TCR_Public/140222.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

            Saturday, February 22, 2014, Vol. 18, No. 52


                            Headlines

BETSEY JOHNSON: Net Loss Down to $107,614 in December
FLAT OUT: Incurs $11,136 Net Loss at January 1
INTERNATIONAL FOREIGN: Ends December with $6.98 Million Cash
OVERSEAS SHIPHOLDING: December Net Loss Increases to $55.49 Mil.
RAPID-AMERICAN CORP: Ends January with $5.48 Million Cash Balance

VELTI INC: Incurs $274,968 Net Loss in December


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BETSEY JOHNSON: Net Loss Down to $107,614 in December
-----------------------------------------------------
Betsey Johnson, LLC, on Feb. 10, 2014, filed its monthly operating
report for December 2013.

The Debtor reported a net loss of $107,614 on zero net sales in
December, a substantial decrease from the previous month's net
loss of $2.2 million.

At Dec. 31, 2013, the Debtor reported $635,303 in total assets,
$9.29 million in total liabilities, and a -($8.65 million) total
shareholders' deficit

At Dec. 1, the Debtor had $728,931 cash.  It had zero total inflow
and a total outflow of $283,121 for the month.  It paid $74,214 in
legal and professional fees.  Thus, at the end of December, the
Debtor had