Case No. 13-13676) on Nov. 12,
2013, in Albuquerque, New Mexico amid suits for sexual abuse
committed by priests.

The bishop previously said bankruptcy will be "the most merciful
and equitable way for the diocese to address its responsibility."

The abuse mostly occurred in the 1950s and early 1960s, the bishop
said.

The petition shows assets and debt both less than $1 million.

The Diocese of Gallup is the ninth Catholic diocese to seek
protection in Chapter 11 bankruptcy.


DIOCESE OF GALLUP, NM: Files Schedules of Assets & Debts
--------------------------------------------------------
The Diocese of Gallup, New Mexico, filed with the U.S. Bankruptcy
Court its schedules of assets and liabilities, disclosing:

A.   Real Property                                    Unknown
B.   Personal Property                               $646,039

     TOTAL SCHEDULED ASSETS                          $646,039
     ========================================================

C.   Property Claimed as Exempt                Not applicable
D.   Secured Claims                                  $178,594
E.   Unsecured Priority Claims                        $60,871
F.   Unsecured Non-priority Claims                   $427,971

     TOTAL SCHEDULED LIABILITIES                     $667,438
     ========================================================

A full-text copy of the Diocese of Gallup's schedules of assets
and liabilities is available for free at http://is.gd/ydD8Ac

The Diocese of Gallup also filed its Statement of Financial
Affairs.  The Diocese disclosed that most of its income during
the two years prior to its bankruptcy filing came from donations
and grants while the Gallup Catholic School got most of its
income from tuition payments.

A. Diocese of Gallup

  Period                        Amount                Source
  ------                        ------              -----------
  Year Ended June 30, 2012    $370,303              Assessments
                            $2,321,524         Donations/Grants
                                $9,969        Investment Income
                               $17,229                    Other

  Year Ended June 30, 2013    $366,033              Assessments
                            $2,366,257         Donations/Grants
                                $2,212        Investment Income
                               $61,295                    Other

  For the 4 Months Ended      $144,098              Assessments
  October 31, 2013            $448,436         Donations/Grants
                                  $154        Investment Income
                               $16,214                    Other

B. Gallup Catholic School

  Year Ended June 30, 2012    $614,754  Tuition/Related Revenue
                              $355,033   Contributions/Bequests
                               $19,387             Fund Raising
                               $52,088                    Other

  Year Ended June 30, 2013    $465,191  Tuition/Related Revenue
                              $334,493   Contributions/Bequests
                               $16,031             Fund Raising
                               $48,670                    Other

  For the 4 Months Ended       $97,421  Tuition/Related Revenue
  October 31, 2013             $42,910   Contributions/Bequests
                                   $50             Fund Raising
                                $8,732                    Other

The Diocese of Gallup also disclosed that it earned a total of
$30,443 from leases during the two years prior to its bankruptcy
filing.

Within one year prior to its bankruptcy, the diocese paid these
creditors who are or were insiders:

  Creditors              Date of Payment    Amount
  ---------              ---------------    ------
  Bishop Wall                04/17/13          $58
  PO Box 1338
  Gallup, NM 87305

  Father Kevin Finnegan      12/12/12         $105
  PO Box 268                 12/20/12          $73
  Crownpoint, NM 87313-0268  03/08/13         $130
                             07/15/13          $22

  Deacon James Hoy           01/22/13         $321
  411 East Logan Avenue      02/25/13         $158
  Gallup, NM 87301

The diocese also made payments to creditors, including CHLIC,
City of Gallup Utilities, Keegan Linscott & Kenon PC, Pinnacle
Bank, Pontifical College Josephinum, Quarles & Brady LLP, and
Walker & Associates PC, within 90 days before its bankruptcy
filing.  A list of the payments made can be accessed for free at
http://is.gd/kubAFj

On Nov. 8, 2013, the Diocese of Gallup made payments related to
debt counseling or bankruptcy.  It paid $200,000 to Quarles &
Brady LLP, $75,000 to Keegan Linscott & Kenon P.C., and $22,502
to Thomas Walker of Walker & Associates, PC.

Within one year immediately preceding the commencement of its
bankruptcy case, the diocese gave out gifts or made charitable
contributions.  A list of the recipients can be accessed for free
at http://is.gd/bXYUXo

The Diocese of Gallup holds or controls real and personal
properties for another organization.  They consist of custodial
funds and other properties in which the diocese holds mere legal
title and has no equitable interest.  The properties are listed
at http://is.gd/OSmi7M

Rev. James P Hoy of Silver City, New Mexico, and three others
kept or supervised the keeping of books of account and records of
the diocese within the two years before it filed for bankruptcy
protection.

   Bookkeepers/Accountants   Dates Services Rendered
   -----------------------   -----------------------
   Rev. James Hoy                   1999 - June 2013
   4841 Deer Trail
   Silver City, NM 88061

   Denise Lujan                  June 2013 - Present
   PO Box 2612
   Milan, NM 87021

   Edwina Vigil            July 2010 - July 15, 2013
   PO Box 6267
   Gallup, NM 87305

   Bernadette Fuhs           July 16, 2013 - Present
   PO Box 299
   Gallup, NM 87305

New York Griesmeyer & Associates audited the books of account and
records of the diocese on June 30, 2012.

Meanwhile, Bernadette Fuhs & Cathy McCarthy supervised the
inventory of the diocese's properties, which was taken in August
or September.  While a physical inventory was taken, there were
no values placed on the items.

   Date of Inventory          Items        Amount of Inventory
   -----------------        ----------     -------------------
   August/September 2013    School Lunch         $489
                            Food On-Hand

   August/September 2013    (Text Books)        Unknown

   August/September 2013    Various items in    Unknown
                            small gift shop

   August/September 2013    Fixed Assets &      Unknown
                            Equipment

The Diocese of Gallup Priest Pension Plan and 403(b) Thrift Plan
for the Roman Catholic Church of the Diocese of Gallup are two
pension funds maintained by the diocese within the six-year
period immediately preceding the filing of its bankruptcy case.

A copy of the Diocese of Gallup's statement of financial affairs
is available for free at http://is.gd/E3QXAV

                  About the Diocese of Gallup, NM

The Diocese of Gallup, New Mexico, principally encompasses
American Indian reservations for seven tribes in northwestern New
Mexico and northeastern Arizona. It is the poorest diocese in the
U.S.

There are 38 active priests working in the Diocese and 27
permanent deacons also serve the Diocese along with five
seminarians.  The Diocese and its missions, schools and ministries
employ approximately 50 people, and a significant number of
additional people offer their services as volunteers.

The diocese sought bankruptcy protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. N.M. Case No. 13-13676) on Nov. 12,
2013, in Albuquerque, New Mexico amid suits for sexual abuse
committed by priests.

The bishop previously said bankruptcy will be "the most merciful
and equitable way for the diocese to address its responsibility."

The abuse mostly occurred in the 1950s and early 1960s, the bishop
said.

The petition shows assets and debt both less than $1 million.

The Diocese of Gallup is the ninth Catholic diocese to seek
protection in Chapter 11 bankruptcy.


DOGWOOD PROPERTIES: Court Okays Hiring of Midsouth Appraisal
------------------------------------------------------------
Dogwood Properties, G.P. sought and obtained permission from the
U.S. Bankruptcy Court for the Western District of Tennessee to
employ E. Ray Hoover, SRA, and Midsouth Appraisal Service of
Memphis, Inc., as real estate appraiser.

The Debtor requires the assistance of a real estate appraiser to
provide objective opinions of value with regard to its real
property and to give testimony before the court, if necessary.

Mr. Hoover will charge no more than $375 per appraisal and $150
per hour for his time if called upon to testify.

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

Mr. Hoover 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.

Mr. Hoover can be reached at:

       E. Ray Hoover, SRA
       MIDSOUTH APPRAISAL SERVICE OF MEMPHIS, INC.
       2755 Summer Oaks Drive, Suite 101
       Bartlett, TN 38134
       Tel: (901) 682-0700

                        About Dogwood

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

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


DUMA ENERGY: Board OKs Salary Increases and Bonuses
---------------------------------------------------
The Board of Directors of Dune Energy, Inc., approved certain
compensation arrangements for the Company's employees, including
the Company's senior executives.

Base Salary for Executives for 2014

The Board approved the recommendation of the Compensation
Committee of the Board to increase the base salary of certain
executive officers, effective Jan. 1, 2014.  The Committee
recommended, and the Board approved, an increase in the base
salary of Messrs. Frank Smith, Jr., Hal Bettis, and Richard
Mourglia to $329,000, $329,000 and $289,000 per year,
respectively.  No changes were made to the base salary of Mr.
James Watt which shall remain at $550,000 per year.

Granted Restricted Stock Awards

The Board also approved the recommendation of the Committee to
issue an aggregate of 580,305 restricted shares to employees
pursuant to the Dune Energy, Inc. 2012 Stock Incentive Plan,
including an aggregate of 209,671 restricted shares to the four
executive officers.

Bonus Payout

As previously announced on July 23, 2013, the Board approved the
payment of retention bonuses to the Company's employees, including
the Company's senior executive officers pursuant to a cash bonus
plan.  James Watt, the Company's chief executive officer, received
one-third of his approved retention cash bonus in October 2013,
and has voluntarily agreed, with the Board's approval, to receive
156,695 restricted shares under the Plan in lieu of his second
one-third cash payment of the 2013 Bonus under the 2013 Bonus
Program.

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

                        http://is.gd/yUZVwn

                         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 $40.47 million on $7.07 million
of revenues for the year ended July 31, 2013, as compared with a
net loss of $4.57 million on $7.16 million of revenues during the
prior year.  As of July 31, 2013, the Company had $26.27 million
in total assets, $16.91 million in total liabilities and
$9.36 million in total stockholders' equity.


EDISON MISSION: Parent Objects to Being Wiped Out
-------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Edison Mission Energy will face opposition from non-
bankrupt parent Edison International Inc. when it goes to
bankruptcy court on Dec. 18 for approval of disclosure materials
explaining the proposed reorganization plan.

According to the report, Edison International is opposed to a
provision in the plan requiring the parent to make whatever tax
elections are beneficial for EME. The parent said elections could
be detrimental to its and other member of the consolidated group.

The plan calls for selling the power producer to NRG Energy Inc.
for $2.64 billion, including $2.29 billion in cash and $350
million in stock.

The parent intends to conduct investigations and told the
bankruptcy court that a confirmation hearing for approval of the
plans shouldn't happen until the last half of February.

The parent noted that disclosure materials say creditors may be
paid in full. Edison International says it's improper for the plan
to wipe out its stock ownership if creditors might be fully paid.

EME's plan is supported by "all of the debtor's major
stakeholders," including the official creditors' committee and
holders of 45 percent of the senior unsecured notes, EME
previously said.

EME's $1.2 billion in 7 percent senior unsecured notes maturing in
2017 traded at 5:20 p.m. on Dec. 16 for 74.85 cents on the dollar,
up 43 percent from immediately before bankruptcy, according to
Trace, the bond-price reporting system of the Financial Industry
Regulatory Authority.

                      About Edison Mission

Santa Ana, California-based Edison Mission Energy is a holding
company whose subsidiaries and affiliates are engaged in the
business of developing, acquiring, owning or leasing, operating
and selling energy and capacity from independent power production
facilities.  EME also engages in hedging and energy trading
activities in power markets through its subsidiary Edison Mission
Marketing & Trading, Inc.

EME was formed in 1986 and is an indirect subsidiary of Edison
International.  Edison International also owns Southern California
Edison Company, one of the largest electric utilities in the
United States.

EME and its affiliates sought Chapter 11 protection (Bankr. N.D.
Ill. Lead Case No. 12-49219) on Dec. 17, 2012.

EME has reached an agreement with the holders of a majority of
EME's $3.7 billion of outstanding public indebtedness and its
parent company, Edison International EIX, that, pursuant to a plan
of reorganization and pending court approval, would transition
Edison International's equity interest to EME's creditors, retire
existing public debt and enhance EME's access to liquidity.

The Company's balance sheet at Sept. 30, 2012, showed
$8.17 billion in total assets, $6.68 billion in total liabilities
and $1.48 billion in total equity.

In its schedules, Edison Mission Energy disclosed total assets of
assets of $5,721,559,170 and total liabilities of $6,202,215,094
as of the Petition Date.

The Debtors other than Camino Energy Company are represented by
David R. Seligman, Esq., at Kirkland & Ellis LLP; and James H.M.
Sprayragen, Esq., at Kirkland & Ellis LLP.  Counsel to Debtor
Camino Energy Company is David A. Agay, Esq., at McDonald Hopkins
LLC.

Perella Weinberg Partners is acting as the Debtors' financial
advisor and McKinsey & Company Recovery and Transformation
Services is acting as restructuring advisor.  GCG, Inc., is the
claims and notice agent.

An official committee of unsecured creditors has been appointed in
the case and is represented by Ira S. Dizengoff, Esq., Stephen M.
Baldini, Esq., Arik Preis, Esq., and Robert J. Boller, Esq., at
Akin Gump Strauss Hauer & Feld LLP in New York; James Savin, Esq.,
and Kevin M. Eide, Esq., at Akin Gump Strauss Hauer & Feld LLP in
Washington, DC; and David M. Neff, Esq., and Brian Audette, Esq.,
at Perkins Coie LLP.  The Committee also has tapped Blackstone
Advisory Partners as investment banker and FTI Consulting as
financial advisor.

EME said it doesn't plan to emerge from Chapter 11 until
December 2014 to receive benefits from a tax-sharing agreement
with parent Edison International Inc.

In November 2013, Edison Mission Energy filed a reorganization
plan to carry out a sale of its business to NRG Energy Inc.  NRG,
based in Princeton, New Jersey, will pay $2.64 billion, including
$2.29 in cash billion and $350 million in stock.  The plan calls
for secured creditors and unsecured creditors of the operating
companies to be paid in full.  Unsecured creditors of Santa Ana,
California-based EME will split what remains of the purchase price
and the NRG stock.  EME's subordinated creditors receive nothing
under the plan.  The hearing to approve the disclosure statement
will take place Dec. 18.


ENERGY SERVICES: Inks 6th Amendment to United Bank Forbearance
--------------------------------------------------------------
Energy Services of America Corp. and its subsidiary corporations,
C.J. Hughes Construction Company, Inc., Contractors Rental
Corporation, Nitro Electric Company, Inc., and S.T. Pipeline,
Inc., ("Obligors") entered into a forbearance agreement with
United Bank, Inc., on Nov. 28, 2012, whereby the Obligors
acknowledge that they are in default under the terms of two credit
facilities between United Bank, Inc., and the Company and United
Bank has agreed to forbear from exercising certain of its rights
and remedies under the loan agreements and related documents.  The
Forbearance Agreement was subsequently amended.

On Dec. 13, 2013, the parties entered into a sixth amendment to
the Forbearance Agreement which extends the period under which the
Company must raise $1,025,000 in cash equity previously due to be
raised by Oct. 31, 2013, until Dec. 31, 2013.  The remaining
provisions of the new forbearance agreement are substantially the
same as those in the Agreement.

A copy of the Amended Forbearance Agreement is available at:

                         http://is.gd/70nkps

                        About Energy Services

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

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

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


EXCEL MARITIME: Plan Hearing on Jan. 27; Votes Due Jan. 16
----------------------------------------------------------
Excel Maritime Carriers Ltd., and its affiliated debtors will
return to the Bankruptcy Court on Jan. 27, 2014, at 10:00 a.m.
(Eastern Time) for a hearing on the confirmation of their Amended
Joint Chapter 11 Plan of Reorganization.

The Amended Plan was filed Nov. 27, 2013.   The Court approved the
explanatory disclosure statement on Dec. 10.

Creditors who hold claims on Dec. 9 are entitled to vote on the
Plan.  Holders of claims in Class 2 and Class 8 are the creditor
groups entitled to vote on the Plan.  Their votes are due Jan. 16.
The company will publish a voting tally by Jan. 17.

Donlin Recano serves as tabulation agent.

Objections to confirmation of the Plan are due Jan. 16.

The version of the plan submitted last month replaced a
reorganization proposal worked out before the Chapter 11 filing in
July.  For $765 million in claims, senior lenders will receive a
new $300 million five-year secured term loan and 83.3 percent of
the new stock. The disclosure statement sets the midpoint
enterprise value of the reorganized company at $630 million, or
less than senior secured debt.

From the negotiations, unsecured creditors with claims totaling
$163.4 million are to receive 8 percent of the new stock along
with the right to purchase 2.9 percent more for $10 million, at
prices ranging from $16.25 to $17.25 a share.

Assuming unsecured creditors vote for the plan, senior lenders
will waive their unsecured deficiency claim of almost $180
million. Consequently, the predicted recovery for other unsecured
creditors is 15.9 percent. Unsecured claims are composed largely
of $150 million in convertible notes.

Gabriel Panayotides, the company's controlling shareholder, will
continue to run the company. He, family members and related
companies are to receive 7.1 percent to 10.1 percent of the new
stock in return for an investment of $5 million to $15 million.
In addition, Panayotides will allow the company to use $20 million
held in escrow.

The original plan would have given ownership to secured lenders,
although the lenders agreed to allow Panayotides to maintain
control at least initially and buy back the company later.

                       About Excel Maritime

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

The company blamed financial problems on low charter rates.

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

Excel Maritime filed a Chapter 11 petition (Bankr. S.D.N.Y. Case
No. 13-23060) on July 1, 2013, in New York after signing an
agreement where secured lenders owed $771 million support a
reorganization plan filed alongside the petition.  The Debtor
disclosed $35,642,525 in assets and $1,034,314,519 in liabilities
as of the Chapter 11 filing.

Excel, which sought bankruptcy with a number of affiliates, has
tapped Jay M. Goffman, Esq., Mark A. McDermott, Esq., Shana E.
Elberg, Esq., and Suzanne D.T. Lovett, Esq,. at Skadden, Arps,
Slate, Meagher & Flom LLP, as counsel; Miller Buckfire & Co. LLC,
as investment banker; and Global Maritime Partners Inc., as
financial advisor.

A five-member official committee of unsecured creditors was
appointed by the U.S. Trustee.  The Creditors' Committee is
represented by Michael S. Stamer, Esq., Sean E. O'Donnell, Esq.,
and Sunish Gulati, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
New York; and Sarah Link Schultz, Esq., at Akin Gump Strauss Hauer
& Feld LLP, in Dallas, Texas.  Jefferies LLC serves as the
Committee's investment banker.

John J. Monaghan, Esq. -- john.monaghan@hklaw.com -- at Holland &
Knight LLP, serves as counsel to the Steering Committee.

Roberston Maritime Investors LLC is represented by Hugh Ray, Esq.,
at McKool Smith.  Oaktree Capital Management and certain of its
affiliates are represented by Alan W. Kornberg, Esq., and
Elizabeth R. McColm, Esq. -- akornberg@paulweiss.com and
emccolm@paulweiss.com -- at Paul Weiss Rifkind Wharton & Garrison
LLP.


EXECUTIVE BENEFITS: Sees More Work for District Judges
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that it "is no longer true," Executive Benefits Insurance
Agency told the U.S. Supreme Court, that 95 percent of matters in
bankruptcy court won't require involvement of life-tenured federal
district judges.

According to the report, the statement was part of a reply brief
the insurance agency filed last week urging the high court to rule
that someone can't waive the right to a final ruling by a district
judge in some types of lawsuits governed by state law.

The case will be argued before the Supreme Court on Jan. 14. Even
parties in the case who say waiver is constitutional can't agree
on whether it can be implied or must be explicit and in writing.

The Executive Benefits case comes two years after the
Supreme Court's ruling in Stern v. Marshall. In that case, the
justices ruled 5-4 that bankruptcy judges can't make final
rulings on certain state-law claims against defendants who
hadn't filed claims against the bankrupt's estate. Executive
Benefits will decide whether that constitutional right can be
waived, either explicitly or by implication.

Executive Benefits offered several solutions to bridge the gap in
bankruptcy judges' power if there can be no consent.  Congress
could rewrite the statute on what is a so-called core proceeding.
Or matters falling within the ambit of Stern could be sent
automatically to district court, with bankruptcy judges becoming
U.S. magistrates for those cases.

Finally, Congress could turn bankruptcy judges into life-tenured
judges, like district and circuit court judges, the appellant
argued in its brief.

The insurance agency argued that waiver would undermine the
"structural aspect" of the U.S. Constitution giving judicial power
to life-tenured judges.

The appellant said the issues goes to the "integrity of the system
of separated powers."

Much of the insurance agency's final brief was devoted to showing
it hadn't consented impliedly to a final ruling in bankruptcy
court. According to the brief, the Supreme Court has never
authorized anyone to consent to a judgment as though it were made
by a life-tenured federal judge.

Executive Benefits said that an appeal, where the district judge
wasn't bound by the bankruptcy court's ruling, "could not cure the
absence of a valid judgment having been entered."

The lack of a valid final judgment in bankruptcy court deprived
the appellate court of jurisdiction, according to the insurance
agency.

The Supreme Court will hear two other bankruptcy cases this term.
On Jan. 13, it will hear Law v. Siegel and decide whether
bankruptcy courts have general equity power to take otherwise
exempt property away from individual bankrupts.

In November, the high court agreed to hear Clark v. Rameker
to decide whether an inherited individual retirement account is
an exempt asset that a person can retain despite bankruptcy.

The Supreme Court case on waiver is Executive Benefits Insurance
Agency v. Arkison, 12-01200, U.S. Supreme Court (Washington).

The case on equity powers is Law v. Siegel, 12-5196. The case on
IRAs is Clark v. Rameker, 13-299.


FEDERAL-MOGUL CORP: Moody's Rates Amended Sec. Revolver Debt 'Ba2'
------------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to Federal-Mogul
Corporation's $550 million amended and extended senior secured
asset based revolver due in 2018. This facility replaces the $540
million revolver due in 2013. The company's other ratings,
including the B2 CFR, are not affected.

The following rating was assigned:

Amended and extended $550 million senior secured asset based
revolver due 2018, at Ba2 (LGD1, 4%);

The rating on the $540 million senior secured asset based revolver
will be withdrawn.

Federal-Mogul Corporation, headquartered in Southfield, MI is a
leading global supplier of products and services to the world's
manufacturers and servicers of vehicles and equipment in the
automotive, light, medium and heavy-duty commercial, marine, rail,
aerospace, power generation and industrial markets. The company's
products and services enable improved fuel economy, reduced
emissions and enhanced vehicle safety. Revenues in 2012 were $6.4
billion.


FINJAN HOLDINGS: Amends 21.5 Million Common Shares Prospectus
-------------------------------------------------------------
Finjan Holdings, Inc., amended its registration statement on Form
S-1 relating to the resale by BCPI I, L.P., Israel Seed IV, L.P.,
HarbourVest International Private Equity Partners IV  Direct Fund
L.P., et al., of up to 21,556,447 shares of the common stock, par
value $0.0001 per share, of the Company.  The Company will not
receive any proceeds from the sale of shares held by the selling
stockholders.

The Company's common stock is quoted on the OTC Bulletin Board and
OTC Markets - OTCQB tier under the symbol "FNJN."  The Company
effected a 1-for-12 reverse stock split of its common stock, and
its common stock commenced trading on a post-split basis, on
Aug. 22, 2013.  On Dec. 10 , 2013, the last reported closing bid
price for the Company's common stock as reported on the OTCQB tier
of the OTC Markets was $ 11.25 per share.

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

                        http://is.gd/DWJCrj

                           About Finjan

Finjan, formerly known as Converted Organics, is a leading online
security and technology company which owns a portfolio of patents,
related to software that proactively detects malicious code and
thereby protects end-users from identity and data theft, spyware,
malware, phishing, trojans and other online threats.  Founded in
1997, Finjan is one of the first companies to develop and patent
technology and software that is capable of detecting previously
unknown and emerging threats on a real-time, behavior-based basis,
in contrast to signature-based methods of intercepting only known
threats to computers, which were previously standard in the online
security industry.

Converted Organics disclosed a net loss of $8.42 million in 2012,
as compared with a net loss of $17.98 million in 2011.  Finjan
Holdings's balance sheet at Sept. 30, 2013, showed $30.35
million in total assets, $927,000 in total liabilities and $29.42
million in total stockholders' equity.

Moody, Famiglietti & Andronico, LLP, in Tewksbury, Massachusetts,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2012, citing
recurring losses and negative cash flows from operations and an
accumulated deficit that raises substantial doubt about the
Company's ability to continue as a going concern.


FIRST DATA: Fitch Rates Proposed Sr. Subordinated Notes 'CCC/RR6'
-----------------------------------------------------------------
Fitch Ratings has assigned a 'CCC/RR6' rating to First Data Corp's
(FDC) proposed senior subordinated note offering. Proceeds from
the offering will be used to refinance a portion or all of the
company's $750 million 11.25% senior subordinated notes due 2016.

Key Rating Drivers:

From an operational perspective, Fitch believes core credit
strengths include:

-- Stable end-market demand with below-average susceptibility
   to economic cyclicality;

-- A highly diversified, global and stable customer
   base consisting principally of millions of merchants and
   large financial institutions;

-- A significant advantage in scale of operations and
   technological leadership which positively impact the company's
   ability to maintain its leading market share and act as
   barriers to entry to potential future competitors. In addition,
   FDC's FS business benefits from long-term customer contracts
   and generally high switching costs;

-- Low working capital requirements typically enable a high
   conversion of EBITDA less cash interest expense into cash from
   operations.

Fitch believes operational credit concerns include:

-- Mix shift in the RAS segment, including a shift in consumer
   spending patterns favoring large discount retailers, has
   negatively affected profitability and revenue growth and could
   lead to greater than anticipated volatility in results;

-- High fixed cost structure with significant operating leverage
   would typically drive volatility in profitability during
   business and economic cycles;

-- Consolidation in the financial services industry and changes in
   regulations could continue to negatively impact results in the
   company's FS segment;

-- Potential for new competitive threats to emerge over the long
   term including new payment technology in the RAS segment, the
   potential for a competitor to consolidate market share in the
   RAS segment, and the potential for historically niche
   competitors in the FS segment to move upstream and challenge
   FDC's relative dominance in card processing for large financial
   institutions.

From a financial perspective, Fitch believes core credit strengths
include expectations that the company will use the majority of
excess free cash flow (FCF) for debt reduction. Credit concerns
include a highly levered balance sheet that results in minimal
financial flexibility and reduces the company's ability to act
strategically in a business that has historically benefited from
consolidation opportunities.

Liquidity as of Sept. 30, 2013 was solid with cash of $358.6
million, $91 million of which was available to the company in the
U.S. FDC has a $1 billion senior secured revolving credit facility
which expires September 2016 and had $873 million of available
borrowing capacity. Fitch estimates that FDC generated
approximately $56 million in FCF over the LTM period which further
adds to liquidity.

Total debt as of Sept. 30, 2013 was $22.8 billion, which includes
approximately $15.7 billion in secured debt, $4.6 billion in
unsecured debt and $2.5 billion in subordinated debt (all figures
approximate).

Fitch rates FDC as follows:

-- Long-term IDR 'B';

-- $1 billion senior secured revolving credit facility expiring
   September 2016 'BB-/RR2';

-- $2.7 billion senior secured term loan B due 2017 'BB-/RR2';

-- $4.7 billion senior secured term loan B due 2018 'BB-/RR2';

-- $1 billion senior secured term loan B due 2018 'BB-/RR2';

-- $1.6 billion 7.375% senior secured notes due 2019 'BB-/RR2';

-- $510 million 8.875% senior secured notes due 2020 'BB-/RR2';

-- $2.2 billion 6.75% senior secured notes due 2020 'BB-/RR2';

-- $2 billion 8.25% junior secured notes due 2021 'CCC+/RR6';

-- $1 billion 8.75%/10.0% PIK Toggle junior secured notes due
   2022 'CCC+/RR6';

-- $815 million 10.625% senior unsecured notes due
   2021 'CCC+/RR6';

-- $785 million 11.25% senior unsecured notes due 2021 'CCC+/RR6';

-- $3 billion 12.625% senior unsecured notes due 2021 'CCC+/RR6';

-- $750 million 11.25% senior subordinated notes due
   2016 'CCC/RR6';

-- $1.75 million 11.75% senior subordinated notes due
   2021 'CCC/RR6'.

The Rating Outlook is Stable.

The Recovery Ratings (RRs) for FDC reflect Fitch's recovery
expectations under a distressed scenario, as well as Fitch's
expectation that the enterprise value of FDC, and hence recovery
rates for its creditors, will be maximized in a restructuring
scenario (as a going concern) rather than a liquidation scenario.
In deriving a distressed enterprise value, Fitch applies a 15%
discount to FDC's estimated operating EBITDA (adjusted for equity
earnings in affiliates) of approximately $2.4 billion for the LTM
ended Sept. 31, 2012 which is equivalent to Fitch's estimate of
FDC's total interest expense and maintenance capital spending.
Fitch then applies a 6x distressed EBITDA multiple, which
considers FDC's prior public trading multiple and that a stress
event would likely lead to multiple contraction. As is standard
with Fitch's recovery analysis, the revolver is fully drawn and
cash balances fully depleted to reflect a stress event. The 'RR2'
for FDC's secured bank facility and senior secured notes reflects
Fitch's belief that 71%-90% recovery is realistic. The 'RR6' for
FDC's second lien, senior and subordinated notes reflects Fitch's
belief that 0%-10% recovery is realistic. The 'CCC/RR6' rating for
the subordinated notes reflects the minimal recovery prospects and
inherent subordination in a recovery scenario.

Rating Sensitivities:

Future developments that may, individually or collectively, lead
to positive rating action include:

-- Greater visibility and confidence in the potential for
   the company to access the public equity markets.

Future developments that may, individually or collectively, lead
to negative rating action include:

-- If FDC were to experience sustained market share declines or
   if typical price compression accelerates;

-- If the U.S. economy were to experience a sustained recession.


FIRST SEALORD: Claims Bar Date Set for Feb. 7
---------------------------------------------
The Commonwealth Court of Pennsylvania granted the application of
the liquidator of First Sealord Surety Inc. to establish a claims
bar date and approve the notice of an "Estimated Claims Value
Process".  The Court set Feb. 7, 2014, as the deadline for
bondholders, claimants, creditors and other parties in interest to
file proofs of claim.

First Sealord Surety Inc. was placed in liquidation by order of
the Commonwealth Court dated Feb. 8, 2012.  That order appointed
the Insurance Commissioner of the Commonwealth of Pennsylvania as
statutory liquidator, and vested him with title to all the
property, assets, contracts, and rights of action of FSSI.

The liquidator may be reached at:

     Statutory Liquidator of First Sealord Surety Inc.
     901 N. 7th Street
     Harrisburg, PA 17102
     Tel: 717-787-7823


FLORIDA GAMING: Settlement with Miami Casino Management Approved
----------------------------------------------------------------
BankruptcyData reported that the U.S. Bankruptcy Court approved
Florida Gaming's motion for entry of an order approving its
settlement agreement with Miami Casino Management (MCM).

As previously reported, "On April 25, 2011, Miami Jai-Alai entered
into that certain Management Contract (the 'Management Contract')
with Miami Casino Management, LLC ('MCM,' and together with Miami
Jai-Alai, the 'Parties') pursuant to which MCM provided, inter
alia, supervisory, management and operational services to Miami
Jai-Alai and the Miami Jai-Alai Casino...Miami Jai-Alai no longer
requires MCM's services under the Management Contract and the
Parties have agreed to deem the Management Contract as terminated.
On the date of termination - October 31, 2013 - Miami Jai-Alai
asserts that it owed MCM $1,159,695 under the Management Contract.
MCM agrees to that amount solely for the purposes of, and in order
to reach, this consensual settlement.  As a part of this
settlement, MCM shall have a $1,159,695 allowed, prepetition
unsecured claim against Miami Jai-Lai."

                        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.


FRIENDFINDER NETWORKS: Court Confirms Reorganization Plan
---------------------------------------------------------
FriendFinder Networks Inc. on Dec. 17 disclosed that it has
obtained confirmation of its plan of reorganization from the
United States Bankruptcy Court for the District of Delaware,
paving the way for the Company to emerge from bankruptcy by year-
end.

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 Chapter 11 filing.  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.

According to a BankruptcyData report, the Court confirmed the Plan
after FriendFinder filed modifications that eliminated certain
provisions that had covered liability from lawsuits and other
causes of action and resolved related objections filed by the U.S.
Trustee.

The plan of reorganization, once implemented, will strengthen the
Company's balance sheet and enable FriendFinder Networks to grow
its flagship brands.  The plan is expected to reduce the Company's
annual interest expense by over $50 million, eliminate
approximately $300 million of secured debt, and return control of
the Company to the FriendFinder Networks founder, Andrew Conru.

On emergence, the 14% Senior Secured Notes due 2013 will be
exchanged for new notes in the same principal amount, plus certain
additional consideration in the form of cash or notes.  Holders of
the 11.5% Non-Cash Pay Secured Notes due 2014 and 14% Cash Pay
Secured Notes due 2013 will receive substantially all of the new
common stock to be issued by reorganized FriendFinder Networks,
plus cash consideration subject to certain conditions.  The
Company's current common stock will be extinguished once the
agreement becomes effective and will no longer trade on the open
market.

FriendFinder Networks is being advised by the law firm of
Greenberg Traurig LLP and financial advisor SSG Capital Advisors,
LLC.

                    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.


FRIENDFINDER NETWORKS: SEC Bars Release of Securities Lawsuits
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the Securities and Exchange Commission, little seen
in bankruptcy court for 35 years, made a rare appearance in
Delaware and persuaded the judge that FriendFinder Networks Inc.
can't use Chapter 11 to extinguish shareholder lawsuits for
violation of securities laws.

According to the report, FriendFinder, the operator of adult
social networking websites, went to bankruptcy court on Dec. 16
for a confirmation hearing to approve a Chapter 11 plan that would
have barred plaintiffs from continuing a securities fraud suit
filed in federal district court in Florida in connection with an
offering in 2011.

Even though shareholders were to receive nothing in the plan,
their claims would have been extinguished unless they
affirmatively opted out of granting releases.

U.S. Bankruptcy Judge Christopher Sontchi ruled that the SEC's
objection was well taken.

The company modified the plan to eliminate provisions that would
have barred the securities suits. With the plan amended, Judge
Sontchi signed a confirmation order yesterday approving the
reorganization.

Worked out before the bankruptcy filing in September with 80
percent of first- and second-lien lenders, the plan gives accrued
interest plus an equal amount in new 14 percent first-lien notes
to holders of $234.3 million in 14 percent first-lien notes.

Holders of $330.8 million in two issues of second-lien notes
receive the new equity. Unsecured creditors will be paid in full.

The SEC played a major role in all bankruptcies of public
companies until the former Bankruptcy Act was replaced by the
Bankruptcy Code in 1978. The new law created the office of the
U.S. Trustee to replace the role of the SEC as the government's
watchdog in bankruptcy.

The first-lien notes last traded on Dec. 16 for 109 cents on the
dollar, according to Trace, the bond-price reporting system of the
Financial Industry Regulatory Authority.

                    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.


GLOBALSTAR INC: Issues 9.5 Million Common Shares to Hughes
----------------------------------------------------------
Globalstar, Inc., entered into an agreement with Hughes Network
Systems LLC, a subsidiary of EchoStar Corporation, which allowed
Hughes, at their sole option, to elect to receive shares of the
Company's voting common stock (at a 7 percent discount based upon
a trailing volume weighted average price calculation) in lieu of
cash related to certain milestone payments under Globalstar's 2008
contract with Hughes for ground network equipment and software
upgrades and satellite interface chips.

As previously disclosed, on Nov. 15, 2013, Hughes exercised an
option to receive approximately $4.3 million in Globalstar voting
common stock.  On Nov. 18, 2013, Globalstar issued 3,166,474
shares of voting common stock to Hughes at $1.35 per share in a
private placement exempt from registration under Section 4(2) of
the Securities Act of 1933.

On Dec. 11, 2013, Hughes exercised its remaining options to
receive approximately $10.1 million in Globalstar voting common
stock.  On Dec. 13, 2013, Globalstar issued 6,334,141 shares of
voting common stock to Hughes at $1.60 per share in a private
placement exempt from registration under Section 4(2) of the
Securities Act of 1933.

Per the terms of the letter agreement, Globalstar filed a
registration statement covering the resale of the shares issued to
Hughes under the agreement.

                          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.

The Company's balance sheet at Sept. 30, 2013, showed $1.38
billion in total assets, $1.12 billion in total liabilities and
$266.60 million in total stockholders' equity.


GMX RESOURCES: Final Order to Limit Securities Trading Entered
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Oklahoma
entered a final order establishing notification procedures,
approving restrictions on certain transfers of stock and claims in
GMX Resources Inc., and approving restrictions on claiming
worthless securities deductions regarding stock in the Debtors.

In its Dec. 5 final order, the Court held that the Debtors' net
operating loss carryforwards and certain other tax attributes,
other excess credit carryforwards are property of the Debtors'
estates and are protected by 11 U.S.C. Sec. 362(a).  The Court
also held that any purchase, sale or other transfer of stock or
senior secured notes and any declaration of worthlessness for
federal or state tax purposes with respect to GMX stock by certain
shareholders could severely limit the Debtors' ability to use the
tax attributes for purposes of the Internal Revenue Code of 1968,
as amended.

                        About GMX Resources

GMX Resources Inc. -- http://www.gmxresources.com/-- is an
independent natural gas production company headquartered in
Oklahoma City, Oklahoma.  GMXR has 53 producing wells in Texas &
Louisiana, 24 proved developed non-producing reservoirs, 48 proved
undeveloped locations and several hundred other development
locations.  GMXR has 9,000 net acres on the Sabine Uplift of East
Texas.  GMXR has 7 producing wells in New Mexico.

GMX filed a Chapter 11 petition in its hometown (Bankr. W.D. Okla.
Case No. 13-11456) on April 1, 2013, so secured lenders can buy
the business in exchange for $324.3 million in first-lien notes.
GMX listed assets for $281.1 million and liabilities totaling
$458.5 million.

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

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

David Zdunkewicz, Esq., Timothy A. Davidson II, Esq., and Joseph
Rovira, Esq., at ANDREWS KURTH LLP, serves as the Debtors'
counsel.  Special Local Counsel, Conflicts Counsel and Litigation
Counsel for the Debtors are William H. Hoch, Esq., and Christopher
M. Staine, Esq., at CROWE & DUNLEVY, P.C.

Counsel to Backstop Lenders under DIP Financing and Steering
Committee of Holders of Senior Secured Notes are Brian Hermann,
Esq., and Sarah Harnett, Esq., at PAUL, WEISS, RIFKIND, WHARTON &
GARRISON LLP.

Counsel to the Unsecured Creditors Committee is Jason Brookner,
Esq., at LOOPER REED & MCGRAW P.C.  Looper Reed is substituted as
counsel for the Official Committee of Unsecured Creditors in place
of Winston & Strawn LLP, effective as of April 25, 2013.  The
Committee tapped Conway MacKenzie, Inc., as financial advisor.


GOLDEN NUGGET: Moody's Raises Corp. Family Rating to 'B2'
---------------------------------------------------------
Moody's Investors Service upgraded Golden Nugget Inc.'s Corporate
Family Rating (CFR) to B2 and Probability of Default Rating (PDR)
to B2-PD in response to the company successfully completing its
refinancing and closing on its acquisition of the Lake Charles
casino as planned. Golden Nugget's Ba3 senior secured bank ratings
and Caa1 senior unsecured notes were affirmed. The outlook is
stable.

The Corporate Family Rating upgrade from Caa3 to B2 considers the
successful refinancing of near term debt maturities -- a
substantial majority of Golden Nugget's outstanding debt was
scheduled to mature in June 2014 -- and the closing of the Lake
Charles acquisition which Moody's believes improves Golden
Nugget's diversification and overall financial flexibility.

Proceeds from the recent financings along with a $210 million cash
equity contribution from Fertitta Entertainment and $30 million
equipment loan were used to fund the $186 million acquisition
price (net of $37 million credit) and complete the $382 million
development cost of the Pinnacle Entertainment (B1 stable) Lake
Charles casino development currently under construction in Lake
Charles, Louisiana. The proceeds were also used to refinance
approximately $430 million of existing debt at Golden Nugget and
fund a $30 million interest reserve for the project. In addition,
concurrently with the consummation of the transaction, the $295
million of senior unsecured notes of Golden Nugget Escrow were
assumed by Golden Nugget Inc.

Ratings upgraded:

Corporate Family Rating to B2 from Caa3

Probability of Default Rating to B2-PD from Caa3-PD

Ratings affirmed:

$75 million senior secured revolver due 2018 rated Ba3 (LGD 3, 32%
from LGD 3, 31%)

$350 million senior secured Term Loan due 2019, rated Ba3 (LGD 3,
32% from LGD 3, 31%)

$150 million senior secured delayed draw Term Loan due 2019, rated
Ba3 (LGD 3, 32% from LGD 3, 31%)

Ratings withdrawn:

$165 million second lien term loan due 2014 rated Ca (LGD 6, 92%)

$210 million first lien term loan due June 2014 rated Caa3 (LGD 3,
42%)

$120 million first lien delayed-draw term loan due June 2014 at
Caa3 (LGD 3, 42%)

Golden Nugget Escrow, Inc. rating affirmed:

$295 million senior unsecured notes due 2021, rated Caa1 (LGD 5,
85%)

Rating Rationale:

Golden Nugget's B2 Corporate Family Rating reflects Moody's
expectation that credit metrics will materially improve as the
Lake Charles casino ramps-up as projected and the performance of
the Golden Nugget Las Vegas and Laughlin Nevada casinos gradually
improve. In addition, the combined cash flow contribution from
Golden Nugget's existing properties in Las Vegas and Laughlin,
Nevada through November 2014, the scheduled opening date for Lake
Charles, partly mitigates the ramp-up risk.

The stable outlook reflects Moody's view that there is more than
sufficient liquidity provided by the recent financing and from
Golden Nuggets' Nevada properties to support all operating and
construction costs as well as interest and mandatory amortization
of the new capital structure until the Lake Charles property fully
ramps-up to projected levels of revenues and earnings, which is
estimated to be in 2015. Given the development status of the
property, a higher rating over the near term is unlikely. A higher
rating would require that earnings from Golden Nugget's Nevada
properties continue to grow and the Lake Charles property ramps-up
on time and on budget. Specifically, a higher rating would require
debt to EBITDA of under 4.5 times and EBIT to interest exceeding
2.0 times. A higher rating would also require good liquidity. A
downgrade could occur if there were any event that causes a delay
in the ramp-up of the property or the total cost of renovations
materially exceed its budget. A deterioration in liquidity for any
reason could also result in a downgrade.

Golden Nugget, Inc. is headquartered in Las Vegas, Nevada and is a
wholly-owned unrestricted subsidiary of Landry's Gaming Inc. (not
rated). The company owns and operates the Golden Nugget hotel,
casino, and entertainment resorts in downtown Las Vegas and
Laughlin, Nevada and the Lake Charles property in Louisiana.
Annual net revenue is approximately $250 million.


GREEN FIELD: Commences Marketing Process for Business & Assets
--------------------------------------------------------------
Green Field Energy Services Inc. and its affiliates on Dec. 17
disclosed that in connection with its ongoing Chapter 11 process,
it plans to explore and market for sale all or substantially all
of the business and assets pursuant to Section 363 of the
Bankruptcy Code in conjunction with its efforts to reorganize.
This announcement represents the start of the marketing process.

Details of the marketing process, including the process for
interested parties to request access to participate and conduct
due diligence, should be directed to Green Field's investment
banking firm, Carl Marks Advisory Group, LLC.

Despite the current volatility in the market for hydraulic
fracturing equipment and oilfield services, Rick Fontova, Green
Field's President said "We continue to see compelling long term
opportunities for our unique turbine driven gas powered technology
which is proven and not otherwise available in the marketplace.
No other provider has been able to develop a comparable technology
and we believe it has high strategic value to both service
providers and customers."

                    About Green Field Energy

Green Field Energy Services, Inc., 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.

Roberta A. Deangelis, The U.S. Trustee for Region 3, appointed six
members to the official committee of unsecured creditors in the
Chapter 11 cases of Green Field Energy Services, Inc., et al.

Green Field's bankruptcy is being financed with a $30 million loan
from BG Credit Partners LLC and ICON Capital LLC.


GREEN PLANET: Suspending Filing of Reports with SEC
---------------------------------------------------
Green Planet Group, Inc., filed a Form 15 with the U.S. Securities
and Exchange Commission to voluntarily terminate the registration
of its common stock and preferred stock.  As of Dec. 13, 2013,
there were 465 holders of the securities.  As a result of the Form
15 filing, the Company will not anymore obligated to file reports
with the SEC.

                        About Green Planet

Scottsdale, Ariz.-based Green Planet Group, Inc., is a specialty
energy conservation chemical company that produces and supplies
technologies to the global transportation, industrial and consumer
markets.  These technologies include gasoline, oil and diesel
additives for engines and other transportation-related fluids and
industrial lubricants.  The Company also operates an industrial
staffing and employment business by providing employees to the
light industrial, medical, aviation maintenance and IT industries
on a national basis.

The Company's balance sheet at Sept. 30, 2011, showed
$3.9 million in total assets, $21.0 million in total
liabilities, and a stockholders' deficit of $17.1 million.

As reported in the TCR on July 21, 2011, Semple, Marchal & Cooper,
LLP, in Phoenix, Ariz., said that Green Planet Group's significant
operating losses and negative working capital raise substantial
doubt about its ability to continue as a going concern.

Green Planet reported a net loss of $15.4 million for the fiscal
year ended March 31, 2011, following a net loss of $15.7 million
for fiscal 2010.  For the six months ended Sept. 30, 2011, the
Company has net income of $15.9 million on $15.4 million of sales.

The Company has not filed any financial report with the SEC after
the filing of its quarterly report for the period ended Sept. 30,
2011.


GSC GROUP: Capstone's Fees Cut over Disclosure Saga
---------------------------------------------------
Nick Brown, writing for Reuters, reported that a judge cut the
fees of financial adviser Capstone Advisory Group by about $1.57
million on Dec. 16 for its work on the bankruptcy of GSC Group
Inc, saying it withheld information about a relationship with one
of its contractors.

According to the report, the ruling, entered in U.S. Bankruptcy
Court in Manhattan, brings to a close a nearly year-long saga over
how bankruptcy professionals handled GSC's insolvency and eventual
sale to Black Diamond Capital Management.

Judge Shelley Chapman said Capstone should have disclosed that
Robert Manzo, the restructuring expert who helped sell and
liquidate GSC's assets, was working as a contractor rather than a
direct employee of Capstone, the report related.

However, Judge Chapman said the relationship itself, and the
associated fee-sharing arrangements between Capstone and Manzo,
did not violate bankruptcy rules, a blow to Black Diamond, which
had accused Manzo of gross negligence, the report further related.

Still, Capstone ran afoul of disclosure requirements under
bankruptcy law by failing to reveal the relationship, Judge
Chapman said, the report added.  The fee cut represents about a 25
percent reduction from the $6 million or so Capstone had initially
sought.

                         About GSC Group

Florham Park, New Jersey-based GSC Group, Inc. --
http://www.gsc.com/-- was a private equity firm that specialized
in mezzanine and fund of fund investments.  Originally named
Greenwich Street Capital Partners Inc. when it was a subsidiary of
Travelers Group Inc., GSC became independent in 1998 and at one
time had $28 billion of assets under management.  Market reverses,
termination of some funds, and withdrawal of customers'
investments reduced funds under management at the time of
bankruptcy to $8.4 billion.

GSC Group, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 10-14653) on Aug. 31, 2010, estimating
assets at $1 million to $10 million and debts at $100 million
to $500 million as of the Chapter 11 filing.

Effective Jan. 7, 2011, James L. Garrity Jr., was named Chapter 11
trustee for the Debtors.  The Chapter 11 trustee completed the
sale of business in July 2011 and filed a liquidating Chapter 11
plan and explanatory disclosure statement in late August.  The
bankruptcy court authorized the trustee to sell the business to
Black Diamond Capital Finance LLC, as agent for the secured
lenders.  Proceeds were used to pay secured claims.  The price
paid by the lenders' agent was designed for full payment on
$256.8 million in secured claims, with $18.6 million cash left
over.  Black Diamond bought most assets with a $224 million credit
bid, a $6.7 million note, $5 million cash, and debt assumption.  A
minority group of secured lenders filed an appeal from the order
allowing the sale.  Through a suit in state court, the minority
lenders failed to halt Black Diamond from completing the sale.

The Chapter 11 Trustee and Black Diamond filed rival repayment
plans for GSC Group.  The Chapter 11 trustee reached a handshake
deal on Dec. 13, 2011, ending the dispute with Black
Diamond that delayed a $235 million asset sale.

Michael B. Solow, Esq., at Kaye Scholer LLP, served as the
Debtor's bankruptcy counsel.  Epiq Bankruptcy Solutions, LLC, was
the Debtor's notice and claims agent.  Capstone Advisory Group LLC
served as the Debtor's financial advisor.

The Chapter 11 trustee tapped Shearman & Sterling LLP as his
counsel, and Togut, Segal & Segal LLP as his conflicts counsel.

Black Diamond Capital Management, LLC, is represented by attorneys
at Latham & Watkins and Kirkland & Ellis LLP.


GSC GROUP: Kaye Scholer Wins $4.2M Attorneys' Fees
--------------------------------------------------
Law360 reported that a New York bankruptcy judge rejected
allegations that Kaye Scholer LLP violated ethical rules in its
Chapter 11 bankruptcy representation of investment firm GSC Group
Inc., approving a reduced fee request of $4.2 million for the
firm's work.

According to the report, U.S. Bankruptcy Judge Shelley C. Chapman
wrote that the law firm was not to blame for the potential
conflict of interest that arose when a fee-sharing arrangement
between two other parties in the suit was linked to Kaye Scholer.

                         About GSC Group

Florham Park, New Jersey-based GSC Group, Inc. --
http://www.gsc.com/-- was a private equity firm that specialized
in mezzanine and fund of fund investments.  Originally named
Greenwich Street Capital Partners Inc. when it was a subsidiary of
Travelers Group Inc., GSC became independent in 1998 and at one
time had $28 billion of assets under management.  Market reverses,
termination of some funds, and withdrawal of customers'
investments reduced funds under management at the time of
bankruptcy to $8.4 billion.

GSC Group, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 10-14653) on Aug. 31, 2010, estimating
assets at $1 million to $10 million and debts at $100 million
to $500 million as of the Chapter 11 filing.

Effective Jan. 7, 2011, James L. Garrity Jr., was named Chapter 11
trustee for the Debtors.  The Chapter 11 trustee completed the
sale of business in July 2011 and filed a liquidating Chapter 11
plan and explanatory disclosure statement in late August.  The
bankruptcy court authorized the trustee to sell the business to
Black Diamond Capital Finance LLC, as agent for the secured
lenders.  Proceeds were used to pay secured claims.  The price
paid by the lenders' agent was designed for full payment on
$256.8 million in secured claims, with $18.6 million cash left
over.  Black Diamond bought most assets with a $224 million credit
bid, a $6.7 million note, $5 million cash, and debt assumption.  A
minority group of secured lenders filed an appeal from the order
allowing the sale.  Through a suit in state court, the minority
lenders failed to halt Black Diamond from completing the sale.

The Chapter 11 Trustee and Black Diamond filed rival repayment
plans for GSC Group.  The Chapter 11 trustee reached a handshake
deal on Dec. 13, 2011, ending the dispute with Black
Diamond that delayed a $235 million asset sale.

Michael B. Solow, Esq., at Kaye Scholer LLP, served as the
Debtor's bankruptcy counsel.  Epiq Bankruptcy Solutions, LLC, was
the Debtor's notice and claims agent.  Capstone Advisory Group LLC
served as the Debtor's financial advisor.

The Chapter 11 trustee tapped Shearman & Sterling LLP as his
counsel, and Togut, Segal & Segal LLP as his conflicts counsel.

Black Diamond Capital Management, LLC, is represented by attorneys
at Latham & Watkins and Kirkland & Ellis LLP.


GUAM SOLID WASTE MANAGEMENT: Receiver Seeking Bids for Trustee
--------------------------------------------------------------
Federal receiver Gershman, Brickner & Bratton, Inc. (GBB) issued a
Request for Proposals (RFP) for Trustee and Custodian banking
services to replace Citibank Guam, the provider of Trustee
services to the Receivership since 2009.  Citibank Guam recently
announced that it will cease its business banking deposit account
services on Feb. 28, 2014.  The RFP can be viewed and downloaded
from the Receiver's Web site at
http://guamsolidwastereceiver.org/documents-RFP-SW-004-13.html

"We encourage all qualified financial institutions on Guam to
carefully review the RFP and submit a proposal," said Receiver
Representative David L. Manning.  "These Trustee services are
important to the success of the Receiver's work to ensure
compliance with the Consent Decree and provide quality services to
the customers of the Guam Solid Waste Authority."

All proposals must be received by GBB no later than the close of
business Jan. 17, 2014.

In a Court Order dated March 17, 2008, U.S. District Court Judge
Frances M. Tydingco-Gatewood appointed GBB to be Receiver with
full responsibility for bringing the Guam Solid Waste Management
Division into compliance with the 2004 Consent Decree for
violation of the Clean Water Act.  As Receiver, GBB's objective is
to work with Guam's government, the Guam Solid Waste Authority,
solid waste companies, the people of Guam, and the U.S. military
to establish a long-term, financially viable and sustainable waste
management system for Guam.  For more information on the
receivership, visit http://www.guamsolidwastereceiver.org/


HALCON RESOURCES: S&P Keeps CCC+ Unsec. Notes Rating After Add-On
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that its 'CCC+' issue-
level rating and '6' recovery rating on Halcon Resources Corp.'s
senior unsecured notes due 2020 are unchanged following the
company's proposed $400 million add-on.  The 'B' corporate credit
rating and stable outlook on Halcon remain unchanged.  The '6'
recovery rating indicates S&P's expectation for negligible
(0%-10%) recovery in the event of a payment default.

S&P's ratings on Halcon reflect limited reserves and production,
high operating costs, an aggressive growth strategy, and
participation in the volatile and capital intensive nature of the
oil and gas industry.  These weaknesses are adequately offset at
the rating level by an oil-weighted reserve profile, an
experienced management team, and extensive acreage holdings in
multiple onshore liquids-rich U.S. basins.  S&P's ratings also
reflect the company's substantial indebtedness and concerns about
the level and source of capital required to develop this broad
collection of properties.  S&P characterizes Halcon's business
risk as "vulnerable," its financial risk as "highly leveraged,"
and its liquidity as "adequate."

Ratings List

Halcon Resources Corp.

Corporate Credit Rating                    B/Stable/--

Rating Unchanged
$1.15 bil. sr unsec nts due 2020*          CCC+
  Recovery Rating                           6

* Includes the $400 mil. add-on.


HALCON RESOURCES: Moody's Rates $400MM Unsecured Notes 'Caa1'
-------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to Halcon
Resources Corporation's $400 million senior unsecured note
offering. The Corporate Family Rating (CFR) and Probability of
Default were unaffected by this action and the outlook remains
stable. The note proceeds will be used to repay borrowings under
the company's revolving credit facility and for capital
expenditures.

"Halcon is projected to outspend its cash flow in 2014 with the
shortfall financed with debt and asset sales," said Stuart Miller,
Moody's Vice President - Senior Credit Officer. "While Halcon's
reported drilling results in the Williston Basin and the El Halcon
play have been promising, its performance in other basins have
been inconsistent. Given the company's very high leverage, if not
for the approximate $1.2 billion of liquidity pro forma for the
note offering, the debt rating would be in jeopardy."

Rating Action

New senior unsecured notes -- Assigned a Caa1, LGD 4 (60%) rating

LGD senior unsecured -- changed to LGD4 (60%) from LGD4 (64%)

Ratings Rationale:

At September 30, 2013 and pro-forma for the proposed bond offering
and recently announced asset sales, Halcon's debt to average daily
production is over $90,000 per Boe and debt to proved developed
reserves is over $45 per Boe. Both metrics are twice the level of
the median reported by all of the B3 exploration and production
companies in Moody's rated universe. Halcon's financial profile
suggests that a CFR below B3 should be considered. However, the
quality of the asset base along with the track record of value
creation by the management and technical teams helps to support
the B3 rating. Much of Halcon's acreage position is highly
prospective and is located in attractive resource plays in the US.
With over $1 billion of liquidity and a leveraged full cycle ratio
of 2.0x, Halcon appears to have the resources to grow production
and reserves faster than its debt balance.

Halcon's notes are rated Caa1, one notch below the CFR, to reflect
the priority claim provided to the senior secured credit facility.
As part of this action, a conforming change was made to each
series of notes to reduce the loss given default to LGD4 - 60%.

Halcon's liquidity is a major factor supporting the B3 CFR despite
the high leverage. Moody's has assigned a SGL-3 Speculative Grade
Liquidity rating to Halcon which translates into adequate
liquidity. Pro forma for the note offering, Halcon has roughly
$1.2 billion of liquidity to fund its projected negative free cash
flow of roughly $500 to $600 million over the next twelve months.
The $1.2 billion of liquidity includes $470 million of cash on
hand and $700 million of borrowing base availability under its
$1.5 billion revolving credit facility. The credit facility
matures in Feb 2017 and has two financial covenants: a minimum
interest coverage ratio of 2.5x and a minimum current ratio of
1.0x. Moody's expects Halcon to have full access to the credit
facility over the next 12 months although it may require waivers
of the interest coverage test by the lenders from time to time.
Secondary liquidity from assets sales is possible, but limited
given their pledge as collateral to the revolving credit facility.

The rating outlook is stable. A downgrade is possible if liquidity
deteriorates and is considered weak, or if debt to average daily
production is sustained over $100,000 per Boe. An upgrade will not
be considered until debt to average daily production is sustained
below $60,000 per Boe and debt to proved developed reserves falls
below $30 per Boe.

Halcon Resources Corporation is an independent exploration &
production company based in Houston, Texas.


HCA HOLDINGS: Moody's Alters Ratings Outlook to Positive
--------------------------------------------------------
Moody's Investors Service revised the rating outlook for HCA to
positive from stable. The company's B1 Corporate Family Rating and
B1-PD Probability of Default Rating are unchanged but have been
reassigned to the HCA Holdings, Inc. level -- the highest level in
the corporate structure with rated debt. HCA, Inc. is a wholly
owned subsidiary of HCA Holdings, Inc. (collectively HCA). Moody's
also reassigned the company's Speculative Grade Liquidity Rating
at the holding company level. Concurrently, Moody's affirmed the
ratings on HCA's existing debt instruments.

The positive outlook reflects Moody's expectation that HCA's scale
and dominant market strength will allow the company to continue to
grow revenue and EBITDA and maintain margins at the higher end of
the range of its peers. While the company will likely continue to
return capital to shareholders in lieu of debt repayment, Moody's
anticipates that HCA will generate sufficient cash flow to fund
moderate sized acquisitions with little detrimental impact on
credit metrics. Moody's also expects the expansion of insurance
coverage under the Affordable Care Act to benefit HCA's margins in
2014 through lower bad debt expense. However, that benefit will be
tempered by the company's concentrations in Florida and Texas, two
states that have elected not to expand Medicaid programs as
envisioned under the ACA.

Following is a summary of Moody's rating actions.

HCA Holdings, Inc.

Ratings assigned:

Corporate Family Rating at B1

Probability of Default Rating at B1-PD

Speculative Grade Liquidity Rating at SGL-2

Ratings affirmed:

Senior unsecured notes at B3 (LGD 6, 95%)

HCA, Inc.

Ratings withdrawn:

Corporate Family Rating at B1

Probability of Default Rating at B1-PD

Speculative Grade Liquidity Rating at SGL-2

Ratings affirmed / LGD assessments revised:

Senior secured ABL revolver at Ba1 (LGD 1, 2%)

Senior secured revolver at Ba3 (LGD 3, 35%) from (LGD 3, 34%)

Senior secured term loans at Ba3 (LGD 3, 35%) from (LGD 3, 34%)

Senior secured notes at Ba3 (LGD 3, 35%) from (LGD 3, 34%)

Senior unsecured notes at B3 (LGD 5, 84%)

Senior secured shelf at (P) Ba3

Senior unsecured shelf at (P) B3

Ratings Rationale:

HCA's B1 Corporate Family Rating reflects Moody's expectation that
the company will operate with significant leverage. The rating
also reflects Moody's consideration of HCA's scale and position as
the largest for-profit hospital operator in terms of revenue,
which aids its ability to obtain resources needed to adapt to
changes in the sector and in the company's ability to weather
industry pressures. Finally, the rating incorporates Moody's
expectation that the company will limit increases in leverage for
shareholder initiatives.

Moody's would have to see the company maintain a more conservative
financial profile, consistent with that expected of the Ba3
rating, prior to considering an upgrade of the rating to that
level, including limiting increases in leverage for shareholder
distributions or share repurchases. Additionally, Moody's would
have to see continued earnings growth or repayment of debt such
that debt/EBITDA was expected to be maintained closer to 4.5
times.

If the company experiences a deterioration in operating trends,
for example, negative trends in same-facility adjusted admissions
or same-facility revenue per adjusted admission, Moody's could
downgrade the rating. Additionally, Moody's could downgrade the
ratings if the company incurs additional debt to fund shareholder
distributions or acquisitions so that debt/EBITDA was expected to
be sustained above 5.5 times.

HCA Inc. is a wholly owned subsidiary of HCA Holdings, Inc.
(collectively HCA). Headquartered in Nashville, Tennessee, HCA is
the nation's largest acute care hospital company as measured by
revenue. A portion of the equity of HCA is still held by private
equity firms Bain Capital and KKR as well as members of
management. The company generated revenue in excess of $33
billion, net of the provision for doubtful accounts, in the twelve
months ended September 30, 2013.


HIGDON FURNITURE: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Higdon Furniture Company
        Post Office Box 1739
        Quincy, FL 32353

Case No.: 13-40753

Chapter 11 Petition Date: December 16, 2013

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

Judge: Hon. Karen K. Specie

Debtor's Counsel: Robert C. Bruner, Esq.
                  261 Pinewood Drive
                  Tallahassee, FL 32303
                  Tel: 850-385-0342
                  Fax: 850-270-2441
                  Email: RobertCBruner@hotmail.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by J. Warren Higdon III, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flnb13-40753.pdf


HOME-KIM: Case Summary & 6 Largest Unsecured Creditors
------------------------------------------------------
Debtor: Home-Kim/HK Windows, Inc.
           fdba Home-Kim, Inc.
        5101 Nelson Road, Suite 100
        Morrisville, NC 27560

Case No.: 13-07753

Chapter 11 Petition Date: December 16, 2013

Court: United States Bankruptcy Court
       Eastern District of North Carolina

Judge: Hon. Stephani W. Humrickhouse

Debtor's Counsel: J.M. Cook, Esq.
                  ATTORNEY AT LAW
                  5886 Faringdon Place, Suite 100
                  Raleigh, NC 27609
                  Tel: 919 675-2411
                  Email: J.M.Cook@jmcookesq.com

Estimated Assets: $500,001 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Yon B. Jeon, secretary.

A list of the Debtor's six largest unsecured creditors is
available for free at http://bankrupt.com/misc/nceb13-7753.pdf


HORIZON LINES: Caspian Capital Held 6% Equity Stake at Dec. 5
-------------------------------------------------------------
In a Schedule 13D filed with the U.S. Securities and Exchange
Commission, Caspian Capital LP disclosed that as of Dec. 5, 2013,
it beneficially owned 2,338,399 shares of common stock of Horizon
Lines, Inc., representing 6.01 percent of the shares outstanding.
A copy of the regulatory filing is available for free at
http://is.gd/u7ZJcF

                        About Horizon Lines

Charlotte, N.C.-based Horizon Lines, Inc. (NYSE: HRZ) is the
nation's leading domestic ocean shipping and integrated logistics
company.  The Company owns or leases a fleet of 20 U.S.-flag
containerships and operates five port terminals linking the
continental United States with Alaska, Hawaii, Guam, Micronesia
and Puerto Rico.  The Company provides express trans-Pacific
service between the U.S. West Coast and the ports of Ningbo and
Shanghai in China, manages a domestic and overseas service partner
network and provides integrated, reliable and cost competitive
logistics solutions.

The Company's balance sheet at Sept. 22, 2013, showed $642.85
million in total assets, $675.01 million in total liabilities and
a $32.16 million total stockholders' deficiency.

                           *     *     *

In June 2012, Moody's Investors Service affirmed Horizon Lines,
Inc.'s Corporate Family Rating (CFR) and Probability of Default
Rating ("PDR") at Caa2 and removed the LD ("Limited Default")
designation from the rating in recognition of the conversion to
equity of the $228 million of Series A and Series B Convertible
Senior Secured notes due in October 2017 ("Notes").

Moody's said the affirmation of the Corporate Family and
Probability of Default ratings considers that total debt has been
reduced by the conversion of the Notes, but also recognizes the
significant operating challenges that the company continues to
face.


ICEWEB INC: Files Financial Statements of KC Nap and CTCI
---------------------------------------------------------
IceWEB, Inc., previously filed a current report on Form 8-K to
report that it had closed its acquisition of Computers and Tele-
Comm., Inc., and KC NAP, LLC, on Oct. 1, 2013.

On Oct. 1, 2013, IceWEB entered into a share exchange agreement by
and among the Company, Computers and Tele-Comm., Inc., KC NAP,
LLC, the stockholders of CTCI, and Streamside Partners, LLC,
pursuant to which the Company purchased all of the outstanding
common stock of CTCI and the outstanding membership interests in
KC NAP, in exchange for 9,568,400 shares of the Company's $0.001
par value common stock.  Concurrently, and as part of the share
exchange agreement, the Company issued shares to retire an
outstanding debt owing by CTCI to Streamside Partners, LLC, which
totaled $155,000, and other debts of CTCI totaling $267,823, in
exchange for 13,485,799 shares of our $0.001 par value common
stock.  As a result of the Share Exchange, the Company is now the
holding company of CTCI and the Company now operates a company in
the business of operating data centers and providing Information
Technology services.

On Dec. 13, 2013, the Company filed with the U.S. Securities and
Exchange Commission copies of the financial statements of KC Nap
and CTCI which are available for free at:

                       http://is.gd/PcKbZp
                       http://is.gd/k1qjLp

                           About IceWEB

Sterling, Va.-based IceWEB, Inc., manufactures and markets
purpose-built appliances, network and cloud-attached storage
solutions and delivers on-line cloud computing application
services.  The Company's customer base includes U.S. government
agencies, enterprise companies, and small to medium sized
businesses (SMB).

D'Arelli Pruzansky, P.A., in Boca Raton, Florida, expressed
substantial doubt about IceWEB's ability to continue as a going
concern.  The independent auditors noted that the Company had net
losses of $6,485,048 for the year ended Sept. 30, 2012.

The Company reported a net loss of $6.5 million on $2.6 million of
sales in fiscal 2012, compared with a net loss of $4.7 million on
$2.7 million of sales in fiscal 2011.  The Company's balance sheet
at June 30, 2013, showed $1 million in total assets, $2.74 million
in total liabilities and a $1.73 million total stockholders'
deficit.


IDERA PHARMACEUTICALS: Board OKs $500,000 2013 Bonuses for Execs.
-----------------------------------------------------------------
The Compensation Committee of the Board of Directors of Idera
Pharmaceuticals, Inc., approved compensation for its named
executive officers consisting of:

   * The payment of cash bonus award for 2013;

   * The grant of options to purchase shares of common stock of
     the Company; and

   * New annual base salaries for 2014.


                                                          2014
                                                Stock    Annual
Name                              2013 Bonus  Options   Salary
----                              ----------  -------  --------
Sudhir Agrawal, D. Phil.           $274,500   850,000  $570,960
President and CEO

Louis J. Arcudi, III                $94,500   300,000  $327,600
SVP of Operations, CFO,
Treasurer and Secretary

Robert D. Arbeit, M.D               $90,000   200,000  $312,000
VP, Clinical Development

Timothy M. Sullivan, Ph.D.          $89,700   200,000  $310,960
VP, Development Programs and
Alliance Management

Each of the options to purchase shares of the Company's common
stock is granted effective as of Dec. 10, 2013, and made pursuant
to the Company's 2013 Stock Incentive Plan.  The exercise price is
$2.56, which is equal to the closing price of the Company's common
stock on the Nasdaq Capital Market on Dec. 10, 2013.  Subject to
the named executive officer's continued employment with the
Company on the applicable vesting date, the options vest in equal
quarterly installments over four years commencing on the date of
grant.

                     About Idera Pharmaceuticals

Cambridge, Massachusetts-based Idera Pharmaceuticals, Inc., is a
clinical stage biotechnology company engaged in the discovery and
development of novel synthetic DNA- and RNA-based drug candidates
that are designed to modulate immune responses mediated through
Toll-like Receptors, or TLRs.  The Company has two drug
candidates, IMO-3100, a TLR7 and TLR9 antagonist, and IMO-8400, a
TLR7, TLR8, and TLR9 antagonist, in clinical development for the
treatment of autoimmune and inflammatory diseases.

In the auditors' report on the consolidated financial statements
for the year ended Dec. 31, 2012, Ernst & Young LLP, in Boston,
Mass., expressed substantial doubt about Idera's ability to
continue as a going concern, citing recurring losses and negative
cash flows from operations and the necessity to raise additional
capital or alternative means of financial support, or both, prior
to Dec. 31, 2013, in order to continue to fund its operations.

The Company reported a net loss of $19.2 million on $51,000 of
revenue in 2012, compared with a net loss of $23.8 million on
$53,000 of revenue in 2011.  Revenue in 2012 and 2011 consisted of
reimbursement by licensees of costs associated with patent
maintenance.

The Company's balance sheet at Sept. 30, 2013, showed $39.57
million in total assets, $2.46 million in total liabilities, and
stockholders' equity of $37.11 million.


IGLOO HOLDINGS: S&P Raises CCR to 'B+' & Removes Rating From Watch
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Bedford, Mass.-based Igloo Holdings Corp. and operating
subsidiary Interactive Data Corp. to 'B+' from 'B', and removed
all ratings from CreditWatch, where S&P placed them with positive
implications on Nov. 26, 2013.  The rating outlook is stable.

At the same time, S&P raised its issue-level ratings on the
company's debt by one notch, in conjunction with the upgrade.
Recovery ratings on the company's debt issues remain unchanged.

"We base our upgrade primarily on our reassessment of the
importance of the Igloo's "satisfactory" business risk profile and
the company's ability to generate stable discretionary cash flow
and support its highly leveraged capital structure.  The company
exhibited relatively stable revenue during the most recent
recession, supported by its diversified client base and high
retention rates.  We expect modest revenue growth and stable
credit metrics under our base-case scenario," S&P said.

Through operating subsidiary Interactive Data Corp., Igloo
provides financial market data, analytics, and related solutions
to the financial services industry.  S&P's assessment of the
company's business risk profile as satisfactory reflects the
company's leading position in securities pricing data and
analytics.  S&P's business risk assessment also incorporates its
view of the media and entertainment industry's "intermediate" risk
and "very low" country risk.  Igloo sells its services primarily
to financial services firms in the U.S. (roughly 71% of revenue
for the nine months ended Sept. 30, 2013), with the remainder
coming from Europe and Asia.

S&P believes that as long as Igloo is prudent with its pricing
policy and can maintain its quality and service level, client
defection is not a major near-term risk, since switching to a
competitor involves system changes because information is
typically fed directly into clients' systems.  Competitors such as
Thomson Reuters Corp. and Bloomberg L.P. focus more on
workstations that generally require broader equity or fixed income
data rather than Igloo's niche area of securities pricing and
reference data, which includes hard-to-price securities, used most
often in financial institutions' back and middle offices.  Client
retention is high in the pricing and reference data segment,
averaging 94% since 2007.  S&P believes these positives more than
offset the company's smaller scale of operations compared with its
larger peers.  Igloo's EBITDA margin, at 36.4% as of Sept. 30,
2013, is roughly in line with peers'. S&P expects the company's
margin to expand by about 50 basis points in 2014.

S&P's assessment of Igloo's financial risk profile as "highly
leveraged" is based on its expectation that leverage will remain
above 5x despite positive organic revenue growth and modest debt
repayment.  S&P also bases its assessment on the company's
financial sponsor ownership and some uncertainty regarding its
long-term financial policy and leverage targets.  S&P assumes that
the company will continue to invest in its technology
infrastructure and product development, which would slow the pace
of debt reduction.  During the fourth quarter of 2012, the company
issued debt to fund a shareholder distribution, and S&P expects
that the company's financial policies will remain aggressive.  If
leverage declines to more moderate levels, S&P expects that
additional debt-financed dividends would be likely.


INTELLITRAVEL MEDIA: Jan. 29 Deadline Set for Bankruptcy Sale Bids
------------------------------------------------------------------
Elaine Alimonti, President of Intellitravel Media Inc., D/B/A
Budget Travel, on Dec. 16 disclosed that a number of new
initiatives have been introduced aimed at increasing the company's
digital footprint and revenue as it prepares to be sold.  Budget
Travel is a 15-year-old multi-platform travel content company
designed to empower consumers to travel the globe affordably.  It
is well known for its flagship publication, Arthur Frommer's
Budget Travel.

Every month, Budget Travel-branded digital content reaches more
than 5.5MM savvy consumers, via multiple digital channels; users
look to the brand to provide them with reliable, affordable, and
actionable travel information.  Building on this success with the
introduction of a new e-commerce platform and custom broadcast-
quality travel videos is the next phase of evolution for the
brand.

"We looked at the marketplace, and saw that there were essentially
two categories of travel websites: travel content sites, which
seek to provide travel inspiration; or OTAs (Online Travel
Agencies) and travel deal sites, which seek to sell a trip or
travel package to consumers," says Ms. Alimonti.  "With a brand
named 'Budget Travel,' and a sterling reputation for trusted,
affordable travel content, we knew our next step: connect travel
inspiration and trip planning with travel offers and bookings.
And to make money at each stage of the process."

Through a selection of exclusive, editorially sourced travel
offers and curated packages offered through partners, Budget
Travel's "Real Deals" connects travel content with e-commerce by
surfacing relevant, real-time travel packages and prices while
consumers are reading an article or slideshow on a related
destination.  This unmatched level of personalization increases
the likelihood of purchase as visitors can also search for trips
by departure or destination; by price, and by interests or
lifestyle (adventure, foodie, romance, etc.).

Budget Travel has also partnered with DCN Creative, an Emmy-award
winning producer of travel content for PBS.  The partnership
includes custom, broadcast-quality travel video created for the
Budget Travel site, scheduled for launch in Q1 2014, as well as
new pre-roll video opportunities for advertisers.

Over the past year, Budget Travel has continued to expand its
digital footprint by connecting with consumers across multiple
digital platforms including:

   -- A mobile-optimized site; mobile traffic now accounts for 20%
of site traffic

   -- The "Ultimate Road Trips" app, featuring more than 70
editorially-curated U.S. drives, alongside information on what to
see, stay and do overlaid with GPS directions

   -- Paid tablet editions of Arthur Frommer's Budget Travel
magazine on iPad, Kindle, Android and Nook devices

   -- An editorial opt-in e-newsletter, which reaches more than
500,000 subscribers twice weekly, driving close to 20% of the
brand's site traffic

   -- Social media initiatives have provided an impetus for
digital growth in 2013 -- Budget Travel has more than 4.2 million
followers and ranks in the top 50 of all followed Pinterest sites;
it is by far the most-followed travel media site

   -- The brand has a robust following on Twitter (75,000
followers) and Facebook (30,000 followers); and just recently
launched an Instagram account

"We are excited for the new opportunities we've created for the
Budget Travel brand," said Ms. Alimonti.  "We've expanded our
digital reach, and developed and launched new revenue-generating
platforms that have created a path back to profitability. We are
not only creating more engagement with users, we are able to offer
new opportunities to our advertisers and partners."

Intellitravel Media, Inc. has retained Bentley Associates, L.P.,
an investment-banking firm with extensive experience in the travel
and leisure marketplace, as a sales advisor, and is in
conversations with various parties regarding an anticipated sale
of the company.  There are no secured creditors of the company.
Bids are due by January 29, 2014; parties interested in
participating in the bankruptcy sale process should contact Justin
Hirs at 212-763-0362.

                     About Intellitravel Media

Intellitravel Media, Inc., is a travel media company that empowers
consumers to travel the globe affordably.  The Company's flagship
brand is Arthur Frommer's Budget Travel.  Budget Travel content is
distributed through digital, mobile, e-newsletter and tablet
channels, as well as through a travel membership club.  The Budget
Travel brand serves millions of consumers each month with content
that delivers "Vacations for Real People."

On Dec. 5, 2012, an involuntary petition was filed against
Intellitravel Media in the U.S. Bankruptcy Court for the Southern
District of New York seeking relief under the provisions of
Chapter 7 of the United States Bankruptcy Code.

On March 20, 2013, the case was converted to Chapter 11 (Bankr.
S.D.N.Y. Case No. 12-14815).  The Debtor is now operating its
business and managing its property as a debtor-in-possession.

Judge Allan L. Gropper presides over the case.

Omni Management is the claims and notice agent.

Attorneys for Debtor can be reached at:

         KLESTADT & WINTERS, LLP
         570 Seventh Avenue
         17th Floor
         New York, NY 10018

Attorneys for the Official Committee of Unsecured Creditors can be
reached at:

         MEYER, SUOZZI, ENGLISH AND KLEIN P.C.
         990 Stewart Avenue, Suite 300
         P.O. Box 9194
         Garden City, NY 11530
         Phone: (516) 741-6565


INTERNATIONAL LEASE: Fitch Puts 'BB' IDR on Watch Positive
----------------------------------------------------------
Fitch Ratings has placed International Lease Finance Corp.'s
(ILFC) 'BB' long-term Issuer Default Rating (IDR) on Rating Watch
Positive.

Action follows the announcement that AerCap Holdings N.V. (AerCap;
'BBB-'/Rating Watch Negative) has entered into a definitive
agreement to acquire ILFC from American International Group (AIG;
'BBB+'). Fitch expects to resolve the Rating Watch Positive once
the acquisition is completed, which is expected to be in the
second quarter of 2014. Assuming the transaction is consummated on
the agreed-upon terms, and absent material credit developments in
the interim, the outcome is expected to result in a one-notch
upgrade of ILFC's long-term IDR and senior unsecured debt.
AerCap's 'BBB-' IDR has been placed on Rating Watch Negative by
Fitch and is expected to be downgraded by one notch to 'BB+' at
the time of the transaction's close. Thus, Fitch's expectation is
that the ratings of the two entities will ultimately be equalized.

AerCap has agreed to acquire 100% of ILFC from AIG in a cash and
stock transaction. The purchase price is approximately $5.4
billion, including $3 billion in debt and cash and approximately
$2.4 billion in newly issued AER shares. AerCap is expected to be
the surviving entity after the acquisition is completed and AIG is
expected to initially own approximately 46% of the combined
company. AerCap has obtained a commitment from UBS and Citi for a
$2.75 billion acquisition facility. Upon closing of the
acquisition, AIG will provide AerCap with a committed $1 billion
5-year unsecured revolving facility. The acquisition is subject to
regulatory and shareholder approvals.

ILFC's existing deferred and current tax liability (DTL), which
totaled approximately $4.5 billion as of Sept. 30, 2013, is
expected to be transferred to AIG as a result of purchase
accounting and section 338(h)(10) tax election. Fitch believes
this is an important element of the transaction, as it will allow
AerCap to transfer ILFC assets to a more tax efficient
jurisdiction and provide the company with flexibility to sell
and/or part-out aircraft without incurring cash taxes. The company
expects to generate significant tax savings by transferring ILFC
assets to an entity domiciled in Ireland.

Key Rating Drivers:

Fitch believes the AerCap acquisition is generally a positive
development for ILFC's creditors and should result in some
tangible benefits over the longer term, including:

-- Elimination of ownership uncertainty, which has constrained
   ILFC's ratings;

-- ILFC would become part of a publicly traded company with a
   solid management team;

-- Elimination of the DTL and re-domestication of assets would
   provide more flexibility to maximize economic value of the
   fleet;

-- The markdown of ILFC's fleet would reduce risk of future
   impairments, support the quality of the equity base, and allow
   more flexibility to sell or part out older aircraft.

However, Fitch also believes there are some near-term challenges
associated with the transaction, including:

-- Material amount of execution and integration risk, as ILFC is
   approximately four times larger than AerCap;

-- Increase in tangible balance sheet leverage, heightening
   sensitivity to a market stress or a cyclical downturn;

-- AerCap currently has a more complex organizational and legal
   structure than ILFC.

Fitch expects the ratings of AerCap and ILFC will be equalized if
the acquisition is consummated consistent with the terms outlined
by management. Fitch expects to maintain separate ratings on ILFC
and its outstanding debt until most of its rated obligations have
been repaid. ILFC would likely be treated as a core subsidiary of
AerCap under Fitch's criteria 'Rating FI Subsidiaries and Holding
Companies'. This is based on Fitch's expectation of ILFC's
material significance to AerCap's operations going forward.

AerCap does not plan to provide an explicit guarantee to ILFC's
existing debt obligations. However, Fitch believes the 100%
ownership and ILFC's significant strategic importance would
warrant alignment of issue-level ratings. Post-close, Fitch will
assess the final legal structure and determine the ranking of
ILFC's creditors. Any potential structural subordination could
result in wider notching of ILFC's existing unsecured obligations.

Fitch expects that the economics of the combined business will
remain intact, with no immediate impact to lease cash flows. The
debt balance for the combined company will increase modestly (by
roughly 8%) to fund the cash portion of the purchase price. AerCap
expects to reap significant tax benefits as discussed above, which
should benefit ILFC's creditors in the long run.

Rating Sensitivities:

Assuming the acquisition is consummated, Fitch believes positive
rating momentum is possible over the longer term if AerCap
executes on the plan it has outlined. More specifically,
successful integration of ILFC's fleet and staff, a reduction of
balance sheet leverage as outlined by the company, maintenance of
robust liquidity and improvement in the fleet profile are viewed
as positive rating drivers. Positive rating momentum could stall
if AerCap runs into any meaningful integration issues, if
dividends or share repurchase activity are reinstituted before
deleveraging plans are completed, or if there is a material
downturn in the aviation sector, which negatively impacts its
business.

Downside risks to AerCap's and ILFC's ratings will be elevated
until the acquisition is integrated and leverage is reduced.
Negative rating actions could result from significant integration
issues, loss of key airline relationships, deterioration in
financial performance and/or operating cash flows, higher than
expected repossession activity and/or difficulty re-leasing
aircraft at economical rates. Longer-term, aggressive capital
management, a reduction in available liquidity or inability to
maintain or improve the fleet profile could also lead to negative
rating pressure.

Failure by AerCap to obtain any of the necessary amendments and
covenants on ILFC's credit facilities on reasonably economic terms
could adversely impact the combined entity's credit profile. This
also applies to any other contractual agreements of ILFC that have
Change of Control or similar provisions.

Fitch believes there could be negative rating pressure on ILFC's
ratings if the acquisition does not close. The Rating Outlook for
ILFC's was Negative before the acquisition was announced as a
result of ownership uncertainty. Unless an alternative ownership
solution with comparable benefits coincides with any termination
of the AerCap transaction, uncertainty regarding the company's
future strategic direction would likely result in ILFC's ratings
being removed from Rating Watch Positive and, at a minimum,
returned to Rating Outlook Negative where they were previously.

Fitch has placed the following ratings on Rating Watch Positive:

International Lease Finance Corp.
-- Long-term IDR 'BB';
-- Senior unsecured debt 'BB';
-- Preferred stock 'B'.

Flying Fortress Inc.
-- Senior secured debt 'BB'.

ILFC E-Capital Trust I
-- Preferred stock 'B'.

ILFC E-Capital Trust II
-- Preferred stock 'B'.

Fitch has affirmed the following rating:

International Lease Finance Corp.
-- $3.9 billion senior secured notes at 'BBB-'.


INTERNATIONAL LEASE: Moody's Affirms 'Ba3' CFR Over AerCap Sale
---------------------------------------------------------------
Moody's Investors Service affirmed the Ba3 corporate family rating
of International Lease Finance Corporation (ILFC) and changed the
rating outlook to negative. This follows the announcement by ILFC
parent American International Group (AIG; Baa1 stable) that it
will sell ILFC to AerCap Holdings N.V (unrated) for $3 billion in
cash and 97.6 million AerCap common shares, resulting in an
estimated transaction value of $5.4 billion based on AerCap's
closing share price on December 13, 2013. The ratings and outlook
of AIG are unaffected by the ILFC rating action.

Ratings Rationale:

ILFC's sale to AerCap provides clarity regarding ILFC's ownership
and strategy, both a source of business uncertainty since AIG
designated ILFC a non-core holding following the financial crisis
of 2008-09. After acquiring ILFC, AerCap will have a leading
market presence in commercial aircraft leasing, a valuable order
position in new technology aircraft, and opportunities to
profitably strengthen ILFC's fleet mix and improve operating
efficiency. However, the transaction will expose ILFC's creditors
to execution risk associated with AerCap's integration of ILFC's
much larger aircraft fleet and transition of key personnel and
management systems. In addition, Moody's anticipates that
transaction financing will result in far higher leverage than at
ILFC and AerCap currently.

Net cash proceeds to AIG at closing, which is expected to occur in
the second quarter of 2014, will total $2.4 billion after
settlement of intercompany loans. AIG will own 46% of AerCap's
common shares at closing; the company has agreed to a share
registration agreement that effectively locks up its shares for
periods ranging from nine to 15 months.

The transaction will transform AerCap into a market leader in
commercial aircraft leasing with a combined fleet of over 1,100
owned aircraft on a pro forma basis, including AerCap's 231 owned
aircraft at September 30, 2013 and ILFC's lease fleet of 913 owned
aircraft. The acquisition includes ILFC's order book of 338 new
aircraft with Boeing, Airbus and Embraer scheduled to deliver the
planes through 2022, representing embedded fleet growth that will
strengthen the combined entity's position in the newest technology
aircraft. Moody's expects that strong demand for the new aircraft
will strengthen average portfolio lease yields, enhancing profits
and cash flows, assuming that AerCap is able to execute its
operating strategies in a way that preserves ILFC's strong
customer relationships and marketing capabilities.

The combination will also create opportunities for AerCap to
improve upon ILFC's historic performance by reducing operating
redundancies, improving fleet mix, and realizing tax efficiencies.
AerCap has demonstrated skill in optimizing the return on its own
aircraft investments while also reducing overall fleet risk
characteristics through selective aircraft sales, a practice the
company intends to continue with respect to ILFC's portfolio.
Under a section 338(h)(10) election of the Internal Revenue Code,
AerCap will step up the tax basis in ILFC's assets, resulting in
tax savings and aiding cash flow. The firm plans to recognize
additional tax savings by relocating ILFC's US domiciled aircraft
to Ireland, which has a lower corporate tax-rate.

A primary credit constraint concerns the size of the transaction,
which is unprecedented in the industry, particularly given
AerCap's smaller scale compared to ILFC. At September 30, 2013,
AerCap's reported total assets of $9.2 billion were one-quarter of
ILFC's total of $37.0 billion. Additionally, ILFC's order position
of 338 aircraft is eight times the size of AerCap's own orders for
42 aircraft at September 30. AerCap has experience acquiring and
integrating aircraft fleets and management systems, but on a
smaller scale. The firm owns a partial interest in AerData,
developer of an aircraft fleet management system widely used by
industry participants and which has served as the platform for
prior successful fleet acquisitions by AerCap and others. However,
in Moody's view the size of the ILFC integration heightens
transition execution risks, including with respect to aircraft
relocations to Ireland, access to debt funding to support a larger
more complex combined enterprise, and retention of employees
critical to achieving operating continuity and platform
transitions.

AerCap intends to fund the $3 billion cash payment to AIG with a
combination of cash on hand and proceeds from the issuance of
senior unsecured bonds. However, the firm's market access as a
combined entity is uncertain, given the scale and complexity of
the proposed transaction. As a contingency, AerCap has obtained a
$2.75 billion unsecured bridge facility from UBS and Citibank that
provides a backup source of funding for the AIG payment. AIG will
provide a $1 billion five-year unsecured line of credit to AerCap
to enhance the firm's liquidity during the transition in
ownership. ILFC and AerCap lines of credit are also expected to
remain available, subject to lender approvals.

Longer-term concerns with respect to AerCap's market access and
liquidity relate to the financing requirements of the combined
firm's $25 billion of new aircraft and other equipment on order,
deliveries of which ramp up significantly by 2016, as well as to
ongoing refinancing needs. The magnitude of AerCap's market
funding requirements could become an issue during market
contractions that reduce overall appetite for aircraft and
aviation finance. Given large recurring funding needs, evolution
of AerCap's funding and liquidity profiles will be key rating
considerations for ILFC's indebtedness going forward.

Moody's estimates that pro forma leverage (debt-to-equity) of the
combined entity will be 5.9x at closing, higher than leverage at
both ILFC (3.0x at September 30, 2013) and AerCap (2.6x),
reflecting transaction costs and Moody's estimates for new debt
issuance and purchase accounting effects. If AerCap is able to
capitalize on new revenue and cost saving opportunities, its
earnings and cash flow could strengthen, leading to meaningful
deleveraging over the intermediate term toward AerCap's target
leverage of 3x (net debt basis). But with a large order book and
industry demand conditions conducive to growth, Moody's believes
that AerCap is likely to operate with leverage at the high end of
its target range.

After the sale closes, Moody's currently expects to maintain a
negative rating outlook in recognition of the transaction
integration risks and higher leverage. During the transition,
Moody's will also consider the combined entity's appetite for
growth and credit concentrations, its access to funding and its
liquidity management as part of monitoring the firm's evolving
credit profile. Moody's will also assess credit implications of
the transaction accounting in terms of its effects on ILFC's
reported financial condition and performance.

Moody's could improve ILFC's ratings and/or outlook if the
integration of ILFC and AerCap progresses favorably in terms of
operating and financial performance, leverage and liquidity.

Moody's could downgrade ILFC's ratings if its operating prospects
weaken, it loses key personnel, or if leverage of the combined
entity fails to decline.

International Lease Finance Corporation, headquartered in Los
Angeles, California, is the second-largest owner-lessor of
commercial aircraft globally.

AerCap Holdings N.V. is a major commercial aircraft leasing
company with headquarters in the Netherlands and listed on the New
York Stock Exchange (AER).

Issuer rating outlooks changed to negative from stable:

International Lease Finance Corporation

Flying Fortress Inc.

ILFC E-Capital Trust I

ILFC E-Capital Trust II


ION MEDIA: Bankruptcy Court Approves Plan of Reorganization
-----------------------------------------------------------
ION Media Networks confirmed on Dec. 16 that on December 11, 2013,
the Bankruptcy Court for the Eastern District of Missouri approved
ION's and the Creditors Committee's Jointly Proposed Chapter 11
Plan in the Roberts Broadcasting, et al., bankruptcy cases.

Under the Plan, ION will fund $7.75 million for distributions to
creditors and will obtain all of the beneficial interests in a
trust, established to own and operate the Reorganized Debtors'
full-power TV stations in St. Louis, MO, Columbia, SC, and their
Class A station in Evansville, IN.

The Plan was confirmed by the Court without opposition, clearing
the path for all non-insider general unsecured creditors to
receive a 100% distribution plus interest.  The broadcast trust
will be formed upon short-form approval by the FCC, which the
parties anticipate receiving shortly.  Industry veteran Gary
Chapman has been tapped by the Court and the parties to act as
Trustee for the stations until final ownership transfers are
effectuated.

"Achieving a consensual Court confirmation for this Plan adds to
our history of bringing financial and operational solutions to
independently owned TV stations," said Brandon Burgess, Chairman
and CEO of ION Media Networks.  "We look forward to assisting
these stations to be successful parts of their communities for
many years to come."

The three markets, covering approximately 1.8 million TV
households, provide a natural strategic and operational synergy
with ION's independently owned station group.  St. Louis is the
largest market in which ION does not currently have an owned or
affiliated broadcast station.

                     About ION Media Networks

ION Media Networks, Inc. -- http://www.ionmedia.com/-- owns and
operates the nation's largest broadcast television station group
and ION Television, which reaches over 96 million U.S. television
households via its nationwide broadcast television, cable and
satellite distribution systems, and features popular TV series and
movies from the award-winning libraries of RHI Entertainment, CBS
Television, NBC Universal, Sony Pictures Television, Twentieth
Television and Warner Bros., among others.  Using its digital
multicasting capability, the Company has launched several digital
TV brands, including qubo, a channel for children focusing on
literacy and values, and ION Life, a channel dedicated to active
living and personal growth.  It also has launched Open Mobile
Ventures Corporation, a business unit focused on the research and
development of portable, mobile and out-of-home transmission
technology using over-the-air digital television spectrum.

The Company and its affiliates filed for Chapter 11 bankruptcy
protection on May 19, 2009 (Bankr. S.D.N.Y. Case No. 09-13125).
Jonathan S. Henes, Esq., at Kirkland & Ellis LLP, is the Debtors'
general bankruptcy counsel.  Moelis & Company LLC is the Debtors'
financial advisor.  Ernst & Young LLP is the Debtors' tax advisor,
and Kurtzman Carson Consultants LLP is the Debtors' notice, claims
and balloting agent.  The Debtors disclosed $1,855,000,000 in
assets and $1,936,000,000 in debts as of April 30, 2009.  The U.S.
Trustee has appointed four members to the official committee of
unsecured creditors.


ISTAR FINANCIAL: To Trade on NYSE Under "STAR" Symbol
-----------------------------------------------------
Beginning Dec. 19, 2013, listed shares of iStar Financial Inc.'s
common and preferred stock will begin trading on the New York
Stock Exchange under the new symbol "STAR".

     Listed Shares of Stock                  New Ticker
     ----------------------                  ----------
     Common Stock                               STAR
     8.00% Series D Preferred Stock           STAR prD
     7.875% Series E Preferred Stock          STAR prE
     7.80% Series F Preferred Stock           STAR prF
     7.65% Series G Preferred Stock           STAR prG
     7.50% Series I Preferred Stock           STAR prI

"Our new ticker is a reflection of the significant progress we've
made over the past few years and the opportunities that lay
ahead," said Jay Sugarman, iStar's Chairman and chief executive
officer.

                       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.  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.

                            *     *     *

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: Lindsay Gardner Joins IZEA Board of Directors
-------------------------------------------------------
Lindsay Gardner was appointed to IZEA, Inc.'s Board of Directors.
Mr. Gardner has 25 years of executive management and leadership
experience at companies ranging from technology startups to the
world's largest media and entertainment companies.

"Lindsay joined IZEA's Strategic Advisory Board in June of this
year and has taken an active role in providing guidance to the
company," said Ted Murphy, Chairman and chief executive officer of
IZEA.  "We are delighted to have Lindsay join the company in a
more formal role as IZEA continues to grow."

Currently, Mr. Gardner is senior advisor to Oaktree Capital
Management, a Los Angeles-based private equity firm with $80
billion under management.  Since May 2010, he has focused on
global buyout opportunities in the technology, media and
telecommunications sectors, as well as providing strategic support
to various Oaktree portfolio companies.

In addition, Gardner maintains a robust strategic advisory
practice focused on media acquisition, distribution and
partnerships.  Since 2011 alone, he has advanced the business
plans of Miramax, Tribune, Discovery, AMC Networks, and a range of
other broadcasters, distributors and programmers.

Mr. Gardner is a co-owner of the Memphis Grizzlies NBA basketball
team as well as a co-founder of several technology and media
companies, including media data-transfer firm Porto Media, China-
based Reach Media, and Channel Islands, which builds cloud-based
end-to-end advertising systems for television networks and cable
providers.

Until mid-2007, Gardner was president of Affiliate Sales and
Marketing for Fox Networks.  During his tenure, he built Fox's
cable network portfolio from a handful of small channels into one
of the industry's largest, most diverse and most profitable
content companies, launching more than a dozen networks, including
three that surpassed 20 million subscribers in their first year of
operation.

"Ted and his team are building an asset with extraordinary reach
and capabilities and my friends at our industry's most forward-
looking companies are taking notice," said Gardner.  "I am eager
to be a resource for Ted and IZEA's shareholders during this next
wave of growth."

A graduate of the MBA program at The Wharton School of the
University of Pennsylvania, Mr. Gardner received his Bachelor of
Arts in Economics from Brandeis University.

                          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 Sept. 30, 2013, showed $3.39 million in total assets,
$4.68 million in total liabilities and a $1.28 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.


JEH COMPANY: Bid to Sell 2 Ford Trucks Challenged
-------------------------------------------------
Parties-in-interest have filed objections to the request of JEH
Company, et al., to sell two vehicles (2010 F-250 1374 and 2009
F-350 2402) pledged to Ford Motor Credit Company, LLC.

The Debtor sought authorization to sell assets and pay Ford in
connection with the sale of those vehicles.  The Debtor said ad
valorem taxing authorities are being adequately protected by prior
orders of the Court authorizing replacement liens on others assets
of the estate.

Stephen G. Wilcox, Esq., at WILCOX LAW, P.L.L.C., on behalf of
Ford, objected to the sale motion. PrimeSource Building Products,
Inc. filed a joinder to Ford's objection.

Mansfield ISD, Spring Branch ISD, Hidalgo County, McAllen ISD,
filed a limited objection to the sale motion.  The Taxing Units
hold prepetition ad valorem tax liens.  The Taxing Units requested
that either their liens be paid at the time of sale, or, in the
alternative, a separate escrow or segregated account be created at
closing from the proceeds of the sale in a sufficient amount to
cover the prepetition ad valorem taxes owed to the Taxing Unit.

                         About JEH Company

JEH Company, JEH Stallion Station, Inc., and JEH Leasing Company,
Inc. filed bare-bones Chapter 11 petitions (Bankr. N.D. Tex. Case
Nos. 13-42397 to 13-42399) in Ft. Worth, Texas on May 22, 2013.
Mark Joseph Petrocchi, Esq., at Griffith, Jay & Michel, LLP, in
Ft. Worth, serves as counsel to the Debtors.

JEH Company was organized in 1982 by Jim and Marilyn Helzer.
According to http://www.jehroofingcompany.com/,JEHCO buys roofing
material directly from the manufacturer and sell it to
contractors, builders, and homeowners.  JEH Leasing owns and
leases equipment and vehicles primarily for use in the business of
JEHCO.  Stallion is in the quarter horse and thoroughbred horse
business.

In its schedules, JEH Company disclosed $13,606,753 and
$18,351,290 in liabilities as of the Petition Date.

JEH Stallion Station, Inc., disclosed $364,007 in assets and
$3,982,012 in liabilities as of the Petition Date.

JEH Leasing Company, Inc., disclosed $1,242,187 in assets and
$155,216 in liabilities as of the Petition Date.


LABORATORY PARTNERS: Dec. 19 Bid Deadline for Long-Term Care Unit
-----------------------------------------------------------------
Laboratory Partners, Inc. (MedLab), a provider of clinical
laboratory and anatomic pathology services in eight states and the
District of Columbia and a debtor-in-possession under Chapter 11
of the United States Bankruptcy Code, on Dec. 17 disclosed that it
is in active negotiations with American Health Associates, Inc.
and MedLab's senior secured lenders regarding the potential sale
of its long term care division as a going concern.  MedLab also
disclosed that it has extended the bid and auction deadlines
applicable to its long term care division until December 19, 2013
or such later date as MedLab determines appropriate.  MedLab
expects to continue to serve its customers without interruption
during the sale process.

Laboratory Partners Inc., a Cincinnati-based provider of lab and
pathology services, filed a petition for Chapter 11 protection on
Oct. 25 in Delaware.  The case is In re Laboratory Partners Inc.,
13-bk-12769, U.S. Bankruptcy Court, District of Delaware
(Wilmington).


LAKELAND INDUSTRIES: Incurs $1.8 Million Net Loss in 3rd Quarter
----------------------------------------------------------------
Lakeland Industries, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $1.83 million on $22.78 million of net sales for the
three months ended Oct. 31, 2013, as compared with net income of
$282,646 on $24.23 million of net sales for the same period during
the prior year.

For the nine months ended Oct. 31, 2013, the Company reported net
income of $1.49 million on $69.16 million of net sales as compared
with a net loss of $8.19 million on $71.71 million of net sales
for the same period a year ago.

The Company reported a net loss of $26.3 million on $95.1 million
of net sales for the year ended Jan. 31, 2013, compared with a net
loss of $376,825 on $96.3 million of sales for the year ended
Jan. 31, 2012.

The Company's balance sheet at Oct. 31, 2013, showed
$87.33 million in total assets, $38.56 million in total
liabilities and $48.77 million in total stockholders' equity.

Chief Executive Officer and President Christopher J. Ryan said,
"As stated previously, management believes it will have Brazil
turned around by the first quarter in 2014.  Other than Brazil,
all of our other business units are doing well and as projected.
Once Brazil is at breakeven, the full earning potential of the
rest of the Company will be apparent.

It is important to note that our current bank covenants and lines
of credit are NOT dependent upon operations in Brazil.  Thus,
management is free to reorganize it, and we have and will continue
to follow such a course of action."

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

                       http://is.gd/e6dUgK

                    About Lakeland Industries

Ronkonkoma, N.Y.-based Lakeland Industries, Inc., manufactures and
sells a comprehensive line of safety garments and accessories for
the industrial protective clothing market.


LEE'S FORD: Hearing on Plan Confirmation Continued Until Jan. 16
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Kentucky
approved an agreed order continuing until Jan. 16, 2014, at
10:00 a.m., the hearing to consider Lee's Ford Dock, Inc., et
al.'s motion to obtain postpetition financing.  At the hearing,
the Court will also consider confirmation of the Debtors' Joint
Plan of Reorganization dated Aug. 22, 2013.

The stipulation, entered among the Debtors, Branch Banking & Trust
Company, the U.S. Small Business Administration, and the U.S. Army
Corps of Engineers, also provided that, among other things:

   1. By Dec. 20, BB&T, the SBA, the Corps, and the Debtors will
exchange all proposed exhibits upon which any of the parties
intend to rely at the confirmation hearing and DIP financing
hearing.

   2. By Dec. 20, 2013, BB&T, the SBA, and the Corps will
circulate among themselves and to the Debtor proposed additions or
changes to the proposed Joint Stipulations that were circulated by
the Debtors to those parties on Nov. 19, 2013.

   3. By Dec. 20, 2013, BB&T, the SBA, the Corps, and the Debtors
will exchange lists of all witnesses, including any expert
witnesses, whom any or all of these parties intend to call as a
witness at the confirmation hearing or DIP financing hearing.

   4. All exhibits, proposed stipulations, and witness lists will
be filed in the record no later than Jan. 6, 2014.

   5. Any objections to exhibits will be filed no later than
Jan. 10.  If no timely objection to an exhibit is filed, it will
be admitted into evidence at the DIP financing and confirmation
hearings subject only to a relevancy objection.

   6. The Debtors will file their response(s) to the objections to
the DIP financing motion and the joinder no later than Jan. 7.

                            The Plan

The Court approved the Disclosure Statement explaining the
Debtors' bankruptcy-exit plan on Oct. 23, 2013.  As reported in
the Troubled Company Reporter on Aug. 27, 2013, the Debtors' plan
contemplates the continued business operations of the Debtors and
the payment of all allowed claims to the extent possible over a
period of time from future income and revenue.

All claims other than secured Claims will be paid to the greatest
extent possible within five years, according to the disclosure
statement for the Debtors' proposed Chapter 11 Joint Plan of
Reorganization, dated Aug. 22, 2013.

The Plan provides that the allowed secured claims of Branch
Banking & Trust Company in Class 1 will be repaid through regular
monthly principal and interest payments, amortized over 30 years
at an interest rate of 4.25%, with the entire claim to be repaid
in full on or before Aug. 31, 2025, which is the end of the
current term of the Corps Lease, with no prepayment penalties.

The Plan provides that the allowed secured claims of the U.S.
Small Business Administration in Class 2 will be repaid through
regular monthly principal and interest payments, amortized over 30
years at an interest rate of 4.00%, with the entire then-
outstanding balance of the Class 2 Claims to become due on
Sept. 24, 2037, with no prepayment penalties.

Each holder of allowed unsecured claims in Class 6, except as
otherwise set forth in the Disclosure Statement, will receive
distributions equal to the full Allowed amount of its Claim within
12 months following the Effective Date.

Holders of equity interests in the Debtors under Class 8 will
remain otherwise unimpaired by confirmation of the Debtors' Plan.
There will be no dividends, distributions, or any other payments
to or on account of the interests until all allowed claims have
been paid in full.

A copy of the Disclosure Statement is available at:

           http://bankrupt.com/misc/lee'sford.doc271.pdf

                         The DIP Financing

As reported in the TCR on Aug. 27, 2013, the Debtors sought
authorization to obtain first-priority secured postpetition
financing in the form of a $500,000 revolving line of credit from
Community Trust Bank, Inc.

In exchange for its agreement to provide the DIP Loan to Lee's
Ford Dock, the DIP Lender requires that the remaining Debtors, the
Hamilton Revocable Trust (which is the sole member of Hamilton
Capital and Hamilton Brokerage), and James D. Hamilton (the
Trustee of the Trust), individually, all guarantee the DIP Loan.
Further, the liens of the DIP Lender on the DIP Loan Collateral
will be first-priority priming liens, superior to any and all
prior liens of Branch Banking and Trust Company and the U.S. Small
Business Administration on the DIP Loan Collateral.

The DIP Loan will bear interest at the Wall Street Journal Prime
Rate, adjusted daily, with a floor of 5.75%.  Interest on the
outstanding balance of the DIP Loan will be due monthly, and all
outstanding principal and interest will be due at maturity, which
is twelve months from the issuance of the DIP Loan.  The non-
refundable origination fee for obtaining the DIP Loan is $5,000.
Other fees and costs relating to the DIP Loan are estimated to be
$18,000, for total fees and costs associated with obtaining the
DIP Loan of approximately $23,000.

                        About Lee's Ford

Lee's Ford Dock Inc., Hamilton Brokerage LLC, Hamilton Capital
LLC, Lee's Ford Hotels LLC, Lee's Ford Woods LLC, and Top Shelf
Marine Sales Inc., filed for Chapter 11 bankruptcy (Bankr. E.D.
Ky. Case Nos. 12-60818 to 12-60823) on July 4, 2008.  The Debtors
collectively operate as "Lee's Ford Resort & Marina" --
http://www.leesfordmarina.com/-- which consists of a boat dock,
lodging facilities, the Harbor Restaurant & Tavern, a retail
store, and a boat brokerage business and Web site located at
http://www.buyaboat.neton Lake Cumberland in Nancy, Kentucky.

Hamilton Brokerage LLC and Hamilton Capital LLC are not actively
involved in the Debtors' operations, but are holding companies set
up as part of the structure of the original purchase transactions
which began in 2003.

The Debtors' revenues were adversely impacted by the lowering of
the water level of Lake Cumberland in January 2007 to allow for
repairs to Wolf Creek Dam.  The Debtors were forced to incur
extraordinary costs to relocate the Dock and related facilities in
accordance with the new water level.

Attorneys at DelCotto Law Group PLLC, in Lexington, Ky., serve as
the Debtors' counsel.  The Debtor disclosed $21,225,899 in assets
and $13,339,745 in liabilities as of the Chapter 11 filing.  The
petition was signed by James D. Hamilton, president.  Mr. Hamilton
has been designated as the individual responsible for performing
the duties of the Debtors.

Smith, Currie & Hancock LLP serves as special counsel to advise
and assist the Debtor in connection with its pursuit of claims
against the U.S. Army Corps of Engineers.  Venters Law Office
serves as special counsel to advise and assist the Debtor in
connection with the prosecution and defense of general litigation
matters, including the collection of unpaid boat slip rental fees,
and any other specific matters in connection therewith.

The U.S. Trustee has said an official committee has not been
appointed in the bankruptcy case of Lee's Ford Dock Inc. because
an insufficient number of persons holding unsecured claims against
the Debtor have expressed interest in serving on a committee.


LEE'S FORD: Wants Until March 4 to Solicit Plan Votes
-----------------------------------------------------
Lee's Ford Dock, Inc., et al., are asking the Bankruptcy Court to
extend until March 4, 2014, their exclusive period to solicit
acceptances for their Joint Plan of Reorganization.  This is the
Debtors' second request.

The Court previously extended the Debtors' exclusive solicitation
period until Dec. 31, 2013.

As reported in the Troubled Company Reporter on Aug. 27, 2013, the
Debtors have a bankruptcy exit plan that contemplates the
continued business operations of the Debtors and the payment of
all allowed claims to the extent possible over a period of time
from future income and revenue.

All claims other than secured Claims will be paid to the greatest
extent possible within five years, according to the disclosure
statement for the Debtors' proposed Chapter 11 Joint Plan of
Reorganization, dated Aug. 22, 2013.

                        About Lee's Ford

Lee's Ford Dock Inc., Hamilton Brokerage LLC, Hamilton Capital
LLC, Lee's Ford Hotels LLC, Lee's Ford Woods LLC, and Top Shelf
Marine Sales Inc., filed for Chapter 11 bankruptcy (Bankr. E.D.
Ky. Case Nos. 12-60818 to 12-60823) on July 4, 2008.  The Debtors
collectively operate as "Lee's Ford Resort & Marina" --
http://www.leesfordmarina.com/-- which consists of a boat dock,
lodging facilities, the Harbor Restaurant & Tavern, a retail
store, and a boat brokerage business and Web site located at
http://www.buyaboat.neton Lake Cumberland in Nancy, Kentucky.

Hamilton Brokerage LLC and Hamilton Capital LLC are not actively
involved in the Debtors' operations, but are holding companies set
up as part of the structure of the original purchase transactions
which began in 2003.

The Debtors' revenues were adversely impacted by the lowering of
the water level of Lake Cumberland in January 2007 to allow for
repairs to Wolf Creek Dam.  The Debtors were forced to incur
extraordinary costs to relocate the Dock and related facilities in
accordance with the new water level.

Attorneys at DelCotto Law Group PLLC, in Lexington, Ky., serve as
the Debtors' counsel.  The Debtor disclosed $21,225,899 in assets
and $13,339,745 in liabilities as of the Chapter 11 filing.  The
petition was signed by James D. Hamilton, president.  Mr. Hamilton
has been designated as the individual responsible for performing
the duties of the Debtors.

Smith, Currie & Hancock LLP serves as special counsel to advise
and assist the Debtor in connection with its pursuit of claims
against the U.S. Army Corps of Engineers.  Venters Law Office
serves as special counsel to advise and assist the Debtor in
connection with the prosecution and defense of general litigation
matters, including the collection of unpaid boat slip rental fees,
and any other specific matters in connection therewith.

The U.S. Trustee has said an official committee has not been
appointed in the bankruptcy case of Lee's Ford Dock Inc. because
an insufficient number of persons holding unsecured claims against
the Debtor have expressed interest in serving on a committee.


LILY GROUP: Court Okays Hiring of Faegre Baker as Panel's Counsel
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Lily Group, Inc.
sought and obtained permission from the U.S. Bankruptcy Court for
the Southern District of Indiana to retain Faegre Baker Daniels,
LLP as counsel to the Committee.

The professional services required by the Committee and proposed
to be rendered by Faegre Baker include, but are not limited to,
advising and representing the Committee in the performance of the
Committee's rights, powers and duties under Section 1103 of the
Bankruptcy Code.

Faegre Baker will be paid at these hourly rates:

       Terry E. Hall, Partner            $410
       Dustin R. DeNeal, Associate       $315
       Sarah B. Herendeen, Paralegal     $230

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

Faegre Baker has agreed with the Committee to not charge for
travel time to any hearings held in Terre Haute, Indiana, though
it may seek mileage reimbursement.  Faegre Baker has also agreed
not to bill for time spent on purely administrative tasks nor for
giving instructions to its personnel or assignments of tasks.
Finally, Faegre Baker has agreed with the Committee that no more
than 10% of its aggregate monthly fees may be charged for
conferring among personnel within Faegre Baker.

Terry E. Hall, partner of Faegre Baker, 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.

Faegre Baker can be reached at:

       Terry E. Hall, Esq.
       FAEGRE BAKER DANIELS, LLP
       300 N. Meridian Street, Suite 2700
       Indianapolis, IN 46204
       Tel: (317) 237-0300
       Fax: (317) 237-1000
       E-mail: terry.hall@faegrebd.com

Lily Group Inc., the developer of an open-pit coal mine in Green
County, Indiana, filed a petition for Chapter 11 reorganization
(Bankr. S.D. Ind. Case No. 13-81073) on Sept. 23 in Terre Haute,
listing assets and debt both exceeding $10 million.  The Debtor is
represented by Courtney Elaine Chilcote, Esq., and David R. Krebs,
Esq., at Tucker, Hester, Baker & Krebs, LLC, in Indianapolis,
Indiana.


LOEHMANN'S HOLDINGS: To Use Third Bankruptcy for Liquidation
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the third bankruptcy by discount retailer Loehmann's
Inc. won't be a reorganization.  Rather, it will be a liquidation
with going-out-of-business sales to begin by Jan. 7.

According to the report, Loehmann's, which is based in the Bronx
borough of New York City and operates 39 stores in 11 states,
filed its third Chapter 11 petition before midnight on Dec. 15,
listing assets and debt both totaling $96.7 million.

The debt includes $4.3 million on a first-lien credit agreement
with Wells Fargo Bank NA as agent, not including about $9 million
in letters of credit.

Law Debenture Trust Co. of New York is agent on a second-lien loan
for $14.5 million. It's also agent on a third-lien obligation for
$71.9 million. Trade suppliers are owed $16.7 million, according
to a court filing.

Affiliates of Whippoorwill Associates Inc. control 68.5 percent of
the equity, while Istithmar World PJSC, an investment firm owned
by the government of Dubai, has 19.1 percent, according to court
papers.

Unless other liquidators make a better offer at auction,
Loehmann's intends to have the store-closing sales conducted by a
joint venture among SB Capital Group LLC, Tiger Capital Group LLC
and A&G Realty Partners LLC.

They are offering $19 million cash plus 25 percent of net proceeds
from the sale of additional merchandise they bring to the sale.
They will also pay 25 percent from sales of intellectual property
and leases. All of Loehmann's stores are leased.

Loehmann's, founded in 1921, wants to hold an auction on Dec. 30
for liquidation rights.

Whippoorwill owned 70 percent of Loehmann's secured notes in the
prior bankruptcy, which eliminated $110 million in long-term debt.

The first Loehmann's bankruptcy was a 14-month Chapter 11
reorganization completed in September 2000. At the time the chain
had 44 stores in 17 states. The second bankruptcy culminated in a
reorganization plan implemented in March 2011. It was acquired by
Istithmar in July 2006 in a $300 million transaction.

The new case is In re Loehmann's Holdings Inc., 13-14050, U.S.
Bankruptcy Court, Southern District of New York (Manhattan). The
prior case was In re Loehmann's Holdings Inc., 10-16077, in the
same court.


LOEHMANN'S HOLDINGS: Judge Declines Some Approvals During Hearing
-----------------------------------------------------------------
Stephanie Gleason, writing for Daily Bankruptcy Review, reported
that a bankruptcy judge accused Loehmann's Holdings Inc. of
attempting to "cram down" its liquidation sale during the
Christmas holiday and declined to approve several motions on
Dec. 17.

The new case is In re Loehmann's Holdings Inc., 13-14050, U.S.
Bankruptcy Court, Southern District of New York (Manhattan). The
prior case was In re Loehmann's Holdings Inc., 10-16077, in the
same court.

The first Loehmann's bankruptcy was a 14-month Chapter 11
reorganization completed in September 2000. At the time the chain
had 44 stores in 17 states. The second bankruptcy culminated in a
reorganization plan implemented in March 2011. It was acquired by
Istithmar in July 2006 in a $300 million transaction.


LONE PINE: Files CCAA Restructuring Plan in Alberta Court
---------------------------------------------------------
Lone Pine Resources Inc. on Dec. 17 disclosed that the Company and
its subsidiaries have filed with the Court of Queen's Bench of
Alberta a plan of compromise and arrangement under the Companies'
Creditors Arrangement Act relating to their previously-announced
restructuring plan.  The Plan provides for, among other things,
the conversion of outstanding 10.375% senior notes due 2017 and
other unsecured debt into new common shares, an offering of new
preferred shares to eligible affected creditors to raise between
US$100 million and US$110 million in new capital, and the
cancellation of all outstanding shares of Lone Pine common stock.
Current shareholders of the Company will not receive any
distributions under the Plan.

The Court has also authorized the Company and its subsidiaries to
call and hold meetings of their affected unsecured creditors to
consider and vote on the Plan.  The creditors' meetings have been
called for Monday, January 6, 2014, and an information circular
and other materials relating to the meetings have been sent to
affected unsecured creditors in accordance with the Court's order.
Separate meetings will be held for the affected unsecured
creditors of each of the Company and its subsidiaries.

The Circular includes a copy of the Plan and a report of
PricewaterhouseCoopers Inc., the Court-appointed monitor of Lone
Pine and its subsidiaries, regarding, among other things, its
assessment of the Plan and its conclusion that the Plan is, in its
view, fair and reasonable.

Copies of the Plan, the Monitor's report thereon, the Circular and
other meeting materials have also been posted on the Monitor's
website at http://www.pwc.com/car-lpr

In order to be approved by the relevant class of affected
creditors, the Plan must be approved at the meeting of that class
by a majority in number of affected creditors with voting claims
representing at least two-thirds in value of the total voting
claims of all such unsecured creditors who vote in person or by
proxy at the meeting.  Pursuant to the Court's order, current
shareholders of the Company do not vote on the Plan.  If the Plan
is approved by the required majorities of affected creditors, Lone
Pine intends to apply to the Court for an order under the CCAA
sanctioning and approving the Plan.  A hearing before the Court
for the sanction order is currently scheduled to commence on
Thursday, January 9, 2014.

Implementation of the Plan is subject to creditor and court
approvals as well as various other conditions described in the
Plan.

The stay of proceedings against Lone Pine, its subsidiaries and
its directors and officers, initially ordered by the Court on
September 25, 2013 in connection with the commencement of creditor
protection proceedings under the CCAA and subsequently recognized
by the United States Bankruptcy Court for the District of Delaware
under Chapter 15 of the United States Bankruptcy Code, remains in
effect and has most recently been extended to and including
January 10, 2014.

Further information regarding the Company's restructuring
proceedings under the CCAA and Chapter 15, including copies of all
court orders and previously-filed reports of the Monitor, are
available on the Monitor's website at http://www.pwc.com/car-lpr

The securities to be offered in connection with the restructuring
have not been registered under the United States Securities Act of
1933, as amended, or any state securities laws and, unless so
registered, may not be offered or sold in the United States,
except pursuant to an exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act
and applicable state securities laws.  The preferred shares will
be offered only to accredited investors as such term is defined
under Section 501 of Regulation D under the Securities Act.  This
announcement shall not constitute an offer to sell or the
solicitation of an offer to buy the securities nor shall there be
any sale of the securities in any state in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state.

                    About Lone Pine Resources

Calgary, Canada-based Lone Pine Resources Inc. is an independent
oil and gas exploration, development and production company with
operations in Canada.  The Company's reserves, producing
properties and exploration prospects are located in the provinces
of Alberta, British Columbia and Quebec, and in the Northwest
Territories.  The Company is incorporated under the laws of the
State of Delaware.

Lone Pine entered bankruptcy protection in Canada on Sept. 25,
2013, under the Companies' Creditors Arrangement Act and received
an initial protection order from an Alberta court the same day.
Lone Pine Resources simultaneously filed for Chapter 15 protection
in Delaware in the United States (Bankr. D. Del. Case No. 13-
12487) to seek recognition of the CCAA proceedings.

Lone Pine, LPR Canada and all other subsidiaries of the Company
are parties to the CCAA and Chapter 15 proceedings.

Lone Pine is being advised by RBC Capital Markets, Bennett Jones
LLP, Vinson & Elkins LLP and Richards Layton & Finger P.A. in
connection with the restructuring, with Wachtell, Lipton, Rosen &
Katz LLP providing independent advice to the Company's board of
directors.  The Supporting Noteholders are being advised by
Goodmans LLP and Stroock & Stroock & Lavan LLP.


LOUDOUN HEIGHTS: Files for Chapter 11 in Virginia
-------------------------------------------------
Loudoun Heights, LLC, sought Chapter 11 bankruptcy protection
(Bankr. E.D. Va. Case No. 13-15588) in Alexandria, Virginia, on
Dec. 16, 2013, without stating a reason.

The Debtor filed together with Chapter 11 petition its schedules
disclosing $13.1 million in total assets and $4.85 million in
total liabilities.

The Debtor, in the business of providing farm and conservation
credits, owns a 166.5-acre property in Purcellville, Virginia,
valued at $5.6 million, and pledged as collateral to a $4.36
million debt to M&T Bank.  The Debtor also owns an additional 313-
acre property in Purcellville.  A copy of the schedules filed with
the petition is available for free at:

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

The Debtor is represented by Frank Bredimus, Esq., at Law Office
of Frank Bredimus, in Hamilton, Virginia.  According to a Rule
2016(b) statement, Mr. Bredimus has agreed to be paid $350 per
hour for his legal services.


LOUDOUN HEIGHTS: Case Summary & 6 Unsecured Creditors
-----------------------------------------------------
Debtor: Loudoun Heights, LLC
        12022 Meadowville Court
        Herndon, VA 20170

Case No.: 13-15588

Chapter 11 Petition Date: December 16, 2013

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

Judge: Hon. Brian F. Kenney

Debtor's Counsel: Frank Bredimus, Esq.
                  LAW OFFICE OF FRANK BREDIMUS
                  16960 Ivandale Rd.
                  Hamilton, VA 20158
                  Tel: 571-344-2278
                  Fax: 540-751-1008
                  Email: Fbredimus@aol.com

Total Assets: $13.10 million

Total Debts: $4.84 million

The petition was signed by Joe Bane, sole manager.

List of Debtor's six Largest Unsecured Creditors:

   Entity                      Nature of Claim  Claim Amount
   ------                      ---------------  ------------
Little Piney Run Estates, LLC                      $364,645
12022 Meadowville Ct.
Herndon, VA 20170

Walsh Colucci, Lubley, Emrich                       $57,587
& Walsh

County of Loudoun                                   $49,130

Hirschler Fleischer                                  $9,453

Stantec                                              $1,880

Virginia Department of Taxation                      $1,342


MADISON PARK CHURCH: To Repay Creditors Fully in 25 Years
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the Madison Park Church of God in Anderson, Indiana,
has a green light to exit bankruptcy under a Chapter 11 plan
approved when a judge in Indianapolis signed a confirmation order
on Dec. 13.

According to the report, the church filed for Chapter 11
protection in July after the General Motors Co. plant in town
closed.

The church had purchased a 200-acre site in 2007 and built a new
church using three bridge loans. One $6 million loan matured in
July and couldn't be repaid because the church was unable to sell
some of the real estate.

The plan, accepted by all creditor classes, is designed to pay off
a $5.6 million secured claim over 10 years.

A $6.8 million first mortgage is to be paid fully over 20 years,
while a $8.8 million claim on two issues of unsecured bonds is due
for payment in full over 25 years.

The church listed assets of $9.9 million against debt totaling $22
million, including $18.7 million in secured claims.

Anderson is 43 miles (69 kilometers) northeast of Indianapolis.

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


MAGYAR TELECOM: NY Bankr. Court Recognizes English Scheme
---------------------------------------------------------
The English Court on Dec. 3 sanctioned a scheme of arrangement in
respect of a non-UK company in the case of Re Magyar Telecom B.V.
[2013] EWHC 3800 (Ch).

According to a client briefing by Clifford Chance --
http://is.gd/V8h5Vb-- the case is of particular interest as it
confirms that the English Court is willing to approve schemes
which (1) compromise NY law governed bonds and (2) vary/release
rights against third parties.  It also confirms that schemes
should benefit from recognition in Europe under the Judgments
Regulation.

In addition, on Dec. 11 the New York Bankruptcy Court recognized
the English scheme in respect of Magyar under Chapter 15 of the US
Bankruptcy Code as a foreign main proceeding providing for related
relief and giving full force and effect to the scheme and related
documents in the US.

Clifford Chance LLP is a limited liability partnership registered
in England & Wales under number OC323571.  The firm's registered
office and principal place of business is at 10 Upper Bank Street,
London, E14 5JJ. The firm uses the word "partner" to refer to a
member of Clifford Chance LLP or an employee or consultant with
equivalent standing and qualifications.  The firm is authorised
and regulated by the Solicitors Regulation Authority.

                    About Magyar Telecom B.V.

Magyar Telecom B.V. is a private company with limited liability
incorporated in the Netherlands and registered at the Chamber of
Commerce (Kamer van Koophandel) for Amsterdam with number
33286951 and registered as an overseas company at Companies House
in the UK with UK establishment number BR016577 and its address
at 6 St Andrew Street, London EC4A 3AE, United Kingdom
(telephone: +44(0)207-832-8936, Fax: +44(0)207-832-8950).

Magyar Telecom BV, owner of Hungarian telecommunications provider
Invitel, commenced proceedings in the United Kingdom on Oct. 21,
2013, to carry out a scheme of arrangement to reduce debt.  Under
the scheme to be implemented through the High Court of Justice of
England and Wales,, EUR350 million (US$481 million) in 9.5%
secured notes will be reduced to EUR155 million.  The company has
the support of holders of 70% of the notes.

On Oct. 28, the U.K. judge authorized holding a creditors'
meeting on Nov. 27 to approve the scheme, Bloomberg News relates.

Magyar filed a petition in New York under Chapter 15 (Bankr.
S.D.N.Y. Case No. 13-bk-13508) on Oct. 29, 2013, to assist a
court in the U.K. in carrying out the scheme.


MASTER AGGREGATES: Employs Charles A. Cuprill as Attorney
---------------------------------------------------------
Master Aggregates Toa Baja Corporation seeks authority from the
U.S. Bankruptcy Court for the District of Puerto Rico to employ
Charles A. Cuprill, P.S.C., Law Offices, as attorneys.

The Debtor has employed the firm on the basis of a $10,000
retainer against which the law firm will bill on the basis of $350
per hour, plus expenses, for work performed or to be performed by
Charles A. Cuprill-Hernandez, Esq. -- ccuprill@cuprill.com ; $225
per hour for any senior associate; $150 per hour for junior
associates; and $85 per hour for paralegals.

The firm assures the Court that it 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.

Master Aggregates Toa Baja Corporation filed a Chapter 11 petition
(Bankr. D.P.R. Case No. 13-10305) in Old San Juan, Puerto Rico on
Dec. 11, 2013.  Charles Alfred Cuprill, Esq., at Charles A
Cuprill, PSC Law Office, in San Juan, serves as counsel.


MASTER AGGREGATES: Taps Carrasquillo as Financial Consultant
------------------------------------------------------------
Master Aggregates Toa Baja Corporation seeks authority from the
U.S. Bankruptcy Court for the District of Puerto Rico to employ
CPA Luis R. Carrasquillo & Co., P.S.C., as financial consultant to
assist it in the financial restructuring of its affairs by
providing advice in strategic planning and the preparation of the
Debtor's plan of reorganization and disclosure statement,
determination of the Debtor's assets, and participating in the
Debtor's negotiations with creditors and parties-in-interest.

The Debtor has employed Carrasquillo on the basis of a $12,500
advance, against which the firm will bill as per the hourly
billing rates of its professionals.

The firm assures the Court that it 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.

Master Aggregates Toa Baja Corporation filed a Chapter 11 petition
(Bankr. D.P.R. Case No. 13-10305) in Old San Juan, Puerto Rico on
Dec. 11, 2013.  Charles Alfred Cuprill, Esq., at Charles A
Cuprill, PSC Law Office, in San Juan, serves as counsel.


METRO AFFILIATES: Lunenburg Bids Out New School Transport Contract
------------------------------------------------------------------
The School Department of the Town of Lunenburg will be accepting
bids for the Transportation of School Children for the period
beginning on Jan. 1, 2014 through June 30, 2016.  The scope of
services to be awarded in the contract will be Jan. 1, 2014 to
June 30, 2015.  At the Town's discretion, a follow-on contract for
the remaining period may be awarded to the selected bidder.

The decision to award a contract is contingent upon the outcome of
the Chapter 11 case of Metro Affiliates, Inc., et al.  If the
bankruptcy court does not allow the debtor's petition to terminate
its current contract with Lunenburg Public Schools, this
invitation for bids will be revoked.

Bid proposals shall be signed by an authorized company official
and submitted in a sealed envelope plainly marked on the outside,
"BID PROPOSAL FOR TRANSPORTATION OF SCHOOL CHILDREN" and must be
addressed to the Town of Lunenburg, School Department, 1025
Massachusetts Avenue, Lunenburg, MA 01462 and will be received no
later than 4:00 P.M., December 30, 2013, at which time all bids
will be publicly opened and read aloud.

All proposals must comply in all respects with the instructions,
conditions, specifications, and other requirements in the IFB.
Bids and further information can be obtained from the Office of
the Superintendent, 1025 Massachusetts Avenue, Lunenburg, MA
01462, telephone number 978-582-4100, between 8:00 A.M. and 4:00
P.M., Monday through Friday, until the scheduled proposal
submission date of 4:00 P.M., December 30, 2013.  Interested
parties may email Sandra Curley, School Business Manager --
scurley@lunenburgonline.com -- to request a copy of the Invitation
for Bids, including specifications, be sent via electronic mail.

The Town of Lunenburg reserves the right to waive any informality
or irregularities in or to reject any and all proposals, and to
make an award in any manner consistent with the law and deemed to
be in its best interest.

                       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, previously 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.


MGM RESORTS: Moody's Rates New $500MM Sr. Unsecured Notes 'B3'
--------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to MGM Resorts
International's proposed $500 million senior unsecured guaranteed
note offering.

Moody's affirmed the company's B2 Corporate Family and Probability
of Default ratings, Ba2 senior secured ratings, B3 senior
unsecured ratings, and (P)Caa1 senior subordinated ratings. MGM
has an SGL-3 Speculative Grade Liquidity rating and a stable
rating outlook.

The net proceeds of the proposed senior unsecured notes will be
used to repay the company's existing 5.875% senior notes due
February 2014.

"MGM's proposed note issuance will push out debt maturities
thereby improving the company's liquidity position," stated Peggy
Holloway, Vice President and Senior Credit Officer.

The proposed notes will be guaranteed by domestic subsidiaries,
except for Nevada Landing Partnership, MGM Grand Detroit, LLC and
its subsidiaries and MGM China Holdings Limited and its
subsidiaries. Nevada Landing partnership will not become a
guarantor unless and until Illinois gaming approval is obtained.

Ratings Rationale:

The rating assignments and affirmation of MGM's B2 Corporate
Family rating reflects its high leverage, sluggish gaming demand
in the U.S., and refinancing risk with bond maturities of $2.3
billion in 2015. As of the September 30, 2013, MGM's lease and
pension adjusted debt/EBITDA excluding the debt and EBITDA of its
51% owned joint venture, MGM China, was 10.5 times; 8.2 times
including MGM's share of the MGM China joint venture; 6.9 times on
a fully consolidated basis. In 2014, Moody's expects very modest
growth in gaming demand and higher group and convention business
to Las Vegas to drive a 4%-5% increase in EBITDA resulting in
standalone debt/EBITDA of about 9.5 times by year-end. The
company's casino properties are well located along the Las Vegas
Strip. Historically, the company's properties generated higher
EBITDA margins than many of their competitors demonstrating strong
operational expertise which also support ratings.

MGM's ratings also take into account the solid credit profile of
its MGM China joint venture - an asset Moody's believes will
provide a source of cash via semi-annual distributions. MGM
China's debt/EBITDA is less than 1.0 times. Year to date through
September 30, 2013, MGM China declared dividends totaling $613
million (MGM's share $313 million).

In 2015, MGM has aggregate refinancing needs of $2.3 billion
(comprised of its 4.25% $1.45 billion convertible notes due April
2015 and its 6.625% $875 million notes due July 2015). Moody's
notes, to the extent MGM's stock price remains above $18.58; the
possibility of conversion is more likely thereby reducing
refinancing risk. MGM does not have sufficient capacity under its
$1.2 billion revolver to support its aggregate $2.3 billion
refinancing needs in 2015, however, Moody's expects the company
will continue to pro-actively manage its liquidity in light of
these maturities.

The stable rating outlook reflects Moody's view that the Las Vegas
Strip will continue a slow recovery path that will boost EBITDA in
the mid-single digits, and that MGM will use cash distributions
received from MGM China to offset refinancing risk. The ratings
could be downgraded if improving operating conditions in Las Vegas
stall or MGM is unable to manage its liquidity profile. Given
MGM's high leverage, Moody's does not expect upward rating
momentum. However, MGM's ratings could be raised if the Las Vegas
Strip's recovery gains greater momentum -- particularly sustained
growth in gaming revenue --, and if the company can improve
debt/EBITDA materially.

Ratings assigned:

MGM Resorts International

  Proposed $500 million 6.25 year senior unsecured notes at B3
  (LGD 4, 66%)

Rating affirmed and LGD assessments revised where applicable

  Corporate Family Rating at B2

  Probability of Default Rating at B2-PD

  Senior secured bank facilities at Ba2 (LGD 2, 10%) from (LGD 2,
  11%)

  Senior unsecured notes at B3 (LGD 4, 66%) from (LGD 4, 67%)

  Senior unsecured shelf at (P)B3

  Senior subordinated shelf at (P)Caa1

  Subordinated shelf at (P)Caa1

  Speculative Grade Liquidity at SGL-3

Mandalay Resort Group

  Senior unsecured notes at B3 (LGD 4, 66%) from (LGD 4, 67%)

MGM Resorts International owns and operates 15 wholly-owned
properties located in Nevada, Mississippi and Michigan, and has
investments in three other properties in Nevada, New Jersey and
Illinois. MGM has a 51% interest in MGM Grand Macau, a hotel-
casino resort in Macau S.A.R. and a 50% interest in CityCenter, a
multi-use resort in Las Vegas, Nevada. MGM generates annual net
revenue of approximately $9.6 billion on a consolidated basis and
approximately $6.5 billion excluding Macau.


MGM RESORTS: S&P Assigns 'B+' Rating to $500MM Sr. Unsecured Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned Las Vegas-based MGM
Resorts International's proposed $500 million of senior unsecured
notes due 2020 its 'B+' issue-level rating, with a recovery rating
of '4', indicating S&P's expectation for average (30% to 50%)
recovery for lenders in the event of a payment default.  MGM plans
to use proceeds from the new notes for general corporate purposes,
which may include repaying a portion of its 5.875% senior notes
due February 2014 at maturity.

All other ratings, including S&P's 'B+' corporate credit rating,
remain unchanged.  The rating outlook is stable.

S&P's "fair" business risk profile assessment takes into account
MGM's limited geographic diversity outside Las Vegas, highly
competitive dynamics in both the Las Vegas and Macau gaming
markets, and high levels of anticipated cash flow volatility over
the economic cycle given the company's concentration in
destination markets and the discretionary nature of consumer
spending in the gaming industry.  Additionally, MGM is exposed to
China's "moderately high" country risk, as property level EBITDA
in Macau accounts for about one-third of total property level
EBITDA.  The company's leadership position on the Las Vegas Strip
and its presence in the Macau market partly offset the negative
factors.  S&P views the Las Vegas and Macau gaming markets
favorably because they cater to high population or visitor bases
with high propensities to game.  Additional factors that mitigate
risk include strong brand identity, MGM's ability to reinvest
sufficiently in its assets to sustain asset quality, and some
level of revenue diversity across gaming and nongaming amenities.

"Our assessment of MGM's financial risk profile as "highly
leveraged" reflects our expectation that consolidated leverage
(including MGM China) will remain elevated, in the low- to mid-6x
area through 2015.  Our measure of leverage assumes that the
convertible notes due 2015 are refinanced with debt.  Our
expectation that EBITDA interest coverage will remain above 2x
(good, given our leverage expectation), and our expectation that
MGM will retain access to capital markets to address about
$2.3 billion of maturities due 2015, partially offset the negative
factors," S&P said.

S&P applies an upward adjustment of one notch to the company's 'b'
anchor score for comparable analysis.  This is based on S&P's view
that MGM's competitive position is stronger than other business
assessments it deems as "fair," because of the favorable and deep
markets in which it operates, its leadership on the Las Vegas
Strip and its diversity of properties across that market, its
diversity of revenue across both gaming and nongaming amenities in
Las Vegas, and its relatively large scale.


MICHAELS STORES: S&P Assigns 'CCC+' Rating to $260MM Sub. Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'CCC+'
issue-level rating to Irving, Texas-based arts and crafts retailer
Michaels Stores Inc.'s proposed $260 million senior subordinated
notes due 2020, with a recovery rating of '6', indicating S&P's
expectation of negligible (0% to 10%) recovery for noteholders in
the event of a payment default.  The 'CCC+' rating is two notches
below the 'B' corporate credit rating.  According to the company,
it plans to use net proceeds, along with cash on hand, to redeem
its outstanding 11.375% senior subordinated notes due 2016.  Even
though the proposed refinancing will materially lower interest
expense on the specific debt issue, S&P do not anticipate it to
have a meaningful impact on consolidated credit protection
measures.  Michaels debt leverage was 4.9x at third-quarter ended
Nov. 2, 2013, which remains in line with S&P's expectations.

Standard & Poor's Ratings Services' ratings on Michaels reflect
its assessment of the company's business risk profile as "fair"
and the financial risk profile as "highly leveraged".  Michaels is
the market leader in the arts and crafts industry, primarily owned
by financial sponsors, Bain Capital and The Blackstone Group.
There is significant seasonality in the company's business, as S&P
estimates the fourth quarter accounts for about one-third of sales
and nearly 50% of operating income.

For the latest corporate credit rating rationale, see Standard &
Poor's research update on Michaels Stores Inc. published on
July 24, 2013.

RATINGS LIST

Michaels Stores Inc.
Corporate Credit Rating               B/Stable/--

New Rating
Michaels Stores Inc.
$260M snr subordinate notes due 2020  CCC+
   Recovery Rating                     6


MJC AMERICA: Seeks Authority to Use Cash Collateral to Operate
--------------------------------------------------------------
MJC America, Ltd., seeks authority from the U.S. Bankruptcy Court
for the Central District of California, Los Angeles Division, to
use cash collateral to fund ongoing business operations including
the payment of wages, taxes, rent, utilities and other ordinary
and necessary expenses.

The Debtor has total obligations of approximately $15.5 million,
including a secured obligation to East West Bank in the amount of
$2.17 million.  Other obligations included about $7 million in
trade payables and $3.3 million in insider loans.

The Debtor seeks to pay professional fees that may be incurred
following the depletion of retainers.

MJC America, Ltd., doing business as Soleus Air System, --
http://www.soleusair.com/-- which sells Soleus-branded air
conditioners and heaters in the U.S., filed for bankruptcy
protection under Chapter 11 (Bankr. C.D. Cal. Case No. 13-39097)
in Los Angeles on Dec. 10, 2013.

MJC disclosed $14.0 million in total assets and $15.9 million in
liabilities in its schedules.  Accounts receivable of $9.22
million and inventory of $4.12 million comprise most of the
assets.  East West Bank has a scheduled secured claim of
$2.1 million on a line of credit, and Hong Kong Gree Electric
Appliances Sales, Ltd., is owed $4.07 million, but only $288,000
is secured.

MJC America is represented by David A. Tilem, Esq., at Law Offices
of David A. Tilem, in Glendale, California.


MJC AMERICA: Section 341(a) Meeting Scheduled for Jan. 24
---------------------------------------------------------
A meeting of creditors in the bankruptcy case of MJC America,
Ltd., will be held on Jan. 24, 2014, at 10:00 a.m. at RM 5, 915
Wilshire Blvd., 10th Floor, Los Angeles, CA, 90017.

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.

MJC America, Ltd., doing business as Soleus Air System, filed for
bankruptcy protection under Chapter 11 (Bankr. C.D. Cal. Case No.
13-39097) in Los Angeles, California on Dec. 10, 2013.  Simon Chu
signed the petition as authorized individual.  The Debtor
disclosed total assets of $13.98 million and total debts of $15.92
million.  The Debtor is represented by David A Tilem, Esq., at Law
Offices of David A Tilem, in Glendale, CA.  Judge Sandra R. Klein
presides over the case.


MONTREAL MAINE: Wins 90-Day Extension to Decide on Leases
---------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maine in an order
dated Nov. 25, 2014, extended by 90 days the 120-day period for
Robert J. Keach, Esq., the duly appointed trustee for Montreal,
Maine & Atlantic Railway Ltd., to assume or reject non-residential
real property leases.

The Chapter 11 trustee sought for a 90-day extension to assume or
reject the leases.

An unexpired lease of nonresidential real property under which the
Debtor is the lessee is deemed rejected if the trustee does not
assume or reject the unexpired lease within 120 days of the
order for relief, unless the Court extends the 120-day period for
90 days on the motion of the trustee for cause.

Prior to the Petition Date, the Debtor (or its predecessor in
interest) entered into these nonresidential real property leases:

   a) Larson Easement;
   b) Medford Easement;
   c) Hermon Office Lease;
   d) Jackman Ground Lease;
   e) Cyr Mountain Lease;
   f) Parkhurst Siding Lease; and
   g) Bailey Hill Lease.

                        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.


MONTREAL MAINE: Group Wants Victims' Committee Order Revised
------------------------------------------------------------
An unofficial committee of wrongful death claimants consisting of
representatives of the estates of the 46 victims of the massive
explosion in Lac-Megantic, Quebec, caused by the derailment of a
train operated by Montreal Maine & Atlantic Railway, Ltd., asked
the Bankruptcy Court to modify its Order authorizing the
appointment of a Victims' Committee entered on Oct. 18, 2013, so
as to address fatal flaws in the committee appointed pursuant
thereto.

The WD Committee stated that two motions seeking an official
creditors' committee have been filed in the case.  Certain of the
Wrongful Death Claimants filed a motion seeking a committee to
represent all wrongful death claimants.  An informal committee
consisting of Canadian governmental units and a putative class
representative in an uncertified Canadian class action lawsuit
sought appointment of a victims' committee that would include its
members and perhaps other persons.

The WD Committee noted that the experiment of trying to form a
broadly-representative official committee has not borne fruit.

In this relation, the WD Committee requested for a quick and
decisive ending the committee experiment so as to encourage key
victim constituencies to get down to the real business of the
case.

The WD Committee is represented by George W. Kurr, Jr., Esq., at
GROSS, MINSKY & MOGUL, P.A.; Daniel C. Cohn, Esq., at MURTHA
CULLINA LLP; Peter J. Flowers, Esq., at MEYERS & FLOWERS, LLC;
Jason C. Webster, Esq., at THE WEBSTER LAW FIRM; and Mitchell A.
Toups, Esq., at Weller, Green, Toups & Terrell LLP.

                        About Montreal Maine

Montreal, Maine & Atlantic Railway Ltd., the railway company that
operated the train that derailed and exploded in July 2013,
killing 47 people and destroying part of Lac-Megantic, Quebec,
sought bankruptcy protection in U.S. Bankruptcy Court in Bangor,
Maine (Case No. 13-10670) on Aug. 7, 2013, with the aim of selling
its business.  Its Canadian counterpart, Montreal, Maine &
Atlantic Canada Co., meanwhile, filed for protection from
creditors in Superior Court of Quebec in Montreal.

Robert J. Keach, Esq., at Bernstein, Shur, Sawyer, and Nelson,
P.A., has been named as chapter 11 trustee.  His firm serves as
his chapter 11 bankruptcy counsel.  Development Specialists, Inc.,
serves as his financial advisor.  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.


MSD PERFORMANCE: Z Capital Buys Business via Debt Swap
------------------------------------------------------
MSD Performance Group on Dec. 16 disclosed that it has been
acquired by Hot Rod Brands, LLC, an affiliate of Z Capital
Partners, L.L.C.  MSDP sells products under the MSD, Racepak,
Powerteq, Edge and Superchips brands.  The transaction is
scheduled to close this week.

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Z Capital Partners, as agent for secured lenders,
bought the business in exchange for $78 million in secured debt.
In addition, it paid $627,000 cash to cover the cost of wrapping
up the bankruptcy and $3.2 million for attorneys' fees incurred in
the Chapter 11 case.  The sale was approved on Nov. 26 by the U.S.
Bankruptcy Court in Delaware.

Z Capital is a private equity firm with approximately $1.2 billion
of regulatory assets and committed capital with offices in Lake
Forest, Illinois and New York, New York.  The firm specializes in
investing in companies with a strong product line and top tier
brand recognition.  The group leverages its operational expertise
in actively working with the management teams of their portfolio
companies to enhance enterprise value.

"We are excited to add MSDP to the Z Capital portfolio of
companies and believe it to be a terrific growth platform.  We
will work with the management team to continue to be a market
leader and deliver cutting edge products to our loyal customer
base.  MSDP represents substantial brands within the performance
segment and we look forward to further solidifying and growing
that brand recognition," said James J. Zenni, President and Chief
Executive Officer of Z Capital.

MSD Performance looks forward to the future as the combination of
a stronger balance sheet and focused ownership will allow for an
even greater ability to serve consumers with exciting new products
and technology.  In recent years MSD Performance has expanded its
portfolio of products and technology including the award-winning
Atomic brand Fuel Injection systems, Flashcal brand Jeep hand-held
programmer, Vigilante brand Harley tuning products and this year's
SEMA Show introduction of Brainwave(R), the new Vehicle Management
Network that allows aftermarket components to utilize a common
technology platform for complete vehicle communication.

Ron Turcotte, MSDP's CEO, said, "Our restructuring allows us to be
positioned for substantial growth through an even greater ability
to serve our customers with new, innovative product offerings and
a higher level of customer service."

Over the last few years MSD Performance Group has been the
Innovation Leader in game-changing technology for the aftermarket.
SEMA supported this belief with the recognition of Todd Petersen
-- MSDP Chief Innovation Officer -- as this year's recipient of
the Gen-III Innovation award.

                     About MSD Performance

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

MSD Performance and its U.S. affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 13-12286) on Sept. 6,
2013.  Ron Turcotte signed the petitions as CEO.  The Debtors
disclosed $30,305,656 in assets and $129,242,63 is liabilities as
of the Chapter 11 filing.

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

The Official Committee of Unsecured Creditors appointed in the
case retained Blank Rome LLP as counsel, and Carl Marks Advisory
Group LLC as financial advisors.


MT LAUREL LODGING: Bank Balks at Continued Access to Cash
---------------------------------------------------------
The National Republic Bank of Chicago, by and through its counsel,
Bose McKinney & Evans LLP and Stark & Stark, PC, objected to Mt.
Laurel Lodging Associates, LLP's motion for authorization to use
cash collateral.

According to NRB, the Debtor and Bank have stipulated, for
purposes of the motion only, that the Bank is undersecured and
there is no equity cushion in the property securing the Bank's
secured claim.

The Bank noted that the Debtor's decision to stockpile cash at the
expense of the Bank and unsecured creditors calls into question
the motives and competency of the present management.

As reported in the Troubled Company Reporter on Nov. 26, 2013,
Judge Robyn L. Moberly in mid-November entered an interim order
authorizing the Debtor to use the Bank's cash collateral.

The Debtor's use of cash collateral is authorized only through
Dec. 20, 2013, and may not be extended other than on the express
written consent of NRB or by Court order.

According to the Court's Nov. 15 order, the Debtor may not make
any payments during the interim period to Sun Development &
Management Corporation or Access Point Financial, Inc.  As
adequate protection, the Debtor will continue operating the
Hotel and using Cash Collateral to pay operating expenses of the
hotel as set forth in the budget.  The Debtor will provide
financial reporting to NRB on or before the twentieth day
following the final day of every month.

A final hearing on the Debtor's request to use NRB's cash
collateral will be held Dec. 20, 2013 at 10:00 a.m.

The TCR on Nov. 14 reported on NRB's objection to the Debtor's
proposed use of cash collateral.  NRB complained 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.

                About Mt. Laurel Lodging Associates

Mt. Laurel Lodging Associates, LLP and its debtor-affiliates filed
for separate Chapter 11 protection (Bankr. S.D. Ind. Lead Case No.
13-11697) on Nov. 4, 2013.

Bankruptcy Judge Robyn L. Moberly presides over the case.  Brian
A. Audette, Esq., at Perkins Coie LLP, and Andrew T Kight, Esq.,
at Taft, Stettinius & Hollister LLP represent the Debtor in their
restructuring efforts.  The Debtor estimated assets and debts at
$10 million to $50 million.  The petitions were signed by Bharat
Patel, general partner.


NGPL PIPECO: S&P Cuts Corp. Credit Rating to B-; Outlook Negative
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Houston-based NGPL PipeCo LLC to 'B-' from 'B'.
The outlook is negative.  S&P also lowered its rating on the
company's senior secured notes to 'B-' from 'B'.  The '3' recovery
rating on the notes is unchanged, indicating S&P's expectation for
meaningful (50% to 70%) recovery in the event of default.

The downgrade reflects S&P's expectation that NGPL's financial
measures will remain weak into 2014 because transportation and
storage rates have been lower than expected through the third
quarter of 2013.  Excess natural gas supplies in the Midcontinent
region have effectively eliminated meaningful price differences
that would result in more reliable and robust cash flow, and,
consequently, leverage has increased to a greater degree than
previously anticipated while covenant cushions have continued to
decrease, and S&P believes that they will continue to tighten.  In
addition, liquidity has weakened to a concerning degree, and could
be exhausted during late 2014 under adverse circumstances.  During
the third quarter of 2013, the sponsors retained $50 million at
the holding company level, which S&P believes could be used for
possible equity cures, demonstrating some level of sponsor support
that could prove important should covenants be breached.

"The negative rating outlook reflects our expectation that NGPL's
liquidity position and cushion under its financial covenants will
be very tight and that debt to EBITDA and EBITDA to interest
coverage will be more than 9.5x and about 1.3x, respectively.  Its
liquidity profile could weaken further during 2014," said Standard
& Poor's credit analyst Michael Ferguson.

Although the current ratings take into account S&P's assessment of
the reduced transportation rates and low natural gas prices, S&P
could lower the ratings if market conditions, key credit measures,
and the liquidity profile notably deteriorated.  Specifically,
prolonged EBITDA interest coverage of less than 1.25x and debt to
EBITDA sustained above 9.61x could warrant a lower rating.

S&P would not expect to raise the rating unless it saw a material
change in the company's financial risk profile, such that the
company sustained debt to EBITDA at less than 8x and EBITDA
interest coverage of at least 1.5x, which it could achieve by
reducing debt or improving EBITDA levels; however, S&P do not
believe this is likely during the next three years.  In addition,
improvements in the liquidity profile of the company could help
ease downward pressure on the rating.


NNN CYPRESSWOOD: Case Dismissal Hearing Continued Until Feb. 5
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
continued until Feb. 5, 2014, at 10:30 a.m., the hearing to
consider the motion to dismiss or convert to liquidation in
Chapter 7 NNN Cypresswood Drive 25 LLC's Chapter 11 bankruptcy
case.

As reported in the Troubled Company Reporter on Nov. 19, 2013, the
U.S. Trustee asked the bankruptcy court to enter an order
dismissing the Debtor's Chapter 11 case, saying the automatic stay
has been lifted on the Debtor's sole asset and the Debtor cannot
confirm a plan of reorganization.

The Bankruptcy Judge entered an order on Oct. 24, 2013, approving
the motion of secured creditor WBCMT 2007-C33 Office 9720 for
relief from the automatic stay.

                    About NNN Cypresswood Drive

NNN Cypresswood Drive 25, LLC, filed a Chapter 11 petition (Bankr.
N.D. Ill. Case No. 12-50952) on Dec. 31, 2012, in Chicago.  The
Debtor, a Single Asset Real Estate as defined in 11 U.S.C. Sec.
101(51B), has principal assets located at 9720 & 9730 Cypresswood
Drive, in Houston, Texas.  The Debtor valued its assets and
liabilities at less than $50 million.  In its schedules, the
Debtor disclosed assets of Unknown amount and $35,181,271 in
liabilities as of the Chapter 11 filing.

Michael L. Gesas, Esq., at Arnstein & Lehr LLP, in Chicago,
represent the Debtor as counsel.  Mubeen M. Aliniazee and
Highpoint Management Solutions, LLC, serve as the Debtor's
financial consultant.

No trustee, examiner, or statutory creditors' committee has been
appointed in this chapter 11 case.


NNN PARKWAY: Hires McNutt Law as Bankruptcy Counsel
---------------------------------------------------
NNN Parkway Corporate Plaza 3, LLC seeks permission from the U.S.
Bankruptcy Court for the Central District of California to employ
McNutt Law Group LLP as bankruptcy counsel, effective Nov. 14,
2013.

In the course of the Chapter 11 case, the Debtor will need the
advice of counsel and services of attorneys to enable it to act in
accordance with the Bankruptcy Code, to secure whatever Court
authority may be necessary in connection herewith, to advise and
perform legal services in regard to business matters and
reorganization, and to represent Debtor in matters which may arise
in the context of the Chapter 11 case.

McNutt Law will be paid at these hourly rates:

       Attorneys                      $300-$550
       Paralegals & Law Clerks        $100-$160

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

McNutt Law received an aggregate retainer in the amount of $50,000
prior to the filing of the Debtor's case for fees and expenses in
connection with general insolvency advice and the Debtor's Chapter
11 case.  The pre-petition retainer was paid in two installments
by Daymark Realty Properties, Inc.  This entire amount was
expended in services rendered to Debtor and costs prior to the
commencement of the case, leaving a pre-petition retainer balance
of zero.

Scott H. McNutt, partner of McNutt Law, 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.

McNutt Law can be reached at:

       Scott H. McNutt, Esq.
       MCNUTT LAW GROUP LLP
       188 The Embarcadero, Suite 800
       San Francisco, CA 94105
       Tel: (415) 995-8475
       Fax: (415) 995-8487

NNN Parkway Corporate Plaza 3, which owns 17.25% tenant-in-common
interest in four parcels in the real property commonly referred to
as Parkway Corporate Plaza, in Roseville, California, sought
protection under Chapter 11 of the Bankruptcy Code on Nov. 14,
2013 (Case No. 13-19322, Bankr. C.D. Calif.).

The Debtor is represented by Scott H.McNutt, Esq., Michael C.
Abel, Esq., and Thomas B. Rupp, Esq., at McNutt Law Group LLP, in
San Francisco, California; and Robert A. Hessling, Esq., and
Matthew F. Kennedy, Esq., at ROBERT A. HESSLING, APC, in Torrance,
California.

U.S. Bank is represented by Keith C. Owens, Esq. --
kowens@venable.com -- and Jennifer L. Nassiri, Esq. --
jlnassiri@venable.com -- at Venable LLP, in Los Angeles,
California.


NORSE ENERGY: New York State Sued to End Fracking Delays
--------------------------------------------------------
The West Firm, PLLC on Dec. 17 disclosed that this litigation
follows on the heels of statements made by Governor Cuomo and
Dr. Shah following a public Cabinet Meeting yesterday that there
is no end in sight for the ongoing 5 1/2 year review of fracking
in New York.  Dr. Shah confirmed that he is continuing to review
new studies as they become available.  When questioned when the
process would be done, Dr. Shah responded: "When I'm done."  When
questioned about the transparency in the process, Dr. Shah
confirmed that his review would not be open to public scrutiny
until it is final.  Governor Cuomo added: "My timeline is whatever
Commissioner Shah needs to do it right and feel comfortable . . .
and whatever Commissioner (Joe) Martens feels to be comfortable,"
he said.  "And I don't want to put any undue pressure on them that
would artificially abbreviate what they're doing."

Tom West, the Managing Partner of The West Firm, PLLC, an Albany-
based firm that specializes in this type of litigation, said:
"This open-ended timetable and lack of transparency is an abuse of
power and nothing more than a sham excuse for political delay. The
decision to delay the development of our indigenous natural gas
resources will go down in history as one of the great economic
blunders of all times.  Billions of dollars have been injected
into the economies of the many other states in this country that
have joined the shale revolution and help to put America on a path
to economic prosperity and energy independence."  Mr. West further
added: "Norse Energy and its investors have lost more than $100
million by reason of this delay."  "Since this litigation was
announced, Landowners have contacted me to thank me for bringing
this action, complaining that they have lost their farms and their
lives have been ruined as a result of the inability to participate
in the shale revolution."

Norse Energy Corp., USA, originally sought reorganization
protection of the United States Bankruptcy Court to help it
weather the delay that was being occasioned by the 5 1/2 year
review process in New York State, but was later forced into
liquidation proceedings when an auction of some of the New York
assets of Norse failed to produce any responsible bidders.
Mr. West added: "New York ranks dead last in the country and 119th
in the world, just ahead of Yemen, a country with known terrorist
activities, as a suitable place for investment in the oil and gas
industry.  This terrible business reputation is a direct result of
the inability of New York State to finalize standards for
fracking.  James Lobdell also joined the litigation because of his
personal loss as a result of the Norse liquidation.  Mr. West
stated: "Petitioner James Lobdell, a disabled veteran, lost more
than $20,000, which was his nest egg for the future, and there are
many other investors who lost millions of dollars as a result of
this bankruptcy.  Governor Cuomo and his agency heads need to
understand that they are causing real harm to citizens of New York
State in addition to squandering away what is probably the most
significant economic opportunity in the history of New York."

Background:

The litigation was commenced in Albany County Supreme Court to
compel finalization of the long overdue Supplemental Generic
Environmental Impact Statement (SGEIS) relative to high-volume
hydraulic fracturing in New York State that has been ongoing for
5 1/2 years.  The litigation, which names Joseph Martens, the
Commissioner of the New York Department of Environmental
Conservation, Dr. Nirav Shah, the Commissioner of the New York
Department of Health, and Governor Cuomo as Respondents, seeks:

(1) Mandamus relief to compel finalization of the SGEIS; (2) A
determination that the referral to Dr. Shah is illegal under the
State Environmental Quality Review Act; (3) An order of
prohibition, prohibiting Governor Cuomo from further delaying the
process;(4) A jury trial if New York State responds by offering
additional lame excuses for delay; and(5) Public review of all of
the interagency communications, including communications from and
to the Executive Chamber, concerning the SGEIS process.

Copies of the litigation papers can be found at our website.

The case is returnable on January 24, 2014, in Albany County
Supreme Court where a Judge will hear arguments on the merits and
decide whether a jury trial is required to further develop these
issues.

                       About Norse Energy

Norse Energy Corp. ASA's U.S. subsidiary holding company, Norse
Energy Holdings, Inc., filed a voluntary petition for Chapter 11
bankruptcy protection (Bankr. W.D.N.Y. Case No. 12-13695) on
Dec. 7, 2012, estimating less than $50,000 in assets and less than
$100,000 in liabilities.  The Debtor is represented by Janet G.
Burhyte, Esq., at Gross, Shuman, Brizdle & Gilfillan, P.C., in
Buffalo, New York.  Judge Carl L. Bucki presides over the case.

The Company has a significant land position of 130,000 net acres
in New York State with certified 2C contingent resources of 951
MMBOE as of June 30, 2012.


OCEAN 4660: May Sells Assets to Florida Development for $17MM
-------------------------------------------------------------
The Hon. John K. Olson of the U.S. Bankruptcy Court for the
Southern District of Florida authorized Maria Yip, of Coral
Gables, Florida, as Chapter 11 trustee for Ocean 4660, LLC, to
sell substantially all of the Debtor's assets to Florida
Development Group, Inc., as the highest and best bidder at the
auction conducted on Dec. 3, 2013.

Florida Development offered to purchase the assets for
$17 million.

All objections to the sale motion that have not been withdrawn,
waived, or settled by announcement to the Court during the sale
hearing or by stipulation filed with the Court, including any and
all reservations of rights included in such objections or
otherwise, are denied and overruled.

As reported in the Troubled Company Reporter, the Court entered on
Nov. 13, 2013, an order approving competitive bidding and sales
procedures for the sale of substantially all of the assets of
Ocean 4660, LLC.  CRP/SP Lauderdale, LLC, offered $10,500,000 for
the assets.

Hanna Karcho and Hotel Mortgage Funding objected to the sale
motion, stating that the Chapter 11 trustee must require a more
reasonable marketing period for the assets, and grant respondents
-- equity owner and major creditors of the estate -- such further
relief as the Court deems just.

Creditors Kenneth A. Frank and Oceanside Lauderdale, Inc., also
objected to the Chapter 11 trustee's motion to sell the Debtor's
assets to purchaser The Carlyle Group and Songy Highrods L.L.C.
pursuant to an APA, or sale to any other purchaser.

                         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: Sears and Alamo Object to Plan
----------------------------------------------
BankruptcyData reported that Sears Brands Management and Alamo
Group filed with the U.S. Bankruptcy Court separate limited
objections to Orchard Supply Hardware Stores' Modified First
Amended Plan of Liquidation.

Sears Brands Management explains, "Sears objects to confirmation
of the Plan because the Debtors have not provided sufficient
evidence to demonstrate that the Plan is feasible and that the
Disputed Claim Reserve, to be established in an amount not to
exceed $3,700,000, provides sufficient reserves to pay all
Administrative Claims, Priority Tax Claims, and Other Priority
Claims, including $2,047,398.03 in Administrative Claims asserted
by Sears.  Unless the Debtors can provide evidence at the
confirmation hearing that the Disputed Claims Reserve is
sufficient to reserve for all potential Administrative Claims,
Priority Tax Claims, and Other Priority Claims or the Debtors
agree that the Administrative Claims asserted by Sears are Allowed
Administrative Claims to be paid on the Effective Date or as soon
as practicable thereafter, the Court should deny confirmation of
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.


ORCO PROPERTY: Alchemy Partners Issues Open Letter to Shareholders
------------------------------------------------------------------
Alchemy's call to vote against Gamala's resolutions in the best
interest of minority shareholders

Dear Shareholder,

First of all, we would like to thank the numerous institutional
and individual shareholders who have contacted us (since we
published our Open Letter on December 6, 2013), pledging their
unanimous support (and proxies) for our stance, and that of
Kingstown.

We also understand numerous shareholders have written to the
company expressing their opposition to the OG capital increase.

Not one shareholder contacting us showed any support to the path
taken by OPG's management or the position laid out by Mr. Vitek,
another minority shareholder in OPG through two entities (Gamala
Ltd and Crestline Ventures Corp)

Brief recap of all important issues around Orco Germany's capital
raise

   -- On November 29, 2013 a number of OPG directors decided that
they would agree to a reserved capital increase of up to EUR100
million in Orco Germany ("OG"), including the issue of EUR54
million of stock to Tandis, a.s., a vehicle owned and controlled
by Mr. Vitek, at a price of EUR0.47 per share.

   -- Alchemy and Kingstown successfully obtained an order from a
Luxembourg Court to stop this share issue from continuing.

Alchemy would also like to add to the points made in its earlier
Open Letter to shareholders on various key points:

   -- Not once has OPG management claimed any capital need at OG.
Indeed, management singularly failed to produce any analysis
supporting a specific capital investment at OG -- certainly no
project has ever been discussed at the Board or with Alchemy.  We
note that OPG management has apparently "presented exciting
opportunities in the thriving Berlin Market" to Mr. Vitek but not
to the rest of the Board.

   -- Not once has OPG management ever produced any analysis
supporting a EUR100 million capital need at OPG.

   -- On occasion, management have said that they would like a
EUR100 million of new capital but without ever being able or
willing to distinguish between capital need and capital want.

   -- It is certainly not the case that the Board of OPG has ever
"agreed" that OPG needs at least EUR100 million, as for example
Mr. Vitek alleges. Indeed it is the efficient rationing of capital
to date which has ensured that some heavily-indebted developments
have not been supported just for the sake of it.

   -- Despite the apparent "urgent" need for EUR100 million,
management was unable to even include any capital raising at OPG
or OG as an agenda item at the recent Board meeting (on 27
November 2013) at which the OG capital raise was allegedly agreed.
We, at Alchemy, believe that there are no supporting materials
whatsoever to justify this EUR100 million capital need:

    -- No analysis of the other capital raising options available
to OPG

    -- No analysis of the other capital raising options available
to OPG

    -- No analysis of the effect of the loss of control over OG as
a result of this capital raise and its implications

    -- No options presented to the Board for other temporary
liquidity sources, such as suspended capital expenditures, expense
cuts, expedited assets sales, etc

    -- No itemized use of proceeds, not even by country or type

    -- No timeframe for the investment of the new capital

    -- No return on capital analysis, and therefore no priority
identified for the best projects

    -- No new capital projects identified

    We also strongly think that there was also a complete absence
of any process run to ensure that capital was being raised in the
most efficient manner possible. To claim, for example, that the
"market price" of OG is a sufficient evidence of a good price,
when less than 2% of the issued share capital of OG is free float,
is wholly unconvincing and entirely inadequate.  The price at
which shares were offered to Mr. Vitek's associated company,
Tandis, a.s. was at an undervalue.

    -- Despite this lack of basic controls and process, and in the
face of strong opposition from independent Board members and from
Alchemy and Kingstown, management chose to pursue this capital
raise and Mr. Vitek chose to subscribe to it.

    Alchemy believes this shows a disgraceful lack of concern for
the interests of shareholders and therefore:

    -- We are vehemently against the hugely dilutive issue of
shares in Orco Germany to Mr. Vitek -- we believe this share issue
was not necessary and not properly agreed upon by the Board; is
extremely damaging to the interests of OPG shareholders and we are
committed to preventing it from happening through both court and
shareholder action.  We would encourage all shareholders to
communicate their strongly-felt opposition to this capital raise
openly to shareholders and to the company;

    -- We call upon all shareholders to defend their interests by
voting against the resolutions proposed by Mr. Vitek at the
upcoming Ordinary General Meeting ("OGM") on January 6, 2014.  If
Mr. Vitek's proposals are approved, there will be no independent
directors on the Board of OPG and he will be the sole shareholder
representative, in control of your company together with
management.

    Serious concerns of corporate governance and attempts to take
the company's control by Mr. Vitek

    Mr. Vitek, since becoming a minority shareholder about 12
months ago, has been trying to take control of OPG without paying
full value for a controlling stake.  These are the reasons leading
us to think what we just stated:

    -- May 2013: without any prior consultation with shareholders
or the Board, Mr. Vitek convened an OGM proposing to flood the
Board with 5 nominee directors of his choice.  A compromise was
reached to defeat this move, whereby we agreed to continue, but
with a balanced Board with the addition of a new independent
Director -- sadly despite Alchemy initiating the process by
setting up a process with internationally recognized search firms,
management have failed to keep their side of the agreement and to
date have not interviewed one candidate.  Unfortunately this left
the Board open to a manoeuvre like the one we saw on Friday 29
November, when a huge share issue was made to a vehicle controlled
by Mr. Vitek.

    -- A few months later, on November 5, 2013, despite agreeing
to a "balanced Board", Mr. Vitek decided to make another attempt
to take control of the Board -- this time by proposing to remove 6
of the 9 Board directors, including all the independent directors
and other shareholder directors.

    -- In his recent communications to the market, Mr. Vitek
conveniently failed to mention on-going attempts to control your
company:

        -- Mr. Vitek has claimed that OPG needs "immediate funding
of a minimum of EUR100 million or it will go bust again" -- this
is a gross misrepresentation and extremely damaging to the
interests of the company and its shareholders

        -- Mr. Vitek has claimed that OPG needs "immediate funding
of a minimum of EUR100 million or it will go bust again" -- this
is a gross misrepresentation and extremely damaging to the
interests of the company and its shareholders

        -- For example, EUR66.1 million of the cEUR300 million of
defaulted debts to which Mr. Vitek refers, relates to 3 assets in
Hungary.  These 3 assets have a combined GAV of EUR57.4 million,
and therefore a negative NAV of EUR8.6 million.  The loans are
non-recourse to OPG for any capital repayment and therefore
present a remote bankruptcy threat to OPG.

        -- This singular lack of engagement (Mr. Vitek has failed
to attend any of the last 4 Board meetings since May 2013) to date
combined with the destabilizing effects of his various attempts to
take control of the Board are not the actions of an investor who
is seeking to maximize returns for all shareholders -- on
contrary, they seem designed to achieve the opposite -- to
generate returns at the expense of other shareholders

        Conclusion: we therefore call upon ALL shareholders to
register their shares with the company by 2 January 2014 and to
vote "NO" to resolutions 1 to 5 (proposed by Gamala) and "YES" to
resolutions 7 and 8 (proposed by Alchemy/Kingstown)

                    About Orco Property Group

Orco Property Group SA -- http://www.orcogroup.com/-- is a
Luxembourg-based real estate company, specializing in the
development, rental and management of properties in Central and
Eastern Europe.  Through its fully consolidated subsidiaries,
Orco Property Group SA operates in several countries, including
the Czech Republic, Slovakia, Germany, Hungary, Poland, Croatia
and Russia.  The Company rents and manages real estate and hotels
properties composed of office buildings, apartments with
services, luxury hotels and hotel residences; it also develops
real estate projects as promoter.

                        Going Concern Doubt

As reported by the Troubled Company Reporter-Europe on April 15,
2013, Bloomberg News related that Deloitte commented on its audit
of Orco Property Group's 2012 financial statements.  According to
Bloomberg, Deloitte cited "existence of material uncertainties
that may cast significant doubt on the Group's ability to
continue as a going concern."


PACIFIC AUTO: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Pacific Auto Wrecking Inc
        PO Box 206
        Pacific, WA 98047

Case No.: 13-47665

Chapter 11 Petition Date: December 16, 2013

Court: United States Bankruptcy Court
       Western District of Washington (Tacoma)

Judge: Hon. Paul B. Snyder

Debtor's Counsel: Thomas L Dickson, Esq.
                  DICKSON STEINACKER LLP
                  1201 Pacific Ave Ste 1401
                  Tacoma, WA 98402
                  Tel: 253-572-1000
                  Email: tdickson@dicksonlegal.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Scott Haymond, president.

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


PATRIOT COAL: Bankruptcy Court Confirms Plan of Reorganization
--------------------------------------------------------------
Patriot Coal Corporation on Dec. 17 disclosed that the U.S.
Bankruptcy Court for the Eastern District of Missouri has
confirmed the Company's Plan of Reorganization.  Patriot will
close on its exit financing, complete the rights offerings and
emerge from Chapter 11 reorganization on December 18.

"This marks the final step in Patriot's financial restructuring,"
commented Patriot President and Chief Executive Officer Bennett K.
Hatfield.  "We look forward to a new beginning as a well-
capitalized company providing a competitive product to the
electric utility and steel industries."

                        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.


PETROFLOW ENERGY: Montclair Expresses Concern on Equal Energy Sale
------------------------------------------------------------------
Montclair Energy, LLC on Dec. 16 expressed its concerns about the
terms of the December 6, 2013 Arrangement Agreement entered into
by Equal Energy Ltd. and PetroFlow Energy Corporation providing
for the acquisition of Equal Energy by a subsidiary of PetroFlow
pursuant to a plan of arrangement at a price of US$5.43 per common
share.  Collectively, the principals of Montclair hold
approximately 5% of Equal Energy's common shares.

Montclair and its principals view the PetroFlow transaction as
wholly inadequate on numerous grounds, including value, the
uncertainty of financing and process. Montclair agrees with the
analysis of Lawndale Capital Management in its December 10, 2013
press release which noted, with improved operational efficiency,
the Company could afford increased borrowings to fund a sizable
stock buyback and generate a higher sustainable dividend, creating
more value for shareholders than the $5.43 per share proposed in
the PetroFlow transaction.

Chip Hazelrig, a principal of Montclair, stated, "As long
suffering shareholders of Equal Energy, we have for some time
recognized that the market has undervalued the Company.  However,
we know that our fellow shareholders are patient investors who are
willing to support changes that will restore the value of the
Company's shares and give them the opportunity to realize the full
potential value of their investment.  Shareholders should not have
to sell out in a transaction that undervalues the Company.  Like
Lawndale, we are prepared to reject the PetroFlow transaction in
favor of restoring more astute managers who can maximize the value
of the Company's Hunton properties and take the right steps with
the Company's balance sheet."

Montclair expressed an interest in acquiring Equal Energy in
February, 2013.  Montclair's expression of interest followed the
conclusion of the strategic review process carried out by the
Equal Energy Board in 2012 that had failed to result in a sale
transaction for the Company.  Most of the Company's assets in the
Hunton formation of Oklahoma (which constitute the principal
assets of the Company) were initially explored, owned and operated
by Montclair's principals through their former company Altex
Resources Inc.  Following the conclusion of the 2012 strategic
review, Montclair recognized that existing management was not
effectively operating the Company's assets and that there was
considerable room for the creation of value by taking the Company
private. These efforts to acquire the Company, were rejected by
the Board and in addition, some Equal Energy shareholders,
including Lawndale, expressed their view that Montclair's proposed
offer price undervalued the Company.

Montclair notes the following deficiencies in the PetroFlow
transaction:

Undervaluing the Company: The price of US$5.43 would deprive
shareholders of significant inherent value in their shares that
could be realized through proper management.  Montclair believes
that the better alternative for Equal Energy shareholders is to
replace the current board of directors and management of the
Company with directors and managers who have proven records of
operating in the Hunton formation profitably and efficiently and
giving such directors a mandate to take the steps necessary with
respect to the Company's balance sheet to enhance shareholder
value.  Such steps could include a substantial share buy-back that
could be financed through modest increased borrowings and which
would allow for a sustainable increase to the Company's dividend
while still meeting the higher debt service payments.

Cancellation of Dividends: The Arrangement Agreement provides for
the cancellation of all undeclared dividends prior to closing.
This means that shareholders will not receive the value of the
dividends that they would otherwise receive in the first and
potentially second quarter of 2014, in effect subsidizing the
acquisition cost for PetroFlow.

Highly Conditional on Financing: The PetroFlow transaction is
subject to a very high level of uncertainty with respect to the
ability of PetroFlow to finance the transaction.  The Arrangement
Agreement requires only that PetroFlow use "commercially
reasonable efforts" to obtain financing for the transaction.
Should those efforts prove to be unsuccessful, PetroFlow has no
obligation to close and would suffer no penalty (contrary to the
Company's suggestion otherwise in its December 9, 2013 press
release).  Moreover, PetroFlow (a private company whose financial
resources are unknown) has made no representation regarding its
own financial resources or the amount of equity that it will
commit to the acquisition.  In Montclair's experience, this is a
negligible commitment to the transaction. This is particularly
disappointing in light of PetroFlow's history as a corporate
entity that only emerged from bankruptcy proceedings in late 2011.

Given the difficulty that Equal Energy would have in proving that
PetroFlow had not used commercially reasonable efforts to obtain
financing, the Equal Energy Board has effectively granted
PetroFlow a free six-month option to acquire the Company.  The
highly conditional nature of the PetroFlow transaction is
important information that was not disclosed in the Company's
December 9th press release.

Preclusive Exclusivity Provisions: The Arrangement Agreement
unduly restricts Equal Energy from seeking superior offers.  Such
restrictions are inappropriate given the conditional nature of
PetroFlow's obligations.  Moreover, although PetroFlow would be
able to walk from the transaction without penalty if it is unable
to obtain the necessary financing, Equal Energy is required to pay
a US$2 million break-up fee to PetroFlow if the Company accepts a
better offer.

Timing of Transaction: After an extremely long strategic review
process that followed a failure to sell the Company in 2012, the
Company has given PetroFlow more than six months to complete the
acquisition.  This length of time cannot be justified on the basis
of regulatory approvals.  The length of time allowed for the
completion of the transaction could result in further erosion to
the consideration that shareholders will receive for their shares.

Convertible Debentures: The Company's convertible debentureholders
should be particularly concerned about the ability of PetroFlow to
finance the required follow-on offer for their debentures.  Such
offer would only be made after the closing of the acquisition of
the common shares by PetroFlow.  This leaves convertible
debentureholders at the risk that PetroFlow will be unable to
finance the follow-on offer.  Moreover, the obligation to make the
follow-on offer will be an obligation of a subsidiary of PetroFlow
and not PetroFlow itself.

Insider Participation and Enrichment: In light of the long
standing relationships between PetroFlow, its former subsidiary
North American Petroleum Corporation USA (NAPCUS) and the Company
and its predecessor Enterra Energy Trust, Montclair believes that
Equal Energy must provide greater transparency into the process
that resulted in the PetroFlow transaction to assure shareholders
that the transaction was negotiated on an arm's length basis.  The
Company has not yet disclosed to shareholders to what extent
existing management will have an ongoing role or receive
collateral benefits in connection with PetroFlow's acquisition.
In addition, Montclair is concerned that the PetroFlow transaction
presents management with an opportunity to realize a quick profit
from the acceleration of options and opportunistic share purchases
and grants.  In particular, Montclair notes that following its
February 27, 2013 offer to acquire the Company, but prior to any
public disclosure of its offer which did not occur until March 25,
2013, the Company granted 153,090 restricted shares to Don Klapko,
the Company's Chief Executive Officer, all of which will vest in
connection with the closing of the PetroFlow transaction.  At the
time of the grant the price of the Company's common shares traded
at a significant discount to the price offered by Montclair and
the proposed acquisition price in the PetroFlow transaction.

                      About Petroflow Energy

Based in Denver, Colorado, Petroflow Energy Ltd. filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Case No. 10-12608) on
Aug. 20, 2010.  Domenic E. Pacitti, Esq., at Klehr Harrison Harvey
Branzburg LLP, represents the Debtor as its Delaware counsel.
Kirkland & Ellis LLP serves as bankruptcy counsel.  Kinetic
Advisors LLC serves as restructuring advisor.  Epiq Bankruptcy
Solutions serves as claims and notice agent.  The Debtor estimated
both assets and debts of between $100 million and $500 million

Petroflow sought recognition of the U.S. chapter 11 proceedings
from the Alberta Court of Queen's Bench under the Companies'
Creditors Arrangement Act in Canada, and had its chapter 11 case
jointly administered with those of its two chapter 11 debtor
affiliates under the caption "In re North American Petroleum
Corporation USA, Case # 10-11707 (CSS)."

Petroflow Energy is the parent of Denver, Colorado-based North
American Petroleum Corp. USA and Prize Petroleum Corp.  North
American Petroleum and Prize Petroleum filed for Chapter 11
bankruptcy protection on May 25, 2010 (Bankr. D. Del. Case Nos.
10-11707 and 10-11708).  North American estimated its assets and
debts at $100 million to $500 million as of the Petition Date.

As reported in the TCR on Oct. 3, 2011, the U.S. Bankruptcy Court
for the District of Delaware entered a confirmation order in
respect of the First Amended Joint Chapter 11 Plan of NAPCUS,
Prize Petroleum LLC and Petroflow Energy Ltd.  On Sept. 21, 2011,
a recognition order was issued under the Companies' Creditors
Arrangement Act, Canada in respect of the order obtained in the
Bankruptcy Court.  The Chapter 11 Plan became effective Sept. 30,
2011.

In accordance with the Chapter 11 Plan, the financial affairs of
NAPCUS were reorganized, its share capital was restructured, new
capital for operations was raised, the claims of unsecured
creditors of NAPCUS and Petroflow were fully satisfied, existing
equity holders are entitled to a recovery and all securities of
Petroflow were canceled.


PETRON ENERGY: Signs $10-Mil. Investment Agreement with CPUS
------------------------------------------------------------
Petron Energy II, Inc., entered into an Investment Agreement with
PUS Income Group, LLC ("CPUS"), pursuant to which CPUS committed
to purchase up to $10,000,000 of the Company's common stock, par
value $0.001 per share, over a period of up to 36 months.

From time to time during the 36 month period commencing from the
effectiveness of the registration statement, the Company may
deliver a drawdown notice to CPUS which states the dollar amount
that the Company intends to sell to CPUS on a date specified in
the put notice.  The maximum investment amount per notice will be
no more than 275 percent of the average daily volume of the common
stock for the ten consecutive trading days immediately prior to
date of the applicable put notice.  The purchase price per share
to be paid by CPUS will be calculated at a 30 percent discount to
the lowest closing price of the common stock as reported by
Bloomberg, L.P., during the 10 consecutive trading days
immediately prior to the receipt by CPUS of the drawdown notice.
The Company and CPUS must mutually agree to any purchase by CPUS
which results in the ownership by CPUS of greater than 4.99
percent of the then issued and outstanding common stock of the
Company.  The reserved 150,866,346 shares of the Company's common
stock for issuance under the Investment Agreement represent 42.68
percent of the shares issued and outstanding shares of the
Company, if they were issued as of the date of this report.
Additionally, the Company agreed to pay CPUS a commitment fee
equal to $12,500 in the form of shares of the Company's common
stock, at a purchase price equal to 50 percent discount to the
price per share on the closing date of the Investment Agreement

In connection with the Investment Agreement, the Company also
entered into a registration rights agreement with CPUS, pursuant
to which the Company is obligated to file a registration statement
with the U.S. Securities and Exchange Commission covering the
resale of the shares of its common stock underlying the Investment
Agreement within 21 days after the closing of the transaction.  In
addition, the Company is obligated to use all commercially
reasonable efforts to have the registration statement declared
effective by the SEC within 120 days after the closing of the
transaction and maintain the effectiveness of that registration
statement until termination of the Investment Agreement.

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

                        http://is.gd/2RloYo

                        About Petron Energy

Dallas-based Petron Energy II, Inc., is engaged primarily in the
acquisition, development, production, exploration for and the sale
of oil, gas and gas liquids in the United States.  As of Dec. 31,
2011, the Company is operating in the states of Texas and
Oklahoma.  In addition, the Company operates two gas gathering
systems located in Tulsa, Wagoner, Rogers and Mayes counties of
Oklahoma.  The pipeline consists of approximately 132 miles of
steel and poly pipe, a gas processing plant and other ancillary
equipment.  The Company sells its oil and gas products primarily
to a domestic pipeline and to another oil company.

KWCO, PC, in Odessa, TX, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2012.  The independent auditors noted that the Company's
significant operating losses since inception raise substantial
doubt about its ability to continue as a going concern.

The Company's balance sheet at Sept. 30, 2013, showed $3.27
million in total assets, $4.79 million in total liabilities and a
$1.51 million total stockholders' deficit.


PHYSIOTHERAPY ASSOCIATES: Court Expected to Confirm Plan
--------------------------------------------------------
Jacqueline Palank, writing for Daily Bankruptcy Review, reported
that a bankruptcy judge indicated on Dec. 17 he would approve
Physiotherapy Associates Inc.'s plan to emerge from its Chapter 11
restructuring a little more than a month after filing for
bankruptcy protection.

                   About Physiotherapy Holdings

Physiotherapy Holdings, Inc., and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No.
13-12965) on Nov. 12, 2013.  The Debtors are the largest pure-play
provider of outpatient physical therapy services in the United
States with a national footprint of 581 outpatient rehabilitation
and orthotics & prosthetics clinics located in 29 states plus the
District of Columbia.

The Debtor is represented by Domenic E. Pacitti, Esq., and Michael
W. Yurkewicz, Esq., at Klehr Harrison Harvey Branzburg, LLP, in
Wilmington, Delaware; Morton Branzburg, Esq., at Klehr Harrison
Harvey Branzburg LLP, in Philadelphia, Pennsylvania; and Jonathan
S. Henes, P.C., Esq., Nicole L. Greenblatt, Esq., and David S.
Meyer, Esq., at Kirkland & Ellis LLP, in New York.

The Ad Hoc Committee of Senior Noteholders is represented by
Michael L. Tuchin, Esq., and David A. Fidler, Esq., at Klee,
Tuchin, Bogdanoff & Stern LLP, in Los Angeles, California.

U.S. Bank, National Association, as Bridge Loan Agent, is
represented by Stacey Rosenberg, Esq., at Latham & Watkins LLP, in
Los Angeles, California.

The Bank of New York Mellon Trust Company, N.A., as Senior Notes
Indenture Trustee, is represented by Eric A. Schaffer, Esq., at
Reed Smith, in Pittsburgh, Pennsylvania.

The Consenting Shareholders are represented by Michael J. Sage,
Esq., Matthew L. Larrabee, Esq., and Nicole B. Herther-Spiro,
Esq., at Dechert LLP, in New York.


PIQUA COUNTRY CLUB: Case Summary & 20 Top Unsecured Creditors
-------------------------------------------------------------
Debtor: Piqua Country Club Holding Co.
           dba Piqua Country Club
        9812 Country Club Road
        Piqua, OH 45356

Case No.: 13-35007

Chapter 11 Petition Date: December 16, 2013

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

Judge: Hon. Guy R. Humphrey

Debtor's Counsel: Steven L Diller, Esq.
                  124 East Main Street
                  Van Wert, OH 45891
                  Tel: (419)238-5025
                  Email: steven@drlawllc.com

Estimated Assets: $500,001 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Don Goettemoeller, treasurer.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ohsb13-35007.pdf


PRESSURE BIOSCIENCES: Sells 4,000 Units for $1 Million
------------------------------------------------------
Pressure BioSciences, Inc., entered into a Securities Purchase
Agreement with various individuals, pursuant to which the Company
sold an aggregate of 4,000 units for a purchase price of $250 per
unit, or an aggregate Purchase Price of $1,000,000.

This is the initial tranche of a $1.5 million private placement.
One or more additional tranches may close on or before Jan. 31,
2014.  Each unit purchased in the initial tranche consists of:

   (i) one share of a newly created series of preferred stock,
       designated Series K Convertible Preferred Stock, par value
       $0.01 per share, convertible into 1,000 shares of the
       Company's common stock, par value $0.01 per share; and

  (ii) a warrant to purchase 500 shares of Common Stock at an
       exercise price equal to $0.3125 per share, with a term
       expiring on Dec. 12, 2016.

Of the $1,000,000 invested in the initial tranche of the Private
Placement, $572,044 was received in cash and $427,956 was from the
conversion of outstanding indebtedness.  The Purchasers in the
initial tranche of the Private Placement consisted of certain
existing investors in the Company as well as all of the members of
the Company's Board of Directors.

In connection with the Private Placement, the Company has agreed
that, if, at any time after Feb. 1, 2014, the Company files a
Registration Statement relating to an offering of equity
securities of the Company, subject to certain exceptions,
including a Registration Statement relating solely to an offering
or sale of securities having an aggregate public offering price of
less than $5,000,000, the Company will include in the Registration
Statement the resale of the shares of Common Stock underlying the
Warrants.  Shares of Common Stock issued upon conversion of Series
K Convertible Preferred Stock or in payment of the dividend on the
Series K Convertible Preferred Stock will not be registered and
will not be subject to registration rights.  This right is subject
to customary conditions and procedures.


On Dec. 12, 2013, the Company filed with the Secretary of the
Commonwealth of the Commonwealth of Massachusetts Articles of
Amendment to the Company's Restated Articles of Organization, as
amended, designating shares of the Series K Convertible Preferred
Stock.

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

                        http://is.gd/CCr2wf

                     About Pressure Biosciences

Pressure BioSciences, Inc., headquartered in South Easton,
Massachusetts, holds 14 United States and 10 foreign patents
covering multiple applications of pressure cycling technology in
the life sciences field.

Pressure Biosciences disclosed a net loss applicable to common
shareholders of $4.40 million on $1.23 million of total revenue
for the year ended Dec. 31, 2012, as compared with a net loss
applicable to common shareholders of $5.10 million on $987,729 of
total revenue for the year ended Dec. 31, 2011.

The Company's balance sheet at Sept. 30, 2013, showed $1.29
million in total assets, $2.96 million in total liabilities and a
$1.67 million total stockholders' deficit.

Marcum LLP, in Boston, Massachusetts, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2012.  The independent auditors noted that
the Company has had recurring net losses and continues to
experience negative cash flows from operations.  These conditions
raise substantial doubt about its ability to continue as a going
concern.


RADIOSHACK CORP: Obtains $835 Million in Financing
--------------------------------------------------
RadioShack Corporation completed a new financing totaling $835
million including a $585 million senior secured ABL credit
facility led by GE Capital, Corporate Retail Finance and a $250
million secured term loan led by Salus Capital Partners, LLC.
This comprehensive new financing was used to refinance existing
debt and provide RadioShack with about $200 million of incremental
liquidity.

ABL Credit Agreement

On Dec. 10, 2013, RadioShack entered into a Credit Agreement,
among RadioShack, certain subsidiaries of RadioShack that are
designated as credit parties, the lenders parties thereto and
General Electric Capital Corporation, as agent for the lenders.
The ABL Credit Agreement provides for a $535 million revolving
credit facility and a $50 million term loan.  The revolving credit
facility and term loan facility both mature on Dec. 10, 2018.

RadioShack's existing and future wholly owned domestic
subsidiaries, excluding Tandy Life Insurance Company and certain
immaterial subsidiaries, are guarantors of obligations incurred
under or described in the ABL Credit Agreement and other related
loan documents.  Unless immaterial, any future domestic subsidiary
will be required to become a Guarantor.  The ABL Credit Agreement
is secured by a lien on substantially all of the existing and
after acquired assets of RadioShack and the Guarantors, including,
subject to certain limited exceptions, (a) a first priority lien
on current assets, and (b) a second priority lien on fixed assets,
intellectual property, and stock and other equity interests of
direct and indirect subsidiaries of RadioShack.

Revolving borrowings under the ABL Credit Agreement bear interest
at RadioShack's option of either "base rate" plus a margin of 1.0
percent to 1.5 percent or LIBOR plus a margin of 2.0 percent to
2.5 percent.  The applicable rates in these ranges are based on
the aggregate average unused availability under the revolving
credit facility.  The term loan under the ABL Credit Agreement
bears interest at RadioShack's option of either the base rate plus
3.0 percent or LIBOR plus 4.0 percent.  Base rate is defined as
the highest of (a) the U.S. prime rate, (b) the Federal funds rate
plus 0.5 percent or (c) one month LIBOR plus the excess of the
LIBOR applicable margin over the base rate applicable margin.
RadioShack pays commitment fees to the lenders at an annual rate
of 0.5 percent of the average unused amount of the revolving
credit facility.

RadioShack's ability to borrow under the revolving credit facility
is subject to a borrowing base which is calculated based on
eligible accounts receivable and inventory.  At any given time,
the borrowing base may limit borrowings and letters of credit
otherwise available under the revolving credit facility.  The
revolving credit facility also provides for a $150 million sub-
facility for the issuance of letters of credit and $50 million
sub-facility for swing line loans.  Outstanding swing line loans
and letters of credit issued under the revolving credit facility
reduce the amount available under the revolving credit facility.
Letter of credit fees range from 2.0 percent to 2.5 percent and
swing line loans bear interest at the base rate plus the
applicable margin.

ABL Guaranty and Security Agreement

In connection with the ABL Credit Agreement, on Dec. 10, 2013,
RadioShack and the Guarantors, entered into a Guaranty and
Security Agreement, among RadioShack, the Guarantors and General
Electric Capital Corporation, as agent for the lenders under the
ABL Credit Agreement and certain other secured parties.  The ABL
Guaranty and Security Agreement provides for the guarantees and
security interests.

SCP Credit Agreement

On Dec. 10, 2013, RadioShack entered into a Credit Agreement,
among RadioShack, certain subsidiaries of RadioShack that are
designated as credit parties, the lenders party thereto and Salus
Capital Partners, LLC, as agent for the lenders.  The SCP Credit
Agreement provides for a $250 million term loan, which matures on
Dec. 10, 2018.

The Guarantors are guarantors of obligations incurred under or
described in the SCP Credit Agreement and other related loan
documents.  Unless immaterial, any future domestic subsidiary will
be required to become a Guarantor.  The SCP Credit Agreement is
secured by a lien on substantially all of the existing and after
acquired assets of RadioShack and the Guarantors, including,
subject to certain limited exceptions, (a) a first priority lien
on fixed assets, intellectual property and stock and other equity
interests of direct and indirect subsidiaries of RadioShack, and
(b) a second priority lien on current assets.

SCP Credit Agreement bears interest at RadioShack's option of
either the base rate plus 10.0 or the greater of LIBOR or 0.50
percent, plus 11.0 percent.

SCP Guaranty and Security Agreement

In connection with the SCP Credit Agreement, on Dec. 10, 2013,
RadioShack and the Guarantors, entered into a Guaranty and
Security Agreement among RadioShack, the Guarantors and Salus
Capital Partners, LLC, as agent for the lenders under the SCP
Credit Agreement and certain other secured parties.  The SCP
Guaranty and Security Agreement provides for the guarantees and
security interests.

RadioShack used the borrowings under the SCP Credit Agreement and
the initial borrowings under the ABL Credit Agreement to, among
other things, (a) repay in full all outstanding obligations and
cash collateralize all existing letters of credit under the
Amended and Restated Credit Agreement, dated as of Aug. 8, 2012,
among RadioShack, certain of RadioShack's subsidiaries, the lender
parties thereto and Bank of America, N.A. as administrative agent,
(b) repay in full all outstanding obligations under the Term Loan
Agreement, dated as of Sept. 27, 2012, among RadioShack, certain
of RadioShack's subsidiaries, Wells Fargo Bank, National
Association, as administrative agent, and the lenders party
thereto, and (c) pay fees and expenses incurred in connection with
the ABL Credit Agreement and the SCP Credit Agreement and the
repayment of the indebtedness and other obligations under the BofA
Agreement and the WF Credit Agreement.

On Dec. 10, 2013, concurrent with the execution of the ABL Credit
Agreement and the SCP Credit Agreement, RadioShack terminated the
BofA Credit Agreement and the WF Credit Agreement.

On Dec. 10, 2013, RadioShack borrowed $50 million of term loans
under the ABL Credit Agreement and $250 million of term loans
under the SCP Credit Agreement.

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

                        http://is.gd/cK6nk6

                    About Radioshack Corporation

RadioShack (NYSE: RSH) -- -- http://www.radioshackcorporation.com
-- is a national retailer of innovative mobile technology products
and services, as well as products related to personal and home
technology and power supply needs.  RadioShack's retail network
includes more than 4,300 company-operated stores in the United
States, 270 company-operated stores in Mexico, and approximately
1,000 dealer and other outlets worldwide.

Radioshack disclosed a net loss of $139.4 million in 2012, as
compared with net income of $72.2 million in 2011.  The Company's
balance sheet at Sept. 30, 2013, showed $1.60 billion in total
assets, $1.21 billion in total liabilities and $394 million in
total stockholders' equity.

                           *     *     *

As reported by the TCR on Nov. 23, 2012, Standard & Poor's Ratings
Services lowered its corporate credit and senior unsecured debt
ratings on Fort Worth, Texas-based RadioShack Corp. to 'CCC+' from
'B-'.  "The downgrade of RadioShack reflects our view that it will
be very difficult for the company to improve its gross margin in
the fourth quarter of this year, given the highly promotional
nature of year-end holiday retailing in the wireless and consumer
electronic categories," said Standard & Poor's credit analyst
Jayne Ross.

In the July 27, 2012, edition of the TCR, Fitch Ratings has
downgraded its long-term Issuer Default Rating (IDR) for
RadioShack Corporation to 'CCC' from 'B-'.  The downgrade reflects
the significant decline in RadioShack's profitability, which has
become progressively more pronounced over the past four quarters.

As reported by the TCR on March 6, 2013, Moody's Investors Service
downgraded RadioShack Corporation's corporate family rating to
Caa1 from B3 and probability of default rating to Caa1-PD from B3-
PD.  RadioShack's Caa1 Corporate Family Rating reflects Moody's
opinion that the overall business strategy of the company to
reverse the decline in profitability has not gained any traction.


RESIDENTIAL CAPITAL: Resolves MetLife's RMBS-Related Claims
-----------------------------------------------------------
Residential Capital and its debtor-affiliates, on the one hand,
and Metropolitan Life Insurance Company, MetLife Investors USA
Insurance Company, MetLife Insurance Company of Connecticut,
Metropolitan Tower Life Insurance Company, New England Life
Insurance Company, General American Life Insurance Company,
MetLife, Inc., and MetLife Investors Insurance Company, on the
other, entered into a stipulation under which the parties agreed
that should the Joint Chapter 11 Plan be approved by the Court, on
the effective date of the Proposed Chapter 11 Plan, MetLife's
claims related to residential mortgage-backed securities will be
disallowed and expunged in their entirety.

                     About Residential Capital

Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012.

Neither Ally Financial nor Ally Bank is included in the bankruptcy
filings.

ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.

ResCap disclosed $15.68 billion in assets and $15.28 billion in
liabilities at March 31, 2012.

Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap.  Morrison & Foerster LLP is acting as legal
adviser to ResCap.  Curtis, Mallet-Prevost, Colt & Mosle LLP is
the conflicts counsel.  Rubenstein Associates, Inc., is the public
relations consultants to the Company in the Chapter 11 case.
Morrison Cohen LLP is advising ResCap's independent directors.
Kurtzman Carson Consultants LLP is the claims and notice agent.

Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.

ResCap sold most of the businesses for a combined $4.5 billion.
The Bankruptcy Court in November 2012 approved ResCap's sale of
its mortgage servicing and origination platform assets to Ocwen
Loan Servicing, LLC and Walter Investment Management Corporation
for $3 billion; and its portfolio of roughly 50,000 whole loans to
Berkshire Hathaway for $1.5 billion.

Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11
Plan co-proposed by Residential Capital and the Official Committee
of Unsecured Creditors.


RORIE INVESTMENTS: Case Summary & 9 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Rorie Investments, LLC
        5448 Apex Peakway, Unit 101
        Apex, NC 27502

Case No.: 13-07765

Chapter 11 Petition Date: December 16, 2013

Court: United States Bankruptcy Court
       Eastern District of North Carolina

Judge: Hon. Randy D. Doub

Debtor's Counsel: John G. Rhyne, Esq.
                  JOHN G. RHYNE, ATTORNEY AT LAW
                  P.O. Box 8327
                  Wilson, NC 27893
                  Tel: 252 234-9933
                  Email: johnrhyne@johnrhynelaw.com

Total Assets: $2.01 million

Total Liabilities: $552,552

The petition was signed by Tray Rorie, member/ manager.

A list of the Debtor's nine largest unsecured creditors is
available for free at http://bankrupt.com/misc/nceb13-7765.pdf


RURAL/METRO CORP: Bankruptcy Court Confirms Plan of Reorganization
------------------------------------------------------------------
Rural/Metro Corporation on Dec. 17 disclosed that the U.S.
Bankruptcy Court for the District of Delaware has confirmed the
Company's Plan of Reorganization.  Rural/Metro expects to formally
emerge from Chapter 11 in the next few weeks.

"The Court's confirmation of our plan is a major milestone for
Rural/Metro, and we look forward to completing our financial
restructuring and emerging as a stronger and more competitive
company," said Scott A. Bartos, President and Chief Executive
Officer of Rural/Metro.  "We will emerge with 50 percent less
debt, greater capital flexibility and the resources to continue
investing in patient care.  I want to express my gratitude to our
business partners and valued employees for their patience and
support throughout this process, and I look forward to an exciting
and prosperous future."

Mr. Bartos continued, "Rural/Metro has become an operationally
healthy and efficient company.  We have aligned our operations and
positioned ourselves for growth by investing in what matters
most -- caring for our patients and communities.  We are enhancing
our infrastructure and technology that support our state-of-the-
art medical transportation and fire services.  This transaction
completes our formal restructuring process and cements our ability
to provide long-term stability to the markets and customers we
serve."

Over a 12-month period, Rural/Metro will invest $40 million in
capital enhancements to add more than 70 new ambulances, six fire
trucks and equipment including cardiac monitors and stretchers, as
well as develop new billing and accounting systems.

"In early November, we reorganized our operational model to better
support our front-line caregivers and meet the demands of today's
healthcare environment," added Mr. Bartos.  "Additionally, we
introduced several exciting initiatives, including our Care3
program, to further our pursuit to become an employer of choice
and a leading care provider across all areas of our business."

Under the terms of the Plan, Rural/Metro's bondholders will
provide the Company with a new equity capital infusion of $135
million to help position the Company for renewed growth.

Court filings and other documents concerning the restructuring
process are available at http://www.donlinrecano.com/rmc

                      About Rural/Metro Corp

Headquartered in Scottsdale, Arizona, Rural/Metro Corporation --
http://www.ruralmetro.com-- is a national provider of 911-
emergency and non-emergency interfacility ambulance services and
private fire protection services, operating in 21 states and
nearly 700 communities.  Rural/Metro was acquired in 2011 in a
leveraged buyout by Warburg Pincus LLC as part of a transaction
valued at $676.5 million.

Rural/Metro Corp. and 59 affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 13-11952) on Aug. 4, 2013, before
the U.S. Bankruptcy Court for the District of Delaware.  Debt
includes $318.5 million on a secured term loan and $109 million on
a revolving credit with Credit Suisse AG serving as agent. There
is $312.2 million owing on two issues of 10.125 percent senior
unsecured notes.

The Debtors' lead bankruptcy counsel are Matthew A. Feldman, Esq.,
Rachel C. Strickland, Esq., and Daniel Forman, Esq., at Willkie
Farr & Gallagher LLP, in New York.  Maris J. Kandestin, Esq., and
Edmon L. Morton, Esq., at Young, Conaway, Stargatt & Taylor, LLP,
in Wilmington, Delaware, serve as the Debtors' local Delaware
counsel.

Alvarez & Marsal Healthcare Industry Group, LLC, and FTI
Consulting, Inc., are the Debtors' financial advisors, while
Lazard Freres & Co. L.L.C. is their investment banker.  Donlin,
Recano & Company, Inc., is the Debtors' claims and noticing agent.

The U.S. Trustee has appointed a three-member official committee
of unsecured creditors in the Chapter 11 case.

The Debtors have arranged $75 million of DIP financing from a
group of prepetition lenders led by Credit Suisse AG.  An interim
order has allowed the Debtors to access $40 million of the DIP
facility.

The Debtors have filed a reorganization plan largely worked out
before the Chapter 11 filing in early August.  Existing
shareholders receive nothing in the plan.

The Company's debt includes $318.5 million on a secured term loan
and $109 million on a revolving credit with Credit Suisse AG
serving as agent. There is $312.2 million owing on two issues of
10.125 percent senior unsecured notes.

Interested parties can also contact Rural/Metro's claims agent,
Donlin, Recano & Company, Inc. directly by calling Rural/Metro's
restructuring hotline at 212-771-1128.

Willkie Farr & Gallagher LLP and Young Conaway Stargatt & Taylor,
LLP are serving as legal counsel, Lazard Freres & Co. L.L.C. is
serving as investment banker, and Alvarez & Marsal and FTI
Consulting, Inc. are serving as financial advisors to Rural/Metro.


SAN BERNARDINO, CA: Eligibility Appeal Bypasses District Court
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that appeals challenging the eligibility of Detroit and
San Bernardino, California, for bankruptcy protection will go
straight to the federal circuit courts, bypassing the district
courts.

According to the report, the California Public Employees'
Retirement System, which is fighting an October ruling by a
bankruptcy judge in Riverside that San Bernardino is bankruptcy-
eligible, won a bid to get the case sent directly to the U.S.
Court of Appeals for the Ninth Circuit, based in San Francisco.

U.S. District Judge Dolly M. Gee in Los Angles on Dec. 13 said
that while the pension system didn't have an absolute right to
appeal -- because the eligibility finding wasn't a final order --
she would still permit it as an exercise of discretion available
to her by the statute.

In Detroit on Dec. 16, U.S. Bankruptcy Judge Steven Rhodes let
municipal workers and pension funds go directly to the Cincinnati-
based Sixth Circuit with their challenge to his decision granting
the city protection under Chapter 9 of the U.S. Bankruptcy Code.

Customarily, decisions by bankruptcy judges are first appealed to
federal district courts.

Judge Gee said the Ninth Circuit should review the San Bernardino
case because there are no appellate-level decisions on eligibility
standards. Lower courts have "widely divergent views on how the
eligibility requirements should be applied," she said.

While numerous objections were raised to Detroit's bankruptcy,
Calpers was the only creditor contesting San Bernardino's right to
be in Chapter 9. The San Bernardino Public Employees Association
was opposed until the city negotiated a new contract for its
workers.

Calpers argued that San Bernardino didn't qualify for bankruptcy
because it hadn't sufficiently negotiated with creditors before
filing. Detroit's workers and unions said their city likewise
failed the law's good-faith test by not negotiating properly
before bankruptcy.

In both cases, the circuit courts must accept the appeals before
they can skip the district courts.

                 About City of 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.

                  About San Bernardino, Calif.

San Bernardino, California, filed an emergency petition for
municipal bankruptcy under Chapter 9 of the U.S. Bankruptcy Code
(Bankr. C.D. Calif. Case No. 12-28006) on Aug. 1, 2012.  San
Bernardino, a city of about 210,000 residents roughly 65 miles
(104 km) east of Los Angeles, estimated assets and debts of more
than $1 billion in the bare-bones bankruptcy petition.

The city council voted on July 10, 2012, to file for bankruptcy.
The move lets San Bernardino bypass state-required mediation with
creditors and proceed directly to U.S. Bankruptcy Court.

The city is represented that Paul R. Glassman, Esq., at Stradling
Yocca Carlson & Rauth.

San Bernardino joined two other California cities in bankruptcy:
Stockton, an agricultural center of 292,000 east of San Francisco,
and Mammoth Lakes, a mountain resort town of 8,200 south of
Yosemite National Park.

The City was granted Chapter 9 protection on Aug. 28, 2013.


SAVIENT PHARMACEUTICALS: Claims Bar Date Set for Jan. 17
--------------------------------------------------------
In the Chapter 11 case of Savient Pharmaceuticals Inc., the
Bankruptcy Court established Jan. 17, 2014, at 4:00 p.m.
(prevailing Eastern Time) as the deadline for parties in interest
to file proofs of claim.  The Court also established April 14,
2014, at 4:00 p.m. (prevailing Eastern Time) as the deadline for
governmental entities to file proofs of claim, and Feb. 18, 2014,
as the initial bar date for persons to file claims arising under
Sec. 503(b)(1) through (8) and 507(a)(2) of the Bankruptcy Code --
so-called administrative claims -- that may have arisen, accrued
or otherwise become due and payable at any time subsequent to the
petition date but on or before Dec. 31, 2013.

                 About Savient Pharmaceuticals

Headquartered in Bridgewater, New Jersey, Savient Pharmaceuticals,
Inc. -- http://www.savient.com/-- is a specialty
biopharmaceutical company focused on developing and
commercializing KRYSTEXXA(R) (pegloticase) for the treatment of
chronic gout in adult patients refractory to conventional therapy.
Savient has exclusively licensed worldwide rights to the
technology related to KRYSTEXXA and its uses from Duke University
and Mountain View Pharmaceuticals, Inc.

The Company and its affiliate, Savient Pharma Holdings, Inc.,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. Del. Case No. 13-12680) on Oct. 14, 2013.

The Debtors are represented by Kenneth S. Ziman, Esq., and David
M. Turetsky, Esq., at Skadden Arps Slate Meagher & Flom LLP, in
New York; and Anthony W. Clark, Esq., at Skadden Arps Slate
Meagher & Flom LLP, in Wilmington, Delaware.  Cole, Schotz,
Meisel, Forman & Leonard P.A., also serves as the Company's
conflicts counsel, and Lazard Freres & Co. LLC serves as its
financial advisor.  GCG Inc. serves as the Debtors' claims agent.

U.S. Bank National Association, as Indenture Trustee and
Collateral Agent, is represented by Clark T. Whitmore, Esq., at
Maslon Edelman Borman & Brand, LLP, in Minneapolis, Minnesota.

The Unofficial Committee of Senior Secured Noteholders is
represented by Andrew N. Rosenberg, Esq., Elizabeth McColm, Esq.,
and Jacob A. Adlerstein, Esq., at Paul, Weiss, Rifkind, Wharton &
Garrison LLP, in New York; and Pauline K. Morgan, Esq., at Young,
Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware.


SCHOOL SPECIALTY: Reports $14.7MM Income for 2nd Qtr. Fiscal 2014
-----------------------------------------------------------------
School Specialty Inc. on Dec. 16 announced its fiscal 2014 second
quarter and six month results for the period ended October 26,
2013.

Commenting on the Company's performance, Jim Henderson, School
Specialty's Chairman, and Interim President and Chief Executive
Officer stated, "Our second quarter came in mostly as anticipated
and we're tracking to plan through the first half of the year.  We
recognized the business that was delayed last quarter and
successfully executed on higher order flow in the second quarter,
and in our peak selling season.  We feel comfortable with our
prior revenue and EBITDA guidance for FY14 and our balance sheet
and cash generation continues to improve.  While business
challenges remain, our end markets appear to have stabilized,
we're executing on our plan and we're carrying out the process
improvement initiatives we previously discussed.  Assuming
economic conditions continue to improve, I believe the steps we're
taking now will position us for sustainable growth and
profitability in the years ahead."

During the period January 28, 2013 through June 11, 2013, School
Specialty, Inc. and certain of its subsidiaries operated as
debtors-in-possession under bankruptcy court jurisdiction.  In
accordance with Financial Accounting Standards Board Accounting
Standards Codification 852, Reorganizations, for periods including
and subsequent to the filing of the Chapter 11 petition through
the bankruptcy emergence date of June 11, 2013, all expenses,
gains and losses that result from the reorganization were reported
separately as reorganization items in the Consolidated Statements
of Operations.  Net cash used for reorganization items was
disclosed separately in the Consolidated Statement of Cash Flows,
and liabilities subject to compromise were reported separately in
the Consolidated Balance Sheets.

As of June 11, 2013, the Company adopted fresh-start accounting in
accordance with ASC 852.  The adoption of fresh-start accounting
resulted in the Company becoming a new entity for financial
reporting purposes.  Accordingly, the financial statements on or
prior to June 11, 2013 are not comparable with the financial
statements for periods after June 11, 2013.  The consolidated
financial statements as of October 26, 2013 and for the twenty
weeks then ended and any references to "Successor" or "Successor
Company" relate to the financial position and results of
operations of the reorganized Company subsequent to bankruptcy
emergence on June 11, 2013.  References to "Predecessor" or
"Predecessor Company" refer to the financial position and results
of operations of the Company prior to the bankruptcy emergence.

Management believes that the presentation of Non-GAAP Financial
Information, referred to as the Combined Adjusted Results are
reconciled to the most comparable GAAP measures and offer the best
comparisons for the comparable fiscal six month period.  For
further information on the Company's Results of Operations and
related Balance Sheet and Cash Flow items, please refer to the
Company's Form 10-Q for the period ending October 26, 2013 on file
with the Securities and Exchange Commission.  Additionally, given
the significant seasonality inherent in SSI's business, as well as
order timing considerations between quarters, management believes
that first half fiscal 2014 results are most useful to determine
operating trends and financial performance.

                 Second Quarter Financial Results

Revenues for the three months ended October 26, 2013 were $245.6
million, an increase of 3.7% or $8.7 million over $236.9 million
reported for the Predecessor Company and for the comparable three
months ended October 27, 2012.  This increase was driven by higher
revenues in the Distribution segment (formerly referred to as
"Educational Resources"), as the Company saw increases in both its
supplies and furniture businesses, up $10 million and $2 million
over the comparable year-ago period, respectively.  This increase
was partially offset by a $2.8 million decline in Curriculum
(formerly referred to as "Accelerated Learning") revenues, which
were adversely impacted by decreased school spending for agenda
products of approximately $6 million during the quarter.  Sales of
Science-based curriculum products were up approximately $3 million
during the quarter as well.  As expected, total second quarter
sales were positively impacted by the growing backorders the
Company experienced towards the end of its fiscal first quarter.

Gross profit margin for the three months ended October 26, 2013
was 37.9% as compared to 39.1% for the Predecessor Company's three
months ended October 27, 2012.  This decline of 120 basis points
is due to lower vendor rebates for the comparable quarter as well
as a shift in product mix, particularly the lower sales of
Curriculum products as a percentage of overall sales.  Consistent
with prior statements, the Company expects gross margins to trend
generally in line with recent years.

Selling, general and administrative (SG&A) expenses for the three
months ended October 26, 2013 were $71.7 million as compared to
$67.4 million for the comparable year-ago period, an increase of
$4.3 million.  This increase was driven by higher corporate G&A
expenses due to approximately $2.6 million of bankruptcy-related
and other non-recurring costs, specifically transportation and
warehouse costs related to the processing of incremental
backorders and consulting fees associated with the design and
implementation of process improvement programs.  Also, additional
SG&A expense was incurred as furloughs from the prior year were
not continued this year.  SG&A expenses within the Distribution
and Curriculum segments were up $0.3 million and $1.1 million
respectively for the comparable fiscal 2014 and fiscal 2013
periods, with both segments impacted by depreciation and
amortization associated with the fresh-start valuation adjustments
recorded as of the Effective Date, and other variables such as
transportation and warehouse expenses.  Additionally, the Company
recorded $2.2 million of restructuring charges during the fiscal
2014 second quarter, which consisted of severance related costs
and expenses associated with the shutdown of printing plants and
professional fees related to the Company's restructuring.

Operating income for the three months ended October 26, 2013 was
$19.2 million as compared to operating income of $25.3 million for
the three months ended October 27, 2012.

Net interest expense decreased $4.7 million, from $9.3 million in
the second quarter of fiscal 2013 to $4.6 million in the second
quarter of fiscal 2014.  This decrease was due primarily to $3.8
million of interest expense associated with the Company's
convertible debt in the second quarter of fiscal 2013, of which
$2.3 million was non-cash interest expense, as well a reversal of
interest expense recorded in conjunction with the Bayside term
loan resulting from the final settlement between Bayside and the
Company.  These decreases were partially offset by higher interest
expense on the Company's term loan for the comparable period due
to higher average borrowings.

During the third quarter of fiscal 2013, the Company recorded a
$25.1 million prepayment charge related to the acceleration of the
obligations under the Bayside term loan credit agreement.  The
$25.1 million early termination fee plus approximately $1.3
million of potential interest expense was placed in an escrow
account and released to Bayside early in the second quarter of
fiscal 2014.  Shortly thereafter, the parties reached an agreement
whereby the early termination fee was fixed at $21 million.  As
such, Bayside would retain $21 million and refund the Company $5.4
million of excess amounts funded into the escrow.  The refund took
place in the fiscal second quarter of 2014, of which $4.1 million
was a partial refund of the early termination fee and the
remainder was a refund of interest expense.

The Company recorded $3.4 million of expenses for reorganization
items in the second quarter of fiscal 2014, which consisted
primarily of fees associated with activities as part of the
Reorganization Plan.

Net income for the second quarter of fiscal 2014 was $14.7 million
compared with $14.1 million in the comparable period last year.
On a diluted per share basis, net income was $14.70 for the three
months ended October 26, 2013 as compared to $0.75 in the three
months ended October 27, 2012.

Adjusted earnings before income taxes, depreciation and
amortization (EBITDA) was $32.9 million in the fiscal 2014 second
quarter as compared to $34.2 million in the comparable fiscal 2013
period.

               Process Improvement Program Update

The Company's Process Improvement Program, which launched during
the fiscal 2014 second quarter, has gained traction and management
reiterated its prior financial projections related to this
program:

   -- $3-$5 million in FY14 savings.

   -- Over $20 million in one-time cash generation in FY14.

   -- Longer-term annualized savings targeted at $12-$15 million.

The Company also confirmed today that Phase I and some Phase II
roll-out initiatives are underway and tracking in line with plan:

   -- Distribution Center consolidation underway; expected to be
completed by March 2014.

   -- Warehouse Reconfiguration underway; part of ongoing
continuous improvement program to improve customer experience.

   -- SKU rationalization program underway; 11,000 SKU's removed
from inventory and systems; refocused line-up for 2014 with
improved customer interface.

   -- Customer Care enhancements underway; visualization and
process mapping programs in development with increased investments
in technology.

   -- S&OP refinement underway; process mapping completed; rolled
out across multiple function areas and locations; full integration
planned in FY14.

   -- Market segmentation and process mapping of sales, marketing
and merchandising expected to be part of phase II - January 2014
roll-out.

Mr. Henderson continued, "We've done a lot in a relatively short
period of time, and I'm proud of the School Specialty team.  Our
organization really understands the needs of our educational
system and cares about our teachers and students.  With the
improvements and savings from our Process Improvement Program, we
will be in a better position to invest in our business and
continuously improve -- whether it's our products, services or
technology.  Coupled with the anticipated uptick in general
educational spending, further adoption of Common Core Standards
and Next Generation Science Standards, and the anticipated growth
in supplemental instructional materials we feel the Company will
be better positioned to take advantage of positive trends in our
market in FY15 and beyond."

                    Six Month Financial Results

Non-GAAP combined results for the six months ended October 26,
2013 include results of operations for the Successor Company for
the twenty weeks ended October 26, 2013 and the Predecessor
Company for the six weeks ended June 11, 2013.  These results are
compared to the Predecessor Company for the six months ended
October 27, 2012.

Combined revenues for the six months ended October 26, 2013 were
$447.8 million, an 8.4% decline from revenues of $489.0 million in
the comparable year ago period.  Distribution segment combined
revenues decreased 7.8% and Curriculum segment combined revenues
declined by 9.7%, when comparing the fiscal 2014 and fiscal 2013
six month periods.  Within Curriculum, approximately $5 million of
the decline was related to large curriculum orders in two states
which were not expected to recur in the current year, as well as
approximately $8.5 million related to our student planners and
agenda products. Revenues through the first half of the year are
tracking in line with Company projections.

Combined gross profit margin for the six months ended October 26,
2013 was 39.4% as compared to 40.1% for the Predecessor Company's
six months ended October 27, 2012.  This decline of 70 basis
points is due to a combination of reduced vendor rebates in the
current year, as well as higher product development amortization
in the Company's Curriculum segment.

Combined selling, general and administrative (SG&A) expenses for
the six months ended October 26, 2013 were $136.3 million as
compared to $142.5 million for the comparable year-ago period, a
decrease of $6.2 million.  This decrease was primarily a result of
cost improvement programs the Company has and continues to
implement, as well as variable selling costs associated with
decreased revenues.  Additionally, the Company recorded $3.6
million of restructuring charges during the fiscal 2014 six month
period, which consisted of severance related costs and expenses
associated with the shutdown of printing plants.

Combined operating income for the six months ended October 26,
2013 was $36.7 million as compared to operating income of $53.8
million for the six months ended October 27, 2012.

Combined interest expense decreased $8.6 million, from $19.3
million for the six months ended October 27, 2012 to $10.7 million
for the six months ended October 26, 2013.  This decrease was due
primarily to $7.4 million of interest expense on the Company's
convertible debt for the six months ended October 27, 2012, of
which $4.5 million was non-cash interest expense.  Additionally,
interest expense for the six months ended October 27, 2012,
included $2.5 million of debt issuance cost writes-offs, as
compared to zero in the current year, associated with the debt
refinancing completed in May 2012.  These decreases were partially
offset by higher interest expense on the Company's term loans for
the comparable periods due to higher average borrowings, partially
offset by a decrease in the borrowing rate.

During the third quarter of fiscal 2013, the Company recorded a
$25.1 million prepayment charge related to the acceleration of the
obligations under the Bayside term loan credit agreement.  The
$25.1 million early termination fee plus approximately $1.3
million of potential interest expense was placed in an escrow
account and released to Bayside early in the second quarter of
fiscal 2014.  Shortly thereafter, the parties reached an agreement
whereby the early termination fee was fixed at $21 million.  As
such, Bayside would retain $21 million and refund the Company,
$5.4 million of excess amounts funded into the escrow. The refund
took place in the fiscal second quarter of 2014, of wh ich $4.1
million was a partial refund of the early termination fee and the
remainder was a refund of interest expense.

In the six months ended October 26, 2013, the Company recorded an
$80.2 million net reorganization gain.  This consists of $162.4
million of cancellation of indebtedness income related to the
settlement of prepetition liabilities and changes in the
Predecessor Company's capital structure related to the
Reorganization Plan, offset by $30.2 million of fresh start
adjustments, $21.4 million of cancellation of debt upon the
issuance of equity, $18.5 million of professional, financing and
other fees, $7.0 million of contract rejections and $5.1 million
of other reorganization adjustments.

Combined net income for the six month period ended October 26,
2013 was $107.7 million compared with $32.5 million in the
comparable period last year.  On a diluted per share basis, net
income was $35.66 for the six months ended October 26, 2013 as
compared to $1.72 for the six months ended October 27, 2012.

Combined adjusted earnings before income taxes, depreciation and
amortization (EBITDA) was $61.2 million in the fiscal 2014 six
month period as compared to $71.8 million in the comparable fiscal
2013 period.  This decline was primarily related to lower sales
volumes for the comparable six month periods, partially offset by
savings realized in SG&A.

                         Market Outlook

Based on year-to-date performance and the market outlook for the
remainder of the year, the Company today reiterates its prior
guidance.  Management believes that revenues will be approximately
$620-$630 million, trending towards the mid to high-end of that
range.  Adjusting for public company expenses of approximately $2
million, which were not part of the reorganization plan, the
Company continues to project Adjusted EBITDA of $40-$44 million.
Additionally, restructuring charges in fiscal 2014 are expected to
be in the range of $12-$14 million and capital expenditures,
originally budgeted at $19 million, are expected to be
approximately $18 million.

Mr. Henderson concluded, "We continue to make strides in
strengthening our balance sheet and remain focused on cash
generation, two of our top corporate priorities.  I'm also pleased
to report that shortly after the end of the quarter, we fully
repaid our ABL and lowered our interest payments.  With further
improvements expected in terms of working capital management and
cash generation in addition to the operational savings we expect
to generate as a result of Phase I of the Process Improvement
Program, we should be able to generate better returns in fiscal
2015, especially if market conditions continue to improve.  We're
realigning our business to become a better resource for our
customers, and all of us at School Specialty remain focused on
enhancing long-term value."

School Specialty intends to publish an accompanying presentation
on its financial results later this week.  The Company will not be
hosting a teleconference, but management will be available to
address questions after the filing of this supplemental
information.

                     About School Specialty

Based in Greenville, Wisconsin, School Specialty is a supplier of
educational products for kindergarten through 12th grade. Revenue
in 2012 was $731.9 million through sales to 70% of the
country's 130,000 schools.

School Specialty and certain of its subsidiaries filed voluntary
petitions for reorganization under Chapter 11 (Bankr. D. Del.
Lead Case No. 13-10125) on Jan. 28, 2013.  The petition estimated
assets of $494.5 million and debt of $394.6 million.

The Debtors are represented by lawyers at Paul, Weiss, Rifkind,
Wharton & Garrison LLP and Young, Conaway, Stargatt & Taylor, LLP.
Alvarez & Marsal North America LLC is the restructuring advisor
and Perella Weinberg Partners LP is the investment banker.
Kurtzman Carson Consultants LLC is the claims and notice agent.

The ABL Lenders are represented by lawyers at Goldberg Kohn and
Richards, Layton and Finger, P.A.  The Ad Hoc DIP Lenders led by
U.S. Bank are represented by lawyers at Stroock & Stroock & Lavan
LLP, and Duane Morris LLP.  The lending consortium consists of
some of the holders of School Specialty Inc.'s 3.75% Convertible
Subordinated Notes Due 2026.

The Official Committee of Unsecured Creditors appointed in the
case is represented by lawyers at Brown Rudnick LLP and Venable
LLP.

Bayside is represented by Pepper Hamilton LLP and Akin Gump
Strauss Hauer & Feld LLP.

School Specialty in April 2013 decided to reorganize rather than
sell.  The company filed a so-called dual track plan that called
for selling the business at auction on May 8 or reorganizing while
giving stock to lenders and unsecured creditors.  The company
later served a notice that the auction was canceled and the plan
would proceed by swapping debt for stock to be owned by lenders,
noteholders, and unsecured creditors.  School Specialty's Second
Amended Plan of Reorganization became effective, and the Company
emerged from Chapter 11 protection in June 2013.  The plan gave
87.5 percent of the reorganized company's stock to lenders who
provided $155 million in replacement financing, for a predicted
full recovery.  Noteholders owed $170.7 million took the other
12.5 percent of the stock, for an estimated 6 percent recovery.


SKYBROOK GOLF CLUB: Under Receivership, To be Auctioned
-------------------------------------------------------
Ely Portillo, writing for the Charlotte Observer, reports that
Mecklenburg County officials said two Charlotte-area golf courses
placed in receivership after failing to pay back millions of
dollars in loans will be auctioned next month.

Skybrook Golf Club in Huntersville and Charlotte Golf Links were
both part of the Carolina Trail group, before they were placed in
permanent receivership by a judge in August, according to
charlotteobserver.com.  The report relates that the courses owed
millions to their lender, Hunting Dog Capital, a San Francisco-
based firm.

The report notes that Julie Berger, in the Mecklenburg Office of
the Tax Collector, the two properties are scheduled to receive
bids by Jan. 14, and to officially be auctioned on Jan. 17.  A
judge is expected to hold a hearing and approve the sale on Feb.
10, the report relates.

While in receivership, Skybrook and Charlotte Golf have remained
open and are being run by Virgina-based Billy Casper Golf
Management, the report says.

The owner of the five remaining Carolina Trail golf courses ?
Birkdale, The Tradition, The Divide, Highland Creek and Waterford
in Rock Hill ? told the Observer that he expects they will go into
foreclosure and bankruptcy within a week, with lenders taking
possession of the five courses, the report notes.  Court papers
had not been filed to foreclose or declare bankruptcy by
Wednesday, the report adds.


STAR DYNAMICS: Creditors Consent to Limited Use of Cash Collateral
------------------------------------------------------------------
Whitney Bank and Thomas R. Becnel, creditors of STAR Dynamics
Corporation, consent to the Debtor's use of cash collateral for
the period beginning Dec. 10, 2013, and ending Dec. 27, 2013.

The consent of WB to the Debtor's use of cash collateral will
immediately cease and terminate upon the earlier of any of the
following: (a) a breach of any condition of WB's consent, or (b)
Dec. 28, 2013.

STAR Dynamics Corp., a developer and provider of radar systems for
the military, filed a petition for Chapter 11 protection on Dec.
10 in Columbus, Ohio, in part to halt a lawsuit by BAE Systems
Plc.  The case is In re STAR Dynamics Corp., 13-59657, U.S.
Bankruptcy Court, Southern District of Ohio (Columbus).


STAR DYNAMICS: Employs Allen Kuehnle as Bankruptcy Attorneys
------------------------------------------------------------
STAR Dynamics Corporation seeks authority from the U.S. Bankruptcy
Court for the Southern District of Ohio, Eastern Division, to
employ Allen Kuehnle Stovall & Neuman LLP as attorneys.

Thomas R. Allen, Esq. -- allen@aksnlaw.com -- and Richard K.
Stovall, Esq. -- stovall@aksnlaw.com -- will serve as case
attorneys for Debtor.  Mr. Allen and Mr. Stovall's normal and
customary hourly rates are $400 and $350.

In addition, the following AKSN attorneys may perform professional
services in this case:

   J. Matthew Fisher, Esq. -- fisher@akslaw.com          $300
   Daniel J. Hunter, Esq. -- hunter@aksnlaw.com          $315
   Rick L. Ashton, Esq. -- ashton@aksnlaw.com            $250
   Erin L. Pfefferle, Esq. -- pfefferle@aksnlaw.com      $205
   Jeffrey R. Corcoran, Esq. -- corcoran@aksnlaw.com     $205

The Debtors will also reimburse the firm for any necessary out-of-
pocket expenses.

Mr. Stovall, a partner at AKSN, assures the Court that 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. Stovall, AKSN's representation of Debtor began on
or about late November, 2013.  Since that time AKSN has received
the following payments from Debtor as and for payments for
services rendered and reimbursement of expenses:

   * December 9, 2013 - $100,000
   * December 10, 2013 - $14,118

As of the Petition Date, in accordance with the terms of the
Debtor's engagement of AKSN, the sum of $85,882 remained on
deposit in AKSN's trust account as and for a retainer balance.

STAR Dynamics Corp., a developer and provider of radar systems for
the military, filed a petition for Chapter 11 protection on Dec.
10 in Columbus, Ohio, in part to halt a lawsuit by BAE Systems
Plc.  The case is In re STAR Dynamics Corp., 13-59657, U.S.
Bankruptcy Court, Southern District of Ohio (Columbus).


STAR DYNAMICS: Hires Womble Carlyle as Special Counsel
------------------------------------------------------
STAR Dynamics Corporation seeks authority from the U.S. Bankruptcy
Court for the Southern District of Ohio, Eastern Division, to
employ Womble Carlyle Sandridge & Rice LLP as special counsel for
the purpose of advising and representing the Debtor with respect
to all litigation matters relative to BAE Systems Technology
Solutions & Services Inc. and with respect to the completion of
prepetition patent work.

The following professionals are anticipated to provide services to
the Debtor:

   Michael J. Sullivan, Esq. -- MSullivan@wcsr.com        $545
   Russell A. Williams, Esq. -- rwilliams@wcsr.com        $330
   Julie E. Adkins, Esq. -- jadkins@wcsr.com              $270
   Louis T. Isaf, Esq. -- lisaf@wcsr.com                  $650
   Nanda K. Alapati, Esq. -- nalapati@wcsr.com            $565

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

Mr. Sullivan, a parter at Womble Carlyle Sandridge & Rice 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.

STAR Dynamics Corp., a developer and provider of radar systems for
the military, filed a petition for Chapter 11 protection on Dec.
10 in Columbus, Ohio, in part to halt a lawsuit by BAE Systems
Plc.  The case is In re STAR Dynamics Corp., 13-59657, U.S.
Bankruptcy Court, Southern District of Ohio (Columbus).


STELLAR BIOTECHNOLOGIES: Partners with Amaran to Develop OBI-822
----------------------------------------------------------------
Stellar Biotechnologies, Inc., has entered into a collaboration
agreement with Amaran Biotechnology, Inc., a privately-held Taiwan
biopharmaceuticals manufacturer, to develop and evaluate methods
for the manufacture of OBI-822 active immunotherapy using
Stellar's GMP grade Keyhole Limpet Hemocyanin.

Amaran designs, develops, and manufactures active immunotherapies
such as OBI-822, the lead immunotherapy product of OBI Pharma,
Inc.  The primary purpose of the alliance is to develop and
evaluate methods for the manufacture of the OBI-822 active
immunotherapy using Stellar's GMP grade KLH.

OBI-822 is a new generation of active immunotherapy combining
Globo-H, a carbohydrate antigen frequently expressed by cancer
cells, together with KLH as the immune-stimulating carrier
molecule.  An active immunotherapy uses a patient's own immune
system to recognize and mount an attack against the targeted tumor
cells.  OBI-822 is currently being evaluated for the treatment of
metastatic breast cancer in International Phase 2/3 clinical
trials* in the United States, Taiwan, South Korea, India and Hong
Kong.  It is also being evaluated for the treatment of ovarian
cancer in an investigator-initiated Phase 1/2 clinical trial in
Taiwan.

* OBI-822 is in Phase III in Taiwan and Phase II in the U.S.,
South Korea, India and Hong Kong

"This is an important, multinational clinical project and Stellar
is very pleased to collaborate with Amaran on the manufacture of
Immunotherapies such as OBI-822," said Frank Oakes, president and
CEO of Stellar Biotechnologies, Inc.   "This is an excellent
example of Stellar KLHTM technology serving as a platform for
partnerships with long-term product development and commercial
potential."

Catherine Brisson, Ph.D., chief operating officer for Stellar
said, "KLH is a key active ingredient in immunotherapy drugs.  Our
goal is to ensure that partners such as Amaran have future supply
of the highest-quality KLH to meet the specifications of each
particular immunotherapy drug."

"We are pleased to have Stellar Biotechnologies' key technical
advances in KLH applied to this important cancer active
immunotherapy program," said Tessie Che, general manager and Chair
of Amaran's Board of Directors.  "We look forward to working
closely with the Stellar team on this development project."

Under the terms of the agreement, Stellar will be responsible for
the production and delivery of GMP grade KLH for evaluation as a
carrier molecule in OBI-822 immunotherapy.  Stellar will also be
responsible for method development, product formulation, and
process qualification for certain KLH reference standards.  Amaran
will be responsible for development objectives and product
specifications.

The agreement provides for Amaran to pay to Stellar fees for
certain expenses and costs associated with the development
program.  Subject to certain conditions and timing, the
collaboration also provides for the companies to negotiate a
commercial supply agreement for Stellar KLH in the future.

                           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.


STOCKTON PUBLIC FINANCING: Moody's Removes Ba1 Rating on Rev Bonds
------------------------------------------------------------------
Moody's Investors Service has removed the provisional designation
from the Ba1 rating on the Stockton Public Financing Authority's
Water Revenue Bonds, Series 2010A (Delta Water Supply Project).
Moody's has also upgraded the rating on the enterprise's 2005
Water Revenue Bonds Series A to Ba1 from Ba3. The rating on the
2010A variable rate mode bonds has been withdrawn. The rating
outlook is now stable.

Rating Rationale:

The provisional rating on the 2010A bonds and the under review
status of the 2005 bonds' rating was contingent upon the 2010A
bonds converting from variable rate to fixed rate obligations. As
the enterprise's sole variable rate obligation, the conversion
eliminated the risk that the LOC bank might demand immediate
payment of the bonds, which it was entitled to do as a result of
the city's bankruptcy filing.

The stable outlook incorporates Moody's expectations that the
enterprise's fundamental operations will remain sound and that the
enterprise will continue to make full and timely debt service
payments, notwithstanding the uncertainties resulting from the
city's bankruptcy.

In addition to the variable rate conversion and the city's
bankruptcy, the rating reflects the solid fundamental operations
of the water system. However, the city's bankruptcy creates
significant uncertainties for bondholders that are not consistent
with an investment-grade rating.

The bonds are secured by payments of the Stockton Public Financing
Authority. These payments are secured by installment payments made
from a senior pledge of net water revenues of the enterprise.

Strengths:

-- In the course of the city's bankruptcy, neither the city
   nor its creditors have challenged the continued payment of
   the water revenue bond debt service

-- Senior lien debt service coverage is sound and likely to
   remain so

-- The enterprise's debt profile has been significantly
   improved by the successful conversion of the 2010As to
   fixed rate

-- The water enterprise operations have been solid, in large
   part reflecting the city's continued willingness to raise
   water rates

Challenges:

-- The City of Stockton remains in bankruptcy

-- The city's proposed plan of adjustment to exit bankruptcy
   still needs court approval; the city's proposed plan may not
   be sustainable in the long-term, since multi-year
   operating deficits are projected to return in fiscal 2015

-- The local economy, though slowly recovering, remains pressured

What Could Change the Rating Up:

-- City's emergence from bankruptcy

-- Improved operating performance resulting in
   strengthened reserves and stronger total debt service coverage

What Could Change the Rating Down:

-- Material deterioration of senior and total debt
   service coverage

-- Materially negative, unanticipated outcome from the
   city's bankruptcy proceeding


STRASBURG COMMERCIAL: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Strasburg Commercial Development Company, LLC
        8189 Madrillon Oaks Court
        Vienna, VA 22182

Case No.: 13-15572

Chapter 11 Petition Date: December 16, 2013

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

Judge: Hon. Brian F. Kenney

Debtor's Counsel: Steven H. Greenfeld, Esq.
                  COHEN BALDINGER & GREENFELD, LLC
                  2600 Tower Oaks Blvd, Suite 103
                  Rockville, MD 20852
                  Tel: 301-881-8300
                  Fax: 301-881-8350
                  Email: steveng@cohenbaldinger.com

Total Assets: $8.90 million

Total Liabilities: $5.86 million

The petition was signed by Martin Turk, managing member.

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


STREAMTRACK INC: Incurs $2.6 Million Net Loss in Fiscal 2013
------------------------------------------------------------
StreamTrack, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$2.61 million on $1.72 million of total revenue for the year ended
Aug. 31, 2013, as compared with a net loss of $1.58 million on
$1.74 million of total revenue for the same period a year ago.

The Company's balance sheet at Aug. 31, 2013, showed $991,222 in
total assets, $4.17 million in total liabilities and a $3.17
million total stockholders' deficit.

Silberstein Ungar, PLLC, in Bingham Farms, Michigan, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Aug. 31, 2013.  The independent
auditors noted that the Company has incurred losses from
operations, has negative working capital, and is in need of
additional capital to grow its operations so that it can become
profitable.  These factors raise substantial doubt about the
Company's ability to continue as a going concern."

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

                        http://is.gd/7H9lXY

                         About StreamTrack

Santa Barbara, California-based StreamTrack, Inc., is a digital
media and technology services company.  The Company provides audio
and video streaming and advertising services through the
RadioLoyalty(TM) Platform to over a global group of over 1,500
internet and terrestrial radio stations and other broadcast
content providers.


T BONES MANAGEMENT: Case Summary & 20 Top Unsecured Creditors
-------------------------------------------------------------
Debtor: T Bones Management LLC
        1255 S Shiloh Dr
        Fayetteville, AR 72703

Case No.: 13-74095

Chapter 11 Petition Date: December 16, 2013

Court: United States Bankruptcy Court
       Western District of Arkansas (Fayetteville)

Judge: Hon. Ben T Barry

Debtor's Counsel: Stanley V Bond, Esq.
                  ATTORNEY AT LAW
                  P.O. Box 1893
                  Fayetteville, AR 72701-1893
                  Tel: (479) 444-0255
                  Fax: (479) 444-7141
                  Email: attybond@me.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Kathy Wikerson, manager.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/arwb13-74095.pdf


THOMAS LOUNGE: Assets to Be Auctioned Off Jan. 14
-------------------------------------------------
The Bankruptcy Court for the Western District of Pennsylvania will
offer for sale to the highest bidder the real property of Thomas
Lounge Incorporated located at 522 Rosedale Street, 13th Ward,
City of Pittsburgh, PA 15221.  The auction will be held Jan. 14,
2014, at 1:30 p.m., in Courtroom B, 54th Floor, U.S. Steel Tower,
600 Grant Street, Pittsburgh, PA 15219.

The initial offer for the property is $13,000 subject to higher
and better offers which will be considered at the hearing.

Hand money requirements at the time of the hearing are that the
successful bidder, other than the original bidder/purchaser, must
deposit earnest money immediately following the bidding, in cash,
money order, or cashier's check, equal to 10% of the amount of the
successful bid.  The deposit shall be held in escrow and applied
at time of closing to the purchase price. The successful bidder
must also provide proof of ability to pay the cash balance amount
of the bid for the property, at the time of the successful bid, by
providing copies of bank statements or loan commitment, at the
hearing, establishing proof of funds available to pay the full
purchase price.

The sale is free and clear of all liens, taxes, claims and
encumbrances.  The sale is subject to the approval of the
Bankruptcy Court and any other conditions set forth in the Order
of the Court confirming the sale.

Additional information regarding the property is available on the
Court's Web site for Electronic Access to Sales Information, at
http://www.pawb.uscourts.gov/electronic-access-sales-information-
easi or locate the EASDI link on the Bankruptcy Court website at:
http://www.pawb.uscourts.gov/

Interested parties may contact:

     Mary Bower Sheats, Esq.
     FRANK,GALE, BAILS, MURCKO & POCRASS, P.C.
     3300 Gulf Tower
     707 Grant Street
     Pittsburgh, PA 15219
     Tel: 412-471-5931
     E-mail: mbsheats@fbmgg.com

Thomas Lounge, Incorporated, sought Chapter 11 bankruptcy
protection (Bankr. W.D. Pa. Case No. 12-25598) on Nov. 14, 2012,
listing under $1 million in both assets and debts.  A copy of the
petition is available at http://bankrupt.com/misc/pawb12-25598.pdf


TLC HEALTH NETWORK: Files for Chapter 11 to Deal With $9-Mil. Debt
------------------------------------------------------------------
TLC Health Network, owner of the Lake Shore Hospital, the Charles
Cannon Clinic, and other healthcare operations in New York, sought
bankruptcy protection (Bankr. W.D.N.Y. Case No. 13-13294) on
Dec. 16, 2013.

According to schedules filed in bankruptcy court in Buffalo, New
York, the Debtor had total assets of $40.6 million, including real
property assets of $25.7 million.  Total liabilities were only
$9.2 million, of which nearly $2.3 million is owed to secured
creditors.

Operating locations of TLC are:

       * TLC Health Network Lake Shore Hospital
         845 Routes 5 & 20
         Irving, New York 14081-9716

       * Charles Cannon Clinic
         7020 Erie Road
         Derby, New York 14047

       * Conewango Valley Med Center
         RD#1
         Conewango Valley, New York 14726

       * Forestville Primary Care Center
         10988 Bennett State Road
         Forestville, New York 14062

       * Gowanda Urgent Care and Gowanda Medical Center
         34 Commercial Street
         Gowanda, New York 14070

       * TCH Chemical Dependency Clinic
         33 North Main Street
         Cassadaga, New York 14718-9800

       * TLC Health Network Tri-County Memorial Hospital
         100 Memorial Drive
         Gowanda, New York 14070

A copy of the schedules of assets and liabilities is available for
free at http://bankrupt.com/misc/TLC_Health_Schedules.pdf

The Debtor is represented by Jeffrey A. Dove, Esq., at Menter,
Rudin & Trivelpiece, P.C., in Syracuse, New York.

According to reporting by Business First of Buffalo, Tim Cooper, a
board member at TLC, stated in a media release that the filing
would allow the system to propose a reorganization plan that would
enable TLC to address debt issues while seeking new sources of
income and sustainability.

"We believe this is a necessary step toward our ultimate goal of
maintaining viable health services within this community," he
said.  "Filing for Chapter 11 should allow us to climb out from
under our debt and emerge stronger and more financially stable."


TLC HEALTH NETWORK: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: TLC Health Network
           fdba Lake Shore Inter-Community Hospital, Inc.
           fdba Townsend Hospital
           dba Charles Cannon Clinic
           dba TLC Health Network Nursing Facility
           dba Conewango Valley Med Center
           dba Gowanda Medical Center
           dba Forestville Primary Care Center
           fdba Lake Shore Hospital, Inc.
           dba Gowanda Primary Care
           fdba Lake Shore Health Center
           fdba Tri-County Memorial Hopsital
           dba TCH Chemical Dependency Clinic
           dba Gowanda Urgent Care
        845 Routes 5 & 20
        Irving, NY 14081

Case No.: 13-13294

Type of Business: Healthcare Institution

Chapter 11 Petition Date: December 16, 2013

Court: United States Bankruptcy Court
       Western District of New York (Buffalo)

Judge: Hon. Carl L. Bucki

Debtor's Counsel: Jeffrey A. Dove, Esq.
                  MENTER, RUDIN & TRIVELPIECE, P.C.
                  308 Maltbie Street, Suite 200
                  Syracuse, NY 13204-1498
                  U.S.A.
                  Tel: (315) 474-7541
                  Fax: (315) 474-4040
                  Email: jdove@menterlaw.com

Estimated Assets: $10 million to $50 million

Estimated Debts: $1 million to $10 million

The petition was signed by Timothy Cooper, Chairman of the Board
of Directors.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                       Nature of Claim   Claim Amount
   ------                       ---------------   ------------
JPMorgan Chase                  Revolving Credit     $803,373
Bank, N.A., Trustee             Note
of Dr/Mrs Ira
Livermore Fund
PB & PMW Loan
Administration
24713 Network Place
Chicago, IL 60673-1247

Philips Medical Systems N.A.CO.  Equipment Lease     $246,403

Willcare                         Goods/services     $223,886

Arthrex                          Goods/services     $209,157

Gerster Sales & Service, Inc.    Goods/services     $169,614

Cannon Design                    Goods/services     $161,019

Zimmer US                        Goods/services     $129,982

ComDoc, Inc.                     Goods/services     $124,214

Jamestown Rehab                  Goods/services      $88,615

Concept Construction Corp        Goods/services      $66,141

Chautauqua Opportunities, Inc.   Goods/services       $65,980

Thomas Johnson, Inc.             Goods/services      $65,730

Alcon Laboratories, Inc.         Goods/services      $57,818

CPSI                             Goods/services      $55,961

Medline                          Goods/services     $49,291

Fuji Medical Systems             Goods/services     $48,252

Jamestown Psychiatric, P.C.      Goods/services     $47,916

Laboratory Corporation of America Goods/services     $47,469

Simmons Recovery Consulting      Goods/services      $41,470

Jamestown Meals on Wheels        Goods/services     $40,495


TLO LLC: TransUnion Completes Acquisition of Business
-----------------------------------------------------
TransUnion on Dec. 16 disclosed that it has completed the
acquisition of Boca Raton, Fla.-based TLO, a leading company in
the risk information and analytics industry.

"This acquisition supports our primary mission to help
organizations optimize their risk-based decisions and enable
consumers to understand and manage their personal information,"
said Jim Peck, TransUnion's president and CEO.  "We are excited
about the possibilities the combination of our two companies will
bring to our existing customers as well as new markets that need
to leverage data and analytics to effectively manage risk."

On November 22, the U.S. Bankruptcy Court for the Southern
District of Florida named TransUnion's offer of $154 million in
cash as the winning bid in the court-managed auction of TLO.  The
transaction will not materially affect TransUnion's financial
results for 2013.

                           About TLO LLC

TLO LLC, a provider of risk-mitigation services, filed a petition
for Chapter 11 reorganization (Bankr. S.D. Fla. Case No.
13-bk20853) on May 9, 2013, in West Palm Beach, Florida, near the
company's headquarters in Boca Raton.  The petition was signed by
E. Desiree Asher as CEO.

Judge Paul G. Hyman, Jr., presides over the case.  Robert C. Furr,
Esq., and Alvin S. Goldstein, Esq., at Furr & Cohen, serve as the
Debtor's counsel.  Bayshore Partners, LLC is the Debtor's
investment banker.  Thomas Santoro and GlassRatner Advisory &
Capital Group, LLC are the Debtor's financial advisors.

Paul J. Battista, Esq., and Mariaelena Gayo-Guitian, Esq., at
Genovese, Joblove & Battista, P.A., represent the Official
Committee of Unsecured Creditors as counsel.

The Debtor disclosed assets of $46.6 million and liabilities of
$109.9 million, including $93.4 million in secured claims.  The
principal lender is Technology Investors Inc., owed $89 million.
TII is owned by the estate of Hank Asher, the company's primary
owner who died this year.  There is $4.6 million secured by
computer equipment.


TRANSGENOMIC INC: Expands Contractual Agreement with Blue Cross
---------------------------------------------------------------
Transgenomic, Inc., has expanded its national contractual
agreement with The Blue Cross and Blue Shield Association, which
offers its Blue Plans affiliates access to competitive pricing for
Transgenomic's valuable molecular diagnostic tests and services.
This agreement has a five-year term.

The expanded agreement with BCBSA facilitates streamlined
reimbursement and provides patients affiliated with Blue Plans
access to Transgenomic's portfolio of medically important genetic
tests.  The tests provide treating physicians with actionable
information that helps determine the best therapy for each
individual, with the goal of improving patient outcomes.

The BCBSA is a national federation of 37 independent, community-
based and locally operated Blue Cross(R) and Blue Shield(R)
companies and is part of the nation's oldest and largest family of
health benefits companies.  Blue Cross and Blue Shield companies
provide healthcare coverage for nearly 100 million people in all
50 states.

                         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.  The Company's balance sheet at Sept. 30, 2013, showed
$33.18 million in total assets, $17.78 million in total
liabilities and $15.39 million in total stockholders' equity.

As reported by the TCR on Feb. 13, 2013, Transgenomic 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.


TRONOX INC: Litigation Trust's Statement on Win Against Kerr-McGee
------------------------------------------------------------------
In the largest environmental fraudulent transfer case ever tried,
US Bankruptcy Judge Allan L. Gropper on Dec. 12 found in favor of
the Tronox Inc. litigation trust and indicated that he will enter
a damages award between $5.1 billion and $14.1 billion relating to
fraudulent transfers perpetrated by Kerr-McGee (now a wholly-owned
subsidiary of Anadarko Petroleum Company) in an effort to shield
the company's valuable oil and gas assets from environmental and
toxic tort liability claims held by creditors. Judge Gropper found
that Defendant Kerr-McGee "acted with intent to 'hinder and delay'
the debtors' creditors when they transferred out and then spun off
the oil and gas assets, and that the transaction, which left the
debtors insolvent and undercapitalized, was not made for
reasonably equivalent value."

John Hueston, the litigation trustee for the prevailing Tronox
trust, stated: "T[he] ruling exposes Kerr McGee's fraudulent
effort to avoid responsibility for massive environmental
liabilities that proliferated nationally over the course of
decades."

"This ruling will provide federal, state and local governments as
well as the Navajo Nation with the means to make significant
strides towards the remediation of the environmental hazards Kerr
McGee wrongfully attempted to abandon, and to provide a measure of
redress to individuals harmed by Kerr McGee's abandoned industrial
and chemical waste."

"Kerr McGee's attempted avoidance of its massive environmental
liabilities threatened communities across the nation which have
waited years for Kerr McGee and Anadarko to be held accountable.
Victim communities include the Navajo Nation (uranium
contamination), Manville, New Jersey (coal tar creosote
pollution), downtown Chicago (thorium and other toxins), west
Chicago (radioactive contamination), Cimarron, Oklahoma (uranium
contamination), Henderson, Nevada (perchlorate and hexavalent
chromium in ground water), Savannah, Georgia (toxins relating to
titanium dioxide processing), the residents of Avoca, Pennsylvania
(creosote exposure), as well as communities in Massachusetts,
Texas, Missouri, Alabama, Mississippi, New York and Louisiana."

Irell & Manella's John Hueston is the litigation trustee of the
Tronox trust, formally known as the Anadarko Litigation Trust.
Hueston was appointed as trustee of the Anadarko Litigation Trust
in February 2011, with broad responsibilities to prosecute and
defend all claims on behalf of the trust's diverse beneficiaries
including the United States government, more than a dozen states,
the Navajo Nation, and a class of individual tort victims.

The trust's case against Kerr-McGee was tried in federal
bankruptcy court in the Southern District of New York from May
through September of 2012. At trial, the trust alleged that Kerr-
McGee executives fraudulently allocated the company's massive
environmental and tort liabilities from legacy businesses such as
uranium mining and wood treatment facilities to Tronox, a spin-off
entity created to serve as a dumping ground for the liabilities.
Kerr-McGee then shuffled its oil and gas assets to a "clean"
entity known as New Kerr-McGee which, once freed from the
company's historical  liabilities, was primed for a lucrative
acquisition that would net Kerr-McGee executives tens of millions
of dollars in personal bonuses and stock profits. After finalizing
the spin-off of Tronox, New Kerr-McGee was quickly acquired by
Anadarko for $18 billion in 2006, leaving Kerr-McGee's
environmental and tort creditors unable to access the oil and gas
assets to aid with remediation and cleanup efforts. Unable to
support the mounting costs of the legacy liabilities, Tronox filed
for bankruptcy in 2009.

After filing for bankruptcy protection in January 2009, Tronox
filed the lawsuit against Anadarko. It implemented a confirmed
reorganization plan in February 2011 that created the trust to
prosecute the suit.

The lawsuit is Tronox Inc. v. Anadarko Petroleum Corp. (In re
Tronox Inc.), 09-1198, U.S. Bankruptcy Court, Southern District
New York (Manhattan). The Tronox Trust is represented by the
Litigation Trustee, John Hueston of Irell & Manella LLP, and by
Kirkland & Ellis. The US Department of Justice participated in the
trial against Kerr McGee/Anadarko through a parallel action.

                         About Tronox Inc.

Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates
filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No.
09-10156) on Jan. 13, 2009, before Hon. Allan L. Gropper.  Richard
M. Cieri, Esq., Jonathan S. Henes, Esq., and Colin M. Adams, Esq.,
at Kirkland & Ellis LLP in New York, represented the Debtors.  The
Debtors also tapped Togut, Segal & Segal LLP as conflicts counsel;
Rothschild Inc. as investment bankers; Alvarez & Marsal North
America LLC, as restructuring consultants; and Kurtzman Carson
Consultants served as notice and claims agent.

An official committee of unsecured creditors and an official
committee of equity security holders were appointed in the cases.
The Creditors Committee retained Paul, Weiss, Rifkind, Wharton &
Garrison LLP as counsel.

Until Sept. 30, 2008, Tronox was publicly traded on the New
York Stock Exchange under the symbols TRX and TRX.B.  Since then,
Tronox has traded on the Over the Counter Bulletin Board under the
symbols TROX.A.PK and TROX.B.PK.  As of Dec. 31, 2008, Tronox
had 19,107,367 outstanding shares of class A common stock and
22,889,431 outstanding shares of class B common stock.

On Nov. 17, 2010, the Bankruptcy Court confirmed the Debtors'
First Amended Joint Plan of Reorganization under Chapter 11 of the
Bankruptcy Code, dated Nov. 5, 2010.  Under the Plan, Tronox
reorganized around its existing operating businesses, including
its facilities at Oklahoma City, Oklahoma; Hamilton, Mississippi;
Henderson, Nevada; Botlek, The Netherlands and Kwinana, Australia.


TTM TECHNOLOGIES: S&P Rates Proposed $150MM Convertible Notes 'BB'
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' issue-level
rating and '4' recovery rating to Costa Mesa, Calif.-based TTM
Technologies Inc.'s proposed $150 million senior unsecured
convertible notes due 2020.  The ratings are the same as those on
the company's existing convertible debt.  The '4' recovery rating
indicates S&P's expectation for average recovery (30% to 50%) in
the event of payment default.

The company intends to use the proceeds to repurchase a portion of
its outstanding convertible notes due 2015.  S&P believes that the
company will reserve any unused proceeds for required debt
repayment in 2014 and early 2015.

The 'BB' corporate credit rating and stable outlook on TTM are
unchanged because S&P views the proposed transaction as a
prefunding of outstanding obligations and the incremental debt as
temporary.  The ratings reflect S&P's view of TTM's "significant"
financial risk profile with leverage in the low-3x area as of
Sept. 30, 2013, and its "weak" business risk profile marked by
cyclical end market demand, a fragmented and competitive PCB
manufacturing industry, meaningful customer concentration, and
rising labor costs.  These assessments result in an anchor rating
of 'bb-' and S&P makes a positive one-notch adjustment because it
views TTM as having positions at the higher end of the ranges for
the weak and significant business and financial risk categories,
respectively.

RATINGS LIST

TTM Technologies Inc.
Corporate Credit Rating            BB/Stable/--

New Rating

TTM Technologies Inc.
Senior Unsecured
$150 mil. notes due 2020            BB
  Recovery Rating                    4


UNITED AMERICAN: Incurs $343,000 Net Loss in Third Quarter
----------------------------------------------------------
United American Healthcare Corporation filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q disclosing a net loss of $343,000 on $1.82 million of
contract manufacturing revenue for the three months ended
Sept. 30, 2013, as compared with net income of $83,000 on $1.91
million of contract manufacturing revenue for the same period a
year ago.

As of Sept. 30, 2013, the Company had $15.38 million in total
assets, $12.68 million in total liabilities and $2.70 million in
total shareholders' equity.

"At September 30, 2013, the Company had (i) cash and cash
equivalents and short-term marketable securities of $0.3 million,
compared to $0.1 million at June 30, 2013 and net negative working
capital of $9.1 million, compared to net negative working capital
of $8.4 million at June 30, 2013.  As a result, the Company could
go into default on debt or other obligations that may come due
within the current fiscal year, including the Company's put
obligation, as described further in Note 13 to the Unaudited
Consolidated Financial Statements accompanying this report.  In
addition, the Company's subsidiary, Pulse Systems, LLC, may go
into default on its obligation to make redemption payments on its
preferred units, as described in Notes 7 the Unaudited
Consolidated Financial Statements accompanying this report.  The
Company's management and auditors have concluded that these
factors raise substantial doubt as to the Company's ability to
continue as a going concern," the Company said in the Quarterly
Report.

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

                        http://is.gd/PdE9jG

                      About United American

Chicago-based United American Healthcare, through its wholly owned
subsidiary Pulse Systems, LLC, provides contract manufacturing
services to the medical device industry, with a focus on precision
laser-cutting capabilities and the processing of thin-wall tubular
metal components, sub-assemblies and implants, primarily in the
cardiovascular market.

United American reported net income of $537,000 on $8.48 million
of contract manufacturing revenue for the year ended June 30,
2013, as compared with a net loss of $1.86 million on $6.83
million of contract manufacturing revenue for the year ended June
30, 2012.

Bravos & Associates, CPA's, in Bloomingdale, Illinois, issued a
"going concern" qualification on the consolidated financial
statements for the year ended June 30, 2013.  The independent
auditors noted that the Company had a working capital deficiency
of $8.4 million.  The Company's liabilities and working capital
raise substantial doubt about its ability to continue as a going
concern.


UNITEK GLOBAL: To Issue 2.9MM Common Shares under 2013 Plan
-----------------------------------------------------------
UniTek Global Services, Inc., registered with the U.S. Securities
and Exchange Commission 2,958,617 common shares issuable under the
Company's 2013 Omnibus Equity Compensation Plan.  A copy of the
Form S-8 prospectus is available for free at http://is.gd/IHIzOy

                   About UniTek Global Services

UniTek Global Services, Inc., based in Blue Bell, Pennsylvania,
provides fulfillment and infrastructure services to media and
telecommunication companies in the United States and Canada.

Unitek incurred a net loss of $77.73 million in 2012, as compared
with a net loss of $9.13 million in 2011.  The Company's balance
sheet at Sept. 28, 2013, showed $325.58 million in total assets,
$289.17 million in total liabilities and $36.41 million in total
stockholders' equity.

                         Bankruptcy Warning

As of Dec. 31, 2012, the Company's total indebtedness, including
capital lease obligations, was approximately $170 million.  This
amount has increased to approximately $210 million as of Aug. 9,
2013, including amounts borrowed to cash collateralize letters of
credit.  The Company's current debt also bears interest at rates
significantly higher than historical periods.  The Company said
its substantial indebtedness could have important consequences to
its stockholders.  It will require the Company to dedicate a
substantial portion of its cash flow from operations to payments
on its indebtedness, thereby reducing the availability of the
Company's cash flow to fund acquisitions, working capital, capital
expenditures and other general corporate purposes.

"An event of default under either of our credit facilities could
result in, among other things, the acceleration and demand for
payment of all the principal and interest due and the foreclosure
on the collateral.  As a result of such a default or action
against collateral, we could be forced to enter into bankruptcy
proceedings, which may result in a partial or complete loss of
your investment," the Company said in the 2012 annual report.

                           *     *     *

In the June 11, 2013, edition of the TCR, Moody's Investors
Service lowered UniTek Global Services, Inc.'s probability of
default and corporate family ratings to Ca-PD/LD and Ca,
respectively.  The Ca corporate family rating reflects UniTek's
missed interest payment on the term loan which is considered a
default under Moody's definition, the heightened possibility of
another default event, continued delays in the filing of restated
financials including the last two audits, management turnover, the
potential loss of the company's largest customer and other
business and legal risks stemming from issues at the company's
Pinnacle subsidiary.

As reported by the TCR on Oct. 17, 2013, Standard & Poor's Ratings
Services said it raised its corporate credit rating on Blue Bell,
Pa.-based UniTek Global Services Inc. to 'B-' from 'CCC'.  "The
ratings upgrade to 'B-' reflects our belief that the company
is no longer vulnerable and dependent on favorable developments to
meet its financial commitments over the next few years," said
Standard & Poor's credit analyst Michael Weinstein.


USEC INC: Reaches Agreement with Noteholders on Restructuring
-------------------------------------------------------------
USEC Inc. on Dec. 16 disclosed that it has reached an agreement
with a majority of the holders of its senior convertible notes on
the terms of a financial restructuring plan that will strengthen
the company's balance sheet, enhance its ability to sponsor the
American Centrifuge project and improve its long-term business
opportunities.  Under the terms of the agreement, the company will
replace approximately $530 million in convertible notes that are
scheduled to mature in October 2014 with new debt and equity.

"We are pleased to reach agreement with a significant number of
our noteholders on a plan to improve our capital structure and
enhance our ability to be a stronger sponsor of the American
Centrifuge project," said John K. Welch, USEC president and chief
executive officer.  "We have said for many months that we are
transitioning our business to focus on our core strengths, and
[Mon]day's announcement represents another important step in that
process."

Throughout the restructuring process, USEC expects to continue its
operations and to meet its obligations to its stakeholders,
including suppliers, partners, customers and employees.  The
company also anticipates the continuation of research, development
and demonstration activities for the American Centrifuge
technology, as well as the transition activities at the Paducah
Gaseous Diffusion Plant by United States Enrichment Corporation,
which is the primary operating subsidiary of USEC Inc.

Discussions continue with the Babcock & Wilcox Investment Company
(B&W) and Toshiba Corporation regarding agreement to restructure
their preferred convertible equity investment.  The noteholders
and USEC have made a proposal regarding restructuring the Toshiba
and B&W investment and the parties are in discussions on those
terms and documentation which must be completed prior to
implementing the financial restructuring plan.  As strategic
investors, Toshiba and B&W remain supportive on deployment of the
American Centrifuge Plant.

The agreement with the noteholders, which includes the
participation of financial institutions representing approximately
60 percent of the company's debt, calls for the company's $530
million debt to be replaced with a new debt issue totaling $200
million.  The new debt issue would mature in five years and
automatically extend an additional five years upon the occurrence
of certain events.  In addition, the restructuring plan
contemplates that the existing equity will be replaced with new
equity.  The noteholders would receive 79 percent of the new
equity as common stock.  The plan calls for Toshiba and B&W to
jointly obtain 16 percent of the new common stock, as well as $40
million in debt on the same terms as the noteholders, in exchange
for their existing preferred equity investment.  Existing
stockholders would receive 5 percent of the new common stock.  As
noted above, the detailed terms for restructuring Toshiba and
B&W's preferred equity investment are being negotiated.  Once
implemented, the new capital structure will increase USEC's
financial flexibility and support the company's continuing
sponsorship of the American Centrifuge project.

In order to implement the terms of the agreement, USEC Inc.
expects to file a prearranged and voluntary Chapter 11 petition
for relief in the United States Bankruptcy Court for the District
of Delaware in the first quarter of 2014.  It is anticipated that
none of the company's subsidiaries will be filing for relief.
United States Enrichment Corporation is anticipated to be a plan
proponent for a limited purpose, but will not be included in the
Chapter 11 filing.  Such a filing is not expected to have any
effect on on-going operations, suppliers, deliveries to customers
or the American Centrifuge research, development and demonstration
program.

USEC recently announced that its full production-scale cascade of
120 machines achieved 20 machine-years of operations at commercial
plant specifications.  During that performance run, USEC
successfully completed three important milestones set by the
Department of Energy (DOE) for the program.  DOE's ongoing support
for the project is a condition to implementing the company's
agreement with its noteholders.  The company is currently in
ongoing discussions with DOE officials regarding the American
Centrifuge project and the proposed restructuring.

Under terms of the agreement, the current USEC Board of Directors
would oversee the restructuring process until the effective date
of the plan when a new board would take its place.  The new
directors will all be U.S. citizens, except and to the extent that
mitigation measures acceptable to the Nuclear Regulatory
Commission and DOE are in place.  The Company expects B&W and
Toshiba to continue to have representation on the board of
directors.

USEC's legal advisor for the restructuring is Latham & Watkins
LLP, its financial advisor is Lazard, and its restructuring
advisor is AlixPartners LLP.  An ad hoc group of holders of USEC's
senior convertible notes was advised by Akin Gump Strauss Hauer &
Feld LLP and Houlihan Lokey.

                         About USEC Inc.

Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) --
http://www.usec.com/-- supplies enriched uranium fuel for
commercial nuclear power plants.

USEC disclosed a net loss of $1.20 billion in 2012 as compared
with a net loss of $491.1 million in 2011.  The Company's balance
sheet at Sept. 30, 2013, showed $1.70 billion in total assets,
$2.16 billion in total liabilities and a $462.1 million
stockholders' deficit.

PricewaterhouseCoopers LLP, in McLean, Virginia, 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 reported net losses and a stockholders'
deficit at Dec. 31, 2012, and is engaged with its advisors and
certain stakeholders on alternatives for a possible restructuring
of its balance sheet, which raise substantial doubt about its
ability to continue as a going concern.

                        Bankruptcy Warning

"A delisting of our common stock by the NYSE and the failure of
our common stock to be listed on another national exchange could
have significant adverse consequences.  A delisting would likely
have a negative effect on the price of our common stock and would
impair stockholders' ability to sell or purchase our common stock.
As of September 30, 2013, we had $530 million of convertible notes
outstanding.  Under the terms of our convertible notes, a
"fundamental change" is triggered if our shares of common stock
are not listed for trading on any of the NYSE, the American Stock
Exchange (now NYSE-MKT), the NASDAQ Global Market or the NASDAQ
Global Select Market, and the holders of the notes can require
USEC to repurchase the notes at par for cash.  We have no
assurance that we would be eligible for listing on an alternate
exchange in light of our market capitalization, stockholders'
deficit and net losses.  Our receipt of a NYSE continued listing
standards notification described above did not trigger a
fundamental change.  In the event a fundamental change under the
convertible notes is triggered, we do not have adequate cash to
repurchase the notes.  A failure by us to offer to repurchase the
notes or to repurchase the notes after the occurrence of a
fundamental change is an event of default under the indenture
governing the notes.  Accordingly, the exercise of remedies by
holders of our convertible notes or the trustee of the notes as a
result of a delisting would have a material adverse effect on our
liquidity and financial condition and could require us to file for
bankruptcy protection," the Company said in its quarterly report
for the period ended Sept. 30, 2013.


USEC INC: Moody's Lowers CFR & Sr. Unsecured Notes Rating to 'Ca'
-----------------------------------------------------------------
Moody's Investors Service lowered USEC's Corporate Family Rating
(CFR) to Ca from Caa1 and Probability of Default Rating to C-PD
from Caa1-PD. Moody's also downgraded the company's senior
unsecured ratings to Ca from Caa2. The downgrades were prompted by
the company's December 16, 2013 announcement that it has initiated
a debt restructuring plan and expects to file for relief under
Chapter 11 of the United States Bankruptcy Code in the first
quarter of 2014. The outlook is negative.

Moody's intends to withdraw all ratings following company's
Chapter 11 filing.

Ratings Rationale:

The downgrade follows announcement that USEC has initiated a debt
restructuring plan and intends to file for reorganization under
Chapter 11 of the Bankruptcy Code.

On December 16, 2013, the company announced that it reached
agreement with its noteholders, representing approximately 60
percent of the company's debt, to replace the company's existing
debt with new debt and equity. The plan calls for the company's
$530 million debt, maturing in October 2014, to be replaced with a
new debt issue totaling $200 million and maturing in five years or
longer. The noteholders would also receive common stock
representing 79% of the company's equity. The execution of the
plan is contingent on reaching agreement with the company's
preferred equity investors Babcock & Wilcox Investment Company
(B&W) and Toshiba Corporation, as well as the continued support of
the Department of Energy (DOE) for the American Centrifuge
project. In order to implement the terms of the agreement, USEC
expects to file a prearranged and voluntary Chapter 11 petition
for relief in the United States Bankruptcy Court for the District
of Delaware in the first quarter of 2014. It is anticipated that
none of the company's subsidiaries will be filing for relief.

Headquartered in Bethesda, Maryland, USEC is a leading global
supplier of low enriched uranium (LEU) to both domestic and
international utilities. Over the twelve months ended Sept. 30,
2013, USEC generated revenues of $1.4 billion.


USG CORP: To Redeem $325 Million of Convertible Senior Notes
------------------------------------------------------------
USG Corporation had issued a notice of redemption to redeem on
Dec. 16, 2013, $325 million in aggregate principal amount of the
Corporation's outstanding $400 million in aggregate principal
amount of 10 percent contingent convertible senior notes due 2018.
The Notes called for redemption could either be (1) redeemed at a
stated redemption price or (2) converted into shares of USG common
stock.

The holders of all $325 million in Notes called for redemption
have elected to convert their Notes into shares of USG's common
stock.  Accordingly, as of Dec. 12, 2013, the Corporation has
issued an additional 28,508,768 shares of its common stock in
connection with the conversion of the Notes.

                       About USG Corporation

Based in Chicago, Ill., USG Corporation -- http://www.usg.com/--
through its subsidiaries, manufactures and distributes building
materials producing a wide range of products for use in new
residential, new nonresidential and repair and remodel
construction, as well as products used in certain industrial
processes.

The company filed for Chapter 11 protection on June 25, 2001
(Bankr. Del. Case No. 01-02094).  When the Debtors filed for
protection from their creditors, they disclosed $3.252 billion in
assets and $2.739 billion in liabilities.  The Debtors emerged
from bankruptcy protection on June 20, 2006.

For the 12 months ended Dec. 31, 2012, the Company incurred a net
loss of $125 million on $3.22 billion of net sales, as compared
with a net loss of $390 million on $2.91 billion of net sales
during the prior year.  The Company's balance sheet at Sept. 30,
2013, showed $3.71 billion in total assets, $3.64 billion in total
liabilities and $72 million total stockholders' equity including
noncontrolling interest.

                            *     *     *

As reported by the TCR on Aug. 15, 2011, Standard & Poor's Ratings
Services lowered its corporate credit rating on USG Corp. to 'B'
from 'B+'.

"The downgrade reflects our expectation that USG's operating
results and cash flow are likely to be strained over the next year
due to the ongoing depressed level of housing starts and still-
weak commercial construction activity," said Standard & Poor's
credit analyst Thomas Nadramia.  "It is now more likely, in
our view, that any meaningful recovery in housing starts may be
deferred until late 2012 or into 2013.  As a result, the risk that
USG's liquidity in the next 12 to 24 months will continue to erode
(and be less than we incorporated into our prior ratings) has
increased.  The ratings previously incorporated a greater
improvement in housing starts, which would have enabled USG to
reduce its negative operating cash flow in 2012 and achieve
breakeven cash flow or better by 2013."

As reported by the TCR on Oct. 30, 2013, Moody's Investors Service
upgraded USG Corp.'s Corporate Family Rating to B3 from Caa1.  The
upgrade reflects better than anticipated overall 3Q13 operating
performance.

In the Sept. 10, 2013, edition of the TCR, Fitch Ratings has
upgraded the ratings of USG Corporation, including the company's
Issuer Default Rating (IDR) to 'B' from 'B-'.  The upgrade
reflects USG's improving profitability and credit metrics this
year and the expectation that this trend continues through at
least 2014.


VELTI PLC: GSO Is Winning Bidder for Mobile Marketing Business
--------------------------------------------------------------
Velti plc on Dec. 17 disclosed that the stalking horse bid
submitted by affiliates of GSO Capital Partners LP, the credit
division of Blackstone, will be the bid presented to the U.S.
Bankruptcy Court for approval of the sale of the Company's mobile
marketing business.  No other qualified bids were received.

The proposed transaction includes the sale of business lines
operated by Velti Inc. and Air2Web Inc. in the U.S., Air2Web
India, Velti DR Limited and Mobile Interactive Group, Ltd. in the
U.K., and Velti Netherlands B.V. in the Netherlands.  All
operations included in the proposed sale agreement are continuing
as normal throughout the sale process.

A hearing to approve the sale to the winning bidder is set for
December 20, 2013.  The proposed sale is expected to close
shortly.

                       About Velti Inc.

Velti Inc., a provider of technology for marketing on mobile
devices, sought Chapter 11 protection (Bankr. D. Del. Case No.
13-12878) on Nov. 4, 2013.

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.  Its
Air2Web Inc. unit, based in Atlanta, also sought creditor
protection.

The parent, Dublin, Ireland-based 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. didn't seek
protection and business there will continue as usual.

The Debtors are represented by attorneys Stuart M. Brown, Esq., at
DLA Piper LLP (US), in Wilmington, Delaware; and Richard A.
Chesley, Esq., Matthew M. Murphy, Esq., and Chun I. Jang, Esq., at
DLA Piper LLP (US), in Chicago, Illinois.  The Debtors have also
tapped Jefferies LLC as investment banker, Sitrick Brincko Group
LLC, as corporate communications consultants, and BMC Group, Inc.,
as claims and noticing agent.

U.S. Bank, National Association, as administrative agent for GSO
Credit-A Partners, LP, GSO Palmetto Opportunistic Investment
Partners LP and GSO Coastline Partners LP, extended $25 million of
postpetition financing to the Debtors.  The DIP Lenders, which are
also the Prepetition Lenders, are represented by Sandy Qusba,
Esq., and Hyang-Sook Lee, Esq., at Simpson Thacher & Bartlett LLP,
in New York.

An Official Committee of Unsecured Creditors has been appointed in
the Debtors' cases.  The Committee has tapped McGuireWoods LLP as
lead counsel and Morris, Nichols, Arsht & Tunnell LLP as Delaware
co-counsel.  Asgaard Capital LLC serves as financial advisor to
the Committee.  Capstone Advisory Group LLC serves as consultant.


VILLAGE AT KNAPP'S: Jan. 15 Hearing on Adequacy of Plan Outline
---------------------------------------------------------------
The Bankruptcy Court will convene a hearing on Jan. 15, 2014, at
2:00 p.m., to consider the adequacy of information in the
Disclosure Statement explaining The Village at Knapp's Crossing,
L.L.C.'s Chapter 11 Plan.  Objections, if any, are due Jan. 13.

As reported in the Troubled Company Reporter on Dec. 4, 2013,
the Debtor filed a plan of reorganization that proposes to repay
claims from funds generated by continued operations and the
possible sale of certain properties of the Debtor.

According to the explanatory disclosure statement dated Nov. 27,
2013, the Plan provides for these terms:

   -- Administrative expense (attorneys' fees at $150,000) and
priority claims ($20,000) will be paid in full either on the
effective date of the Plan, pursuant to agreement among the
claimant and the Debtor, from the sale of property, or during the
life of the Plan and no later than five years from the Effective
Date.

   -- Allowed secured claims (approximately $7,261,789) will be
paid in full over twenty years with an interest rate of 4.75%.

   -- Non-priority unsecured creditors (approximately $140,000)
will be paid 25% of their allowed claims, subject to verification
and reconciliation, if any, with half of the total payout to be
paid no later than two years from the Effective Date, with the
remaining half of the total payout to be paid no later than five
years from the Effective Date, which will amount to significantly
more than the non-priority Unsecured Creditors would receive if
the Chapter 11 case were converted to a Chapter 7 liquidation
bankruptcy case.

The Debtor proposes that Evergreen Properties of Michigan, Inc.,
will continue to manage the day-to-day operations of the Debtor
and the Properties, under the management of Steven D. Benner who
is a very sophisticated real estate developer.  Mr. Benner's S.D.
Benner, L.L.C. has a 100% ownership interest in the Debtor.

The Plan provides for the current leases that are in effect with
the Debtor's tenants to be assumed.

No bar date has been set in this case for the filing of proofs of
claim, including unsecured claims.  The Debtor reserves its right
to amend the schedules that were filed in the Chapter 11 case.

A copy of the Disclosure Statement is available for free at:

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

                     About Village at Knapp's

The Village at Knapp's Crossing, L.L.C., is in the business of
real estate development, leasing, and operations.  It owns a
number of properties in Grand Rapids and Grand Rapids Township,
Michigan.

Village at Knapp's filed for Chapter 11 (Bankr. W.D. Mich. Case
No. 13-06094) on July 25, 2013.  Judge Scott W. Dales handles the
case.  On the Petition Date, the Debtor estimated its assets and
debts at $10 million to $50 million.  The petition was signed by
Steven D. Benner, managing member on behalf of S.D. Benner, sole
member.

Tishkoff & Associates PLLC is the Debtor's bankruptcy counsel.
Robert Attmore, Esq., is the Debtor's special counsel.


VISUALANT INC: Unit Renews $1 Million Credit Facility with BFI
--------------------------------------------------------------
TransTech Systems, Inc.'s $1,000,000 secured credit facility with
BFI Business Finance secured credit facility with BFI Business
Finance was renewed for an additional six months, with a floor for
prime interest of 4.5 percent plus 2.5 percent.  TransTech
Systems, Visualant's wholly owned subsidiary, entered into the
Credit Facility on Dec. 9, 2008, to fund its operations.

The eligible borrowing is based on 80 percent of eligible trade
accounts receivable, not to exceed $1,000,000.  The secured credit
facility is collateralized by the assets of TransTech Systems,
with a guarantee by Visualant.

The Company's revolving credit facility requires a lockbox
arrangement, which provides for all receipts to be swept daily to
reduce borrowings outstanding under the credit facility.

                        About Visualant Inc.

Seattle, Wash.-based Visualant, Inc., was incorporated under the
laws of the State of Nevada on Oct. 8, 1998.  The Company
develops low-cost, high speed, light-based security and quality
control solutions for use in homeland security, anti-
counterfeiting, forgery/fraud prevention, brand protection and
process control applications.

Visualant incurred a net loss of $2.72 million for the year
ended Sept. 30, 2012, compared with a net loss of $2.39 million
for the same period during the prior year.  The Company's balance
sheet at June 30, 2013, showed $5.59 million in total assets,
$7.32 million in total liabilities, $46,609 in noncontrolling
interest and a $1.78 million total stockholders' deficit.

PMB Helin Donovan, LLP, in Nov. 10, 2012, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Sept. 30, 2012.  The independent auditors noted that
the Company has sustained a net loss from operations and has an
accumulated deficit since inception which raise substantial doubt
about the Company's ability to continue as a going concern.


WATERSTONE AT PANAMA: Has Until Jan. 6 to File Chapter 11 Plan
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nebraska extended
until Jan. 6, 2014, the time for Waterstone at Panama City
Apartments LLC to file a Chapter 11 Plan and Disclosure Statement.

The Debtor needs additional time to complete all of the
documentation necessary in relation to the settlement negotiations
with its major secured creditor, Lenox Mortgage, XVIII, LLC.

        About Waterstone at Panama City Apartments, LLC

Omaha, Nebraska-based Waterstone at Panama City Apartments, LLC,
is a single-asset real estate entity located in Panama City,
Florida, and owned by a non-profit corporation called Tapestry
Group, Inc., which is the sole member of Waterstone at Panama City
Apartments, LLC.

Waterstone at Panama City Apartments filed for Chapter 11
protection (Bankr. D. Neb. Case No. 13-80751) on April 9, 2013.
Bankruptcy Judge Timothy J. Mahoney presides over the case.
William L. Biggs, Jr., Esq., at Gross & Welch, P.C., L.L.O.,
represents the Debtor in its restructuring efforts.  The Debtor
disclosed $26,159,064 in assets and $26,120,989 in liabilities as
of the Chapter 11 filing.

The petition was signed by Edward E. Wilczewski, manager.  Mr.
Wilczewski is presently the interim president of Tapestry.


WATERSTONE AT PANAMA: Court Okays Deal on Use of Cash Collateral
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nebraska approved a
stipulation authorizing Waterstone at Panama City Apartments,
LLC's continued use of cash collateral.

On Oct. 16, 2013, the Debtor filed an emergency motion for
extension of the authority to use cash collateral.  After
discussion between the Debtor's counsel and the counsel for
secured creditor Lenox Mortgage XVIII, LLC, the parties reached an
agreement.

The stipulation between the Debtor and Lenox provides that
pursuant to the agreed order entered April 30, 2013, the parties
agree to the expiration date of cash collateral use until Jan. 15,
2014, at 5:00 p.m.

Additionally, the budget attached to the cash collateral order
does not provide for reimbursement of the Debtor's attorneys' cost
incurred in the Debtor's bankruptcy case, the parties agree that
the Debtor will be allowed to make one-time payments of $5,000 to
the Debtor's attorneys for costs associated with discovery
conducted.

         About Waterstone at Panama City Apartments, LLC

Omaha, Nebraska-based Waterstone at Panama City Apartments, LLC,
is a single-asset real estate entity located in Panama City,
Florida, and owned by a non-profit corporation called Tapestry
Group, Inc., which is the sole member of Waterstone at Panama City
Apartments, LLC.

Waterstone at Panama City Apartments filed for Chapter 11
protection (Bankr. D. Neb. Case No. 13-80751) on April 9, 2013.
Bankruptcy Judge Timothy J. Mahoney presides over the case.
William L. Biggs, Jr., Esq., and Frederick D. Stehlik, Esq., at
Gross & Welch P.C., L.L.O., represent the Debtor in its
restructuring efforts.  The Debtor disclosed $26,159,064 in assets
and $26,120,989 in liabilities as of the Chapter 11 filing.

The petition was signed by Edward E. Wilczewski, manager.  Mr.
Wilczewski is presently the interim president of Tapestry.


WEN-KEV MANAGEMENT: Meeting to Form Creditors' Panel Today
----------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting Wednesday, December 18, 2013, at
11:00 a.m. in the bankruptcy case of Wen-Kev Management, Inc., et
al.  The meeting will be held at:

         United States Trustee's Office
         One Newark Center, 1085 Raymond Blvd.
         14th Floor, Room 1401
         Newark, NJ 07102

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.


WORLD WIDE MINERALS: Starts Arbitration Proceedings v. Kazakhstan
-----------------------------------------------------------------
World Wide Minerals Ltd. on Dec. 16 reported that it, together
with its President and CEO, Paul A. Carroll, a citizen and
resident of Canada, has initiated arbitration proceedings against
the Republic of Kazakhstan under the 1989 Agreement between the
Government of Canada and the Government of the Union of Soviet
Socialist Republics for the Promotion and Reciprocal Protection of
Investments.

Based upon its multi-million dollar investment in 1996-1997 WWM
managed and operated one of the largest uranium-processing
facilities in the former Soviet state.  It entered into numerous
agreements with the Republic of Kazakhstan whereby the Government
promised its full cooperation in the venture, and WWM poured
millions of dollars of capital investment into the country to
repair and modernize the country's uranium processing facilities
and to finance uranium production and expansion.

Soon thereafter, however, the Republic of Kazakhstan breached its
contractual obligations to WWM and imposed upon it bureaucratic
restrictions aimed solely at frustrating the object and purpose of
those contracts -- ultimately leading to the suspension of
operations at WWM's facility, and the bankruptcy, confiscation,
and forced sale of its Kazakhstan assets by the State.  According
to Mr. Carroll the arbitral claim seeks to "hold Kazakhstan
accountable for its deliberate acts and omissions that deprived
WWM of its substantial investment in the country."

The claimants are being represented by lawyers in Jones Day's
Global Disputes practice in Washington, D.C. and London, England.
According to Baiju S. Vasani, a partner in Jones Day's London
office representing the claimants, "WWM was encouraged by the
Government of Kazakhstan to invest in the country's mineral
resources at a time when it desperately needed foreign investment
and know-how, and was subsequently deprived of its investment by
the State's unlawful acts.  This is precisely the sort of conduct
that the Republic of Kazakhstan pledged to avoid when it expressly
succeeded to the obligations under the Canada/USSR BIT."

Sir Franklin Berman KCMG QC of Essex Court Chambers, London
England, is the claimants' party-appointed arbitrator to a three-
member arbitral panel to decide this dispute.  The arbitral panel
under the UNCITRAL Arbitration Rules is expected to be fully
constituted early in 2014.

World Wide Minerals Ltd. is a Canadian natural resource developer.


YRC WORLDWIDE: Solus Alternative Hikes Equity Stake to 14.5%
------------------------------------------------------------
Solus Alternative Asset Management LP and its affiliates disclosed
in an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission that as of Dec. 12, 2013, they beneficially
owned 1,831,057 shares of common stock of YRC Worldwide Inc.
representing 14.56 percent of the shares outstanding.  Solus
Alternative previously reported beneficial ownership of
614,377 common shares or 5.32 percent equity stake as of Nov. 29,
2013.

The Reporting Persons acquired 189,608 shares of common stock
through open market purchases for an aggregate consideration of
approximately $1,875,431.  The Reporting Persons also acquired
$28,589,922 principal amount of the Company's 10 percent Series A
Convertible Senior Secured Notes and $12,819,310 principal amount
of the Issuer's 10 percent Series B Convertible Senior Secured
Notes for an aggregate consideration of approximately $42,856,128.
The Notes are currently convertible into an aggregate of 1,641,449
shares of Common Stock.

A copy of the regulatory filing is available at:

                        http://is.gd/uGr9As

                        About YRC Worldwide

Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that offers
its customers a wide range of transportation services.  These
services include global, national and regional transportation as
well as logistics.

After auditing the 2011 results, the Company's independent
auditors expressed substantial doubt about the Company's ability
to continue as a going concern.  KPMG LLP, in Kansas City,
Missouri, noted that the Company has experienced recurring net
losses from continuing operations and operating cash flow deficits
and forecasts that it will not be able to comply with certain debt
covenants through 2012.

For the year ended Dec. 31, 2012, the Company incurred a net loss
of $136.5 million on $4.85 billion of operating revenue, as
compared with a net loss of $354.4 million on $4.86 billion of
operating revenue during the prior year.  As of Sept. 30, 2013,
the Company had $2.13 billion in total assets, $2.79 billion in
total liabilities and a $665.8 million total shareholders'
deficit.

                           *     *     *

As reported by the TCR on Aug. 2, 2013, Moody's Investors Service
affirmed the rating of YRC Worldwide, Inc., corporate family
rating at Caa3.  The ratings outlook is has been changed to
positive from stable.

"The positive ratings outlook recognizes the important progress
that YRCW has made in restoring positive operating margins through
implementation of yield management initiatives, during a period of
stabilizing demand in the less than truckload ('LTL') segment,"
the report stated.

In August 2011, Standard & Poor's Ratings Services raised its
corporate credit rating on YRC Worldwide Inc. to 'CCC' from 'SD'
(selective default), after YRC completed a financial
restructuring.  Outlook is stable.

"The ratings on Overland Park, Kan.-based YRCW reflect its
participation in the competitive, capital-intensive, and cyclical
trucking industry," said Ms. Ogbara, "as well as its meaningful
off-balance-sheet contingent obligations related to multiemployer
pension plans." "YRCW's substantial market position in the less-
than-truckload (LTL) sector, which has fairly high barriers to
entry, partially offsets these risk factors. We categorize YRCW's
business profile as vulnerable, financial profile as highly
leveraged, and liquidity as less than adequate."


* Chapter 7 Lien-Stripping May Go to U.S. Supreme Court
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Bank of America NA is hoping the U.S. Supreme Court
will take a case to resolve a split among federal circuit courts
of appeal by ruling that a wholly unsecured subordinate mortgage
can't be "stripped off" by an individual in Chapter 7.

According to the report, the dispute goes back to a 1992 Supreme
Court case called Dewsnup v. Timm. The court ruled that a
partially secured first mortgage can't be reduced to the value of
the property. In 1993, the Supreme Court ruled in In re Nobelman
that an underwater mortgage can be stripped off in Chapter 13
cases in view of Section 1332 of the Bankruptcy Code.

Three years before the Dewsnup decision, the U.S. Court of Appeals
for the 11th Circuit in Atlanta had ruled in a case called
Folendore that a subordinate mortgage can be reduced to an
unsecured claim in Chapter 7 if the property was worth less than
the first mortgage.

When the issue of Chapter 7 strip-off came back to the 11th
Circuit last year in a case called McNeal, the appeals court ruled
that it was bound by Folendore because it wasn't explicitly
overruled by Dewsnup. Nonetheless, the McNeal court's decision
contained language suggesting that Folendore may no longer be good
law. The Atlanta court in McNeal noted that two other circuit
courts reached the opposite result on lien stripping in Chapter 7.

Bank of America lost in the 11th Circuit in a case called
Sinkfield on the question of whether strip-off is permitted in
Chapter 7. Last week, the bank filed papers asking the U.S.
Supreme Court to grant an appeal, saying there is a "square
circuit split" on a "frequently recurring question."

The bank cited three other circuit courts, all ruling that
subordinate mortgages can't be stripped off in Chapter 7.

Last year, U.S. District Judge Arthur D. Spatt in Brooklyn, New
York, ruled in a case called Wachovia Mortgage v. Smoot that a
"majority" of courts don't allow lien stripping of under-water
subordinate mortgages in Chapter 7.

Judge Spatt admitted that courts "almost uniformly" allow
subordinate lien stripping in Chapter 13.

The case is Bank of America NA v. Sinkfield, 13-700, U.S. Supreme
Court (Washington).


* New York's High Court Takes Case on Uncompleted Work
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the New York Court of Appeals, the state's highest
court, accepted a case referred from a federal appeals court to
decide whether profits from completing client matters belong to
trustees for law firms that go out of business.

According to the report, U.S. District Judge William H. Pauley III
ruled in September 2012 in the bankruptcy liquidation of Thelen
LLP that hourly fees earned on so-called unfinished business at a
new law firm don't belong to the defunct firm.

U.S. District Judge Colleen McMahon concluded the opposite in May
2012 in the liquidation of Coudert Brothers LLP, ruling that fees
earned on unfinished business belong to the liquidated firm.

Appeals were taken in both cases. Thelen's, the first to arrive in
the U.S. Court of Appeals in Manhattan, resulted in a preliminary
decision on Nov. 15. The court decided that the question, turning
on state law, should be answered by the New York Court of Appeals.

Last week, the state high court accepted the case and will decide
who owns profits on unfinished business.

On issues governed by state law, a federal court must determine
how the state's highest court would probably rule if there isn't
already a definitive answer available.

The federal appeals court said there was "scant New York
authority" in situations involving hourly fee matters, as opposed
to contingency work.

Once the state court decides who owns profits on hourly matters,
the case will return to the federal appeals court for a final
ruling.

The Thelen state case is In re Thelen LLP, 2013-00261, Court of
Appeals, State of New York (Albany).

The Thelen federal appeal is Geron v. Seyfarth Shaw LLP (In re
Thelen LLP), 12-04138, U.S. Court of Appeals for the Second
Circuit (Manhattan).

The Coudert appeal is Development Specialists Inc. v. DeFoestraets
(In re Coudert Brothers LLP), 12-4916, in the same court.

                        About Thelen LLP

Thelen LLP, formerly known as Thelen Reid Brown Raysman & Steiner
-- http://thelen.com/-- is a bi-coastal American law firm in
process of dissolution.  It was formed as a product between two
mergers between California and New York-based law firms, mostly
recently in 2006.  Its headcount peaked at roughly 600 attorneys
in 2006, and had 500 early in 2008, with offices in eight cities
in the United States, England and China.

In October 2008, Thelen's remaining partners voted to dissolve the
firm.  As reported by the Troubled Company Reporter on Sept. 22,
2009, Thelen LLP filed for Chapter 7 protection.  The filing was
expected due to the timing of a writ of attachment filed by one of
Thelen's landlords, entitling the landlord to $25 million of the
Company's assets.  The landlord won approval for that writ in June
2009, but Thelen could void the writ by filing for bankruptcy
within 90 days of that court ruling.  Thelen, according to AM Law
Daily, has repaid most of its debt to its lending banks.

                      About Coudert Brothers

Coudert Brothers LLP was an international law firm specializing in
complex cross-border transactions and dispute resolution.  The
firm had operations in Australia and China.  Coudert filed for
Chapter 11 protection (Bankr. S.D.N.Y. Case No. 06-12226) on
Sept. 22, 2006.  John E. Jureller, Jr., Esq., and Tracy L.
Klestadt, Esq., at Klestadt & Winters, LLP, represented the Debtor
in its restructuring efforts.  Brian F. Moore, Esq., and David J.
Adler, Esq., at McCarter & English, LLP, represented the Official
Committee of Unsecured Creditors.  Coudert scheduled total assets
of $30.0 million and total debts of $18.3 million as of the
Petition Date.  The Bankruptcy Court in August 2008 signed an
order confirming Coudert's chapter 11 plan.  The Plan contemplated
on paying 39% to unsecured creditors with $26 million in claims.

Coudert has been succeeded by Development Specialists, Inc. in its
capacity as Plan Administrator under the confirmed chapter 11
plan.


* Colorado Joins CFPB in Suing CashCall Short-Term Lender
---------------------------------------------------------
Andrew Harris and Carter Dougherty, writing for Bloomberg News,
reported that CashCall Inc., an Anaheim, California-based lender,
and its chief executive officer, J. Paul Reddam, were sued for
alleged abusive practices by the U.S. Consumer Financial
Protection Bureau and state of Colorado.

According to the report, CashCall, which on its website says it's
"one of the nation's premier lenders," collected money it had no
right to take from consumers, CFPB Director Richard Cordray said
in a statement announcing the complaint the agency filed in
federal court in Boston.

"The CFPB alleges that the defendants engaged in unfair,
deceptive, and abusive practices, including illegally debiting
consumer checking accounts for loans that were void," Cordray
said, the report related.

Minutes before Cordray's statement was released, Colorado Attorney
General John W. Suthers said CashCall, founded in 2003, is
illegally operating in that state by servicing and collecting on
"predatory" loans, the report further related.

Suthers's office provided a copy of a complaint that couldn't be
immediately confirmed in state court records, the report said.
The company and Reddam are named as defendants in both the federal
and state cases.

The U.S. case is Consumer Financial Protection Bureau v. CashCall
Inc., 13-cv-13167, U.S. District Court for Massachusetts (Boston).
The Colorado case is State of Colorado ex rel. Suthers v. CashCall
Inc., Denver County, Colorado, District Court (Denver).


* Regional Bank Says It Will Take a Charge Because of Volcker Rule
------------------------------------------------------------------
Matthew Goldstein, writing for The New York Times' DealBook,
reported that the Volcker Rule was approved just a week ago, but
it's already forcing some banks to come clean about owning the
kind of risky securities that the new regulation is intended to
prevent banks from investing in.

According to the report, a big regional lender, Zions
Bancorporation, said on Dec. 17 that it was taking a charge of
$387 million to rid itself of a sizable portfolio of trust-
preferred collateralized debt obligations and other C.D.O.'s. The
bank, based in Salt Lake City, said it was taking the fourth-
quarter, noncash charge and putting the portfolio up for sale
because it believed the securities would be considered "disallowed
investments" under the Volcker Rule.

The bank announced the move just days after federal regulators
approved a tougher version of the rule, which is the centerpiece
of the Dodd-Frank Act, passed in response to the financial crisis,
the report related. The rule, inspired by Paul A. Volcker, the
former Federal Reserve chairman, is intended to deter banks from
making risky bets with their own money, in hopes of avoiding the
need for future bailouts of the financial system.

Yet, the unexpected announcement by Zions, led by Harris H.
Simmons, is an indication that the impact of the Volcker Rule will
not just be felt at traditional Wall Street firms but at other
kinds of banks as well, the report pointed out.  The move by the
lender also reflects the kind of careful analysis other banks may
be undertaking as they try to understand the provisions of the 71-
page rule and its more than 800 pages of supplementary
information.

Banks have until July 21, 2015, to divest themselves of risky
assets under the rule, but can get an extension from the Federal
Reserve if necessary, the report noted.  The Volcker Rule,
however, also required banks to make an immediate adjustment for
the accounting treatment they used for the securities, which
slightly reduced Zions's ratio of common equity capital -- a
measurement of a bank's fiscal strength.


* SEC Calls for Stiff Penalties Against Tourre
----------------------------------------------
Michael J. De la Merced, writing for The New York Times' DealBook,
reported that four months after being found liable for defrauding
investors in a soured mortgage deal, Fabrice Tourre now faces a
stiff financial penalty for his actions.

According to the report, the Securities and Exchange Commission
disclosed on Dec. 16 that it is seeking $910,000 in fines against
Mr. Tourre, a former Goldman Sachs vice president whose defeat
handed the government its first big legal victory in a case
arising from the financial crisis.

The government is also seeking the forfeiture of $175,463 in ill-
gotten gains, along with $62,858.03 in interest, the report added.

Mr. Tourre, 34, faces a significant fine for his part in a failed
investment that has become one of the most enduring symbols of the
2008 financial crash, the report said.  He was found liable for
six of seven counts of civil fraud.

"Tourre's conduct helped cause more than one billion dollars in
losses. He was rewarded with the largest bonus he had ever
received," lawyers for the S.E.C. wrote in a court filing on Dec.
16, arguing in favor of the stiff penalty, the report cited.
"Severe misconduct must have consequences, particularly when the
consequent financial loss is of such great magnitude."


* Bingham Elects 10 Lawyers to Partnership
------------------------------------------
Bingham McCutchen has elected 10 lawyers into its partnership,
effective Jan. 1, 2014.

"Our clients are involved in complex, cross-border matters, and we
continue to build upon our platform providing high-quality legal
services worldwide," said Chairman and CEO Jay Zimmerman. "The
addition of these highly qualified lawyers to the partnership
further strengthens the firm's deep bench of talent."

The new partners include lawyers from Bingham's offices in Boston,
Hartford, Hong Kong, New York, San Francisco and Washington, D.C.
Their practices span the broad range of Bingham's services,
including investment management, structured transactions, private
equity and M&A, financial restructuring, commercial real estate
transactions, financial regulatory and litigation, corporate
finance, and antitrust litigation.

The newly elected partners, listed alphabetically by office, are:

Teresa Cella is a member of the Real Estate Group. Her practice
focuses on commercial real estate transactions, with emphasis on
acquisitions, dispositions, leasing and real estate secured
financing. She has represented clients in connection with
transactions involving office buildings, hotels, apartment
complexes, industrial and warehouse buildings, medical office
facilities, residential and commercial condominiums, and other
commercial projects. Cella is a 2003 graduate of Boston College
Law School and is resident in the Boston office.

Patrick Strawbridge is a member of the Financial Institutions
Regulatory, Enforcement and Litigation Group. His practice focuses
on complex litigation matters, with a particular emphasis on
securities litigation and arbitration, constitutional claims and
defenses, and appellate advocacy. As a former law clerk for three
different appellate courts, he offers an informed perspective for
clients facing regulatory investigations, trial court proceedings
or appeals. He previously served as a law clerk to Justice
Clarence Thomas on the U.S. Supreme Court. Strawbridge is a 2004
graduate of Creighton University School of Law and is resident in
the Boston office.

H. Scott Miller is a member of the Real Estate Group. His practice
focuses on all aspects of institutional real estate investments
including acquisitions, joint venture and other equity
participations, leasing, dispositions, and the entire lending
cycle, including loan originations, collateral agent dealings,
loan workouts and other modifications, intercreditor and servicer
negotiations, loan sales, and, when necessary, foreclosure and
bankruptcy. He is a 2002 graduate of Boston University School of
Law and School of Management and is resident in the Hartford
office.

Charles Rogers is a member of the Corporate Practice Group. He
advises on public and private cross-border corporate, debt and
equity investment, corporate finance, and restructuring
transactions. He has particular experience in public and private
debt and equity investment deals, M&A and joint ventures. Rogers
completed his legal practice course in 2002 at College of Law and
is resident in the Hong Kong office.

Akshay Belani is a member of the Financial Institutions
Regulatory, Enforcement and Litigation Group. His practice focuses
on derivatives and the application of derivatives in trading,
structured products and capital markets. He regularly represents
hedge funds, banks, institutional investors, broker-dealers and
multinational financial institutions in all aspects of their
futures, derivatives and commodities trading with a focus on
equity, credit, fixed income, foreign exchange and commodity
instruments. In addition, he has substantial experience in
futures, derivatives and commodities laws and regulations
affecting both buy- and sell-side market participants and has
participated in industry groups in the development of standardized
documentation in the OTC and cleared derivatives markets. He has
been a frequent speaker and writer on topics related to the new
global derivatives market structure (with an emphasis on Dodd-
Frank) and regularly advises clients on related issues. Belani is
a 2004 graduate of St. John's University School of Law and is
resident in the firm's New York office.

Harlyn Bohensky is a member of the Structured Transactions Group.
His practice focuses on the areas of structured finance and
securitization. He has advised clients on a broad array of
transactions, including mortgage and asset-backed securities
issuances, financings of mortgage loans and mortgage servicing
rights, securitizations of financial assets, acquisitions of
mortgage servicing rights, whole loan sales, collateralized debt
obligations and related matters. He is a 2000 graduate of Fordham
University School of Law and is resident in Bingham's New York
office.

Aaron Borden is a member of the Transactional Finance Group. He
advises banks, insurance companies, mezzanine funds and other
commercial lenders, as well as borrowers, in a variety of debt and
equity financing transactions. He has also been involved in
several complex financial restructurings, workouts and bankruptcy
matters. Borden is a 2004 graduate of the University of
California, Davis School of Law and is resident in the New York
office.

Sujal Shah is a member of the Antitrust and Trade Regulation
Group. His practice focuses on antitrust litigation and
counseling, commercial litigation, and appellate matters. He
focuses on complex antitrust matters, including class actions, and
has represented clients in cartel and monopolization cases. He
also has represented clients seeking merger approval before the
Department of Justice, and counsels clients on the antitrust
implications of joint venture agreements and vertical sales and
distribution agreements. He is a 2001 graduate of Yale Law School
and is resident in the San Francisco office.

Laura Flores is a member of the Investment Management Group. Her
practice focuses on investment company and investment adviser
regulatory and compliance-related issues. She regularly assists
clients with the formation and registration of investment advisers
and investment companies, including exchange-traded investment
companies. Flores is a 2004 graduate of Boston University School
of Law and is resident in the Washington, D.C., office.

Bryan Killian is a member of the Appellate Group. His practice
focuses on appeals and complex trial and regulatory issues. He has
worked on several high-profile appeals, including Fifth Circuit
appeals from the Deepwater Horizon oil spill, Ninth Circuit
appeals from mortgage-backed securities class actions, and
litigation in the D.C. Circuit challenging EPA's regulation of
stationary source greenhouse gas emissions under the Clean Air
Act. He also has briefed appeals on a range of tech-related
issues, such as the application of the Americans with Disabilities
Act to Internet websites and issues under the Computer Fraud and
Abuse Act. He previously served as a law clerk to Justice Antonin
Scalia on the U.S. Supreme Court. Killian is a 2005 graduate of
Harvard Law School and is resident in the Washington, D.C.,
office.

Offering a broad range of market-leading practices focused on
global companies, Bingham -- http://www.bingham.com/-- has 14
offices in the U.S., Europe and Asia.


* Huron's Anderson Named CTP of the Year by TMA Chicago/Midwest
---------------------------------------------------------------
Ray Anderson, CTP was named the 2013 Certified Turnaround
Professional of the Year by the Chicago Chapter of the Turnaround
Management Association. This award was announced and received at
the TMA Executive Speaker Forum on November 18 at which Timothy
Geithner, 75th Secretary of the Treasury (2009-2013), was the
keynote speaker.

Ray received this recognition for his work on the turnaround of
Bancroft Bag, Inc. for which the company won the TMA International
Mid-Size Turnaround of the Year Award.

The awards program recognizes organizational and individual
members for outstanding achievements in the corporate renewal
profession.

He may be reached at:

     Ray Anderson, CTP
     Director
     Huron Consulting Group
     550 W Van Buren St Fl 9
     Chicago, IL 60607-3827
     Tel: (312) 880-3172
     Fax: (312) 583-8701
     E-mail: rcanderson@huronconsultinggroup.com

Huron is a management consulting firm and not a CPA firm, and does
not provide attest services, audits, or other engagements in
accordance with standards established by the AICPA or auditing
standards promulgated by the Public Company Accounting Oversight
Board ("PCAOB"). Huron is not a law firm; it does not offer, and
is not authorized to provide, legal advice or counseling in any
jurisdiction.


* MoFo Steers ResCap to Successful Bankruptcy Exit
--------------------------------------------------
A Morrison & Foerster bankruptcy team scored a major win for
client Residential Capital when Judge Martin Glenn of U.S.
Bankruptcy Court for the Southern District of New York on Dec. 11
confirmed ResCap's chapter 11 plan. Morrison & Foerster is lead
bankruptcy counsel to ResCap, which was one of the largest real
estate mortgage origination and servicing companies in the world
(with more than $15 billion in assets and liabilities prior to its
bankruptcy filing), and its affiliates, in the largest chapter 11
case filed in 2012. The case represents the first time ever that a
regulated financial services was able to successfully continue
servicing and originating mortgages in bankruptcy and be sold as a
going concern.

The plan embodies a nearly universally supported global settlement
that resolves in excess of $100 billion in claims, and is expected
to go effective in December 2013. The extreme complexity of this
case and the significance of the debtor (both in size and profile)
have made ResCap's bankruptcy one of the most important and
tracked cases since the financial crisis began in 2008. Judge
Glenn called the proceeding "the most legally and factually
complex case" that he has presided over in his seven years on the
bench.

Lead counsel for ResCap is New York partner Gary Lee, chair of
Morrison & Foerster's firmwide Business Restructuring & Insolvency
Group and co-chair of the firm's Finance Department. In addition
to Mr. Lee, the MoFo team for the confirmation hearing included
New York partners Todd Goren, Charles Kerr, Alexander Lawrence,
Jamie Levitt, Lorenzo Marinuzzi, Norman Rosenbaum, James Tanenbaum
and Palo Alto partner Darryl Rains.

In addition to the successful confirmation hearing, some of
Morrison & Foester's other significant achievements on behalf of
ResCap include:

Morrison & Foerster successfully negotiated more than $1.6 billion
in new debtor-in-possession financing, and negotiated amendments
to the Barclays DIP financing agreement to allow the debtors to
consummate the whole loan sale in advance of the platform sale, if
necessary, and the AFI DIP and cash collateral order to revise the
termination provisions. The debtors also received bankruptcy court
approval of their key employee retention and incentive plans.
Morrison & Foerster secured Bankruptcy Court approval of the sale
of ReCap's mortgage loan servicing and origination platform
(effectively comprising the entirety of ResCap's operating
business) to Ocwen Loan Servicing, LLC, and the company's legacy
loan portfolio to Berkshire Hathaway Inc. The sales closed in
February 2013 and represent the first time a sustainable servicing
and origination platform has been sold in chapter 11. The debtors'
estates obtained more than $4.5 billion for the auctioned assets,
translating to approximately $1 billion of incremental value for
the debtors' estates over what the debtors would have received
through the respective stalking horse transactions. Between the
auction and the sale hearing, the firm was successful in resolving
more than 50 filed sale objections, including those filed by a
number of key governmental constituents, RMBS trustees and third-
party vendors. Morrison & Foerster gained bankruptcy court
approval in June of a plan support agreement entered into by
ResCap and the majority of its major creditors that includes a
$2.1 billion contribution to the debtors' estates from Ally
Financial Inc. The plan support agreement was a product of around-
the-clock negotiations under the mediation of New York federal
court Judge James Peck and embodies a multifaceted resolution
resolving inter-debtor, debtor-creditor, and inter-creditor
disputes into a single agreement, the complexity of which is
unprecedented. It allowed the debtors to begin the confirmation
process of a chapter 11 plan that is nearly universally supported,
a result that, at times, seemed nearly impossible.

                             ABOUT MOFO

We are Morrison & Foerster -- a global firm of exceptional
credentials.  Our clients include some of the largest financial
institutions, investment banks, Fortune 100, technology and life
science companies. We've been included on The American Lawyer's A-
List for 10 straight years, Chambers Global named MoFo its 2013
USA Law Firm of the Year, and Chambers USA named the firm both its
2013 Intellectual Property and Bankruptcy Firm of the Year. Our
lawyers are committed to achieving innovative and business-minded
results for our clients, while preserving the differences that
make us stronger.


* T&W Recognizes Huron as Outstanding Turnaround Firm for 2013
--------------------------------------------------------------
Huron Consulting Group, a leading provider of business consulting
services, today announced that the Company has been selected as
one of Turnarounds & Workouts Outstanding Turnaround Firms - 2013.

"This recognition is a testament to the great work that our
professionals are doing at client sites every day," said John
DiDonato -- jdidonato@huronconsultinggroup.com -- managing
director, Huron Consulting Group. "We are honored to be named an
Outstanding Turnaround Firm."

The Company received the recognition of its work with Revstone
Industries, LLC, ASG Software Solutions, New United Motor
Manufacturing, Inc., Fisker Automotive, Inc., United Medical
Center, Miller Auto Parts & Supply Company, Inc., The Robbins
Company, Alora Pharmaceuticals, LLC, TXL Holdings Corporation, and
Silver Airways.

Huron provides financial advisory, restructuring and turnaround,
interim management, valuation, forensic and litigation, and
operational improvement consulting services to companies in
transition, boards of directors and investors and lenders. The
Company also consistently ranks among the Top Crisis Management
Firms and has been selected as an Outstanding Turnaround Firm by
Turnarounds & Workouts every year for the past 10 years.

To view the full ranking visit: http://is.gd/AoRIJq

If you are interested in speaking with one of Huron's turnaround
and restructuring experts, please contact:

     Jennifer Frost Hennagir
     Tel: 312-880-3260
     E-mail: jfrost-hennagir@huronconsultinggroup.com

     Jenna Nichols
     Tel: 312-880-5693
     E-mail: jnichols@huronconsultinggroup.com


* Thompson Hine Elects New Bankruptcy & Restructuring Partners
--------------------------------------------------------------
Thompson Hine LLP has elected seven lawyers to the firm's
partnership effective January 1, 2014.  The new partners, located
in the firm's Atlanta, Cincinnati, Cleveland, Columbus, New York
and Washington, D.C. offices, represent a broad range of practice
areas including Business Litigation; Business Restructuring,
Creditors' Rights & Bankruptcy; Corporate Transactions &
Securities; International Trade & Customs; and Labor & Employment.

"Each of these lawyers has exceptional legal acumen and has
demonstrated our firm's commitment to client service excellence by
continually delivering high value to clients.  We welcome them to
our partnership and look forward to their assistance, as future
firm leaders, in shaping our initiatives for innovative service
delivery," said Deborah Z. Read, Thompson Hine's managing partner.

The new partners are:

Corby J. Baumann, a member of the Corporate Transactions &
Securities group in the New York office, counsels high-growth and
emerging companies in a broad range of industries, including
manufacturing, chemicals, technology, insurance, pharmaceuticals,
biotech and retail.  She provides guidance on mergers and
acquisitions, joint ventures, securities transactions, and private
equity and venture capital investments, and advises boards of
directors and special committees on corporate governance matters.
Baumann received her J.D., with high distinction, from The
University of Iowa College of Law in 2003 and her A.B., summa cum
laude, from Bowdoin College in 2000.

J. Christopher Fox, II, a member of the Business Litigation group
in the Atlanta office, represents clients in contractual and
commercial disputes, restrictive covenant and unfair competition
claims, the litigation of patent and trademark issues, and the
defense of personal injury allegations such as strict liability,
breach of warranty and failure to warn.  Mr. Fox is also a
registered mediator and arbitrator with the Georgia Commission on
Dispute Resolution.  He was selected by Georgia Super Lawyers(R)
magazine as a 2013 Rising Star.  Mr. Fox received his J.D. from
Vanderbilt University School of Law in 2005 and his B.A., summa
cum laude, from the University of Tennessee in 2002.

Staci M. Jenkins, a member of the Labor & Employment group in the
Cincinnati office, focuses her practice on employment-based
immigration and affirmative action compliance issues.  Her
immigration practice concentrates on health care organizations,
global companies and Fortune 500 companies, while her affirmative
action work is for federal contractors.  Ms. Jenkins serves as
Cincinnati office vice chair of the firm's women's initiative,
Spotlight on Women(R). In 2012, she was named a Rising Star by the
YWCA Academy of Career Women of Achievement. Jenkins received her
J.D. from the University of Cincinnati College of Law in 2005 and
her B.A. from Hanover College in 2002.

Scott B. Lepene, a member of the Business Restructuring,
Creditors' Rights & Bankruptcy group in the Cleveland office,
represents creditors, many of them secured, and debtors in Chapter
11 proceedings, out-of-court workouts and business reorganization
litigation.  He also represents businesses in a wide range of
industries, including financial services, banking, manufacturing,
automotive, restaurant and real estate.  In addition, he has
experience representing clients in connection with assignments for
the benefit of creditors.  He has been selected for repeated
inclusion in Ohio Super Lawyers(R) magazine as a Rising Star, most
recently in 2013.  Mr. Lepene received his J.D. from Vanderbilt
University School of Law in 2003 and his B.S., summa cum laude,
from Ohio University in 1997.

Brendan J. McCarthy, a member of the Corporate Transactions &
Securities group in the Cleveland office, counsels clients in
connection with mergers and acquisitions, private equity
transactions, commercial transactions, restructurings and
reorganizations, joint ventures, securities offerings and general
corporate matters.  He received his J.D., magna cum laude, from
Case Western Reserve University School of Law in 2004 and his
B.S., summa cum laude, from LeMoyne College in 2001.

Thomas Wyatt Palmer, a member of the Business Litigation group in
the Columbus office, advises on matters involving commercial
contract disputes, consumer finance litigation, oil and gas rights
and lease disputes, breach of fiduciary duty, director and officer
liability, trademark and copyright infringement, employer
intentional tort, CERCLA, construction contract disputes, real
property tax appeals, shareholder derivative actions, breach of
warranty and product defect, FDA regulations, product liability,
premises liability, real property tax appeals and pro bono
criminal defense.  Mr. Palmer received his J.D. from The Ohio
State University Michael E. Moritz College of Law in 2000 and his
B.A. from The Ohio State University in 1993.

David Michael Schwartz, a member of the International Trade &
Customs group in the Washington, D.C. office, advises clients on
the risks and opportunities presented by U.S. international trade
laws and regulations and international trade agreements.  He
focuses on antidumping, countervailing duty and safeguard
litigation; international trade policy; and cross-border
compliance issues.  Mr. Schwartz received his J.D. from Harvard
Law School in 1991, his M.A.L.D. from The Fletcher School of Law
and Diplomacy in 1987, and his B.A., with highest honors, from The
University of Texas at Austin in 1984.

                     About Thompson Hine LLP

Established in 1911, Thompson Hine is a business law firm
dedicated to providing superior client service.  The firm has been
recognized for more than ten consecutive years as one of the top
law firms in the country for client service excellence in The BTI
Client Service A-Team: Survey of Law Firm Client Service
Performance, and for seven years has ranked as one of the top 30
law firms in the United States for client service.  With offices
in Atlanta, Cincinnati, Cleveland, Columbus, Dayton, New York and
Washington, D.C., Thompson Hine serves premier businesses
worldwide.


* 4th Cir. Appoints Lena James as M.D.N.C. Bankruptcy Judge
-----------------------------------------------------------
The Fourth Circuit Court of Appeals appointed Bankruptcy Judge
Lena Mansori James to a fourteen-year term of office in the Middle
District of North Carolina, effective December 11, 2013 (vice,
Waldrep, resigned).

          Honorable Lena Mansori James
          United States Bankruptcy Court
          226 South Liberty Street
          Winston-Salem, NC 27101

          Main Chambers Line: 336-397-7870
          Fax Number: 336-397-7875

          Judicial Assistant
          Linda McKnight
          Telephone: 336-397-7873
                     336-358-4081

          Law Clerk Office (currently vacant): 336-397-7871
          Law Clerk Office (currently vacant): 336-397-7872

          Term expiration: December 10, 2027



                             *********

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 ***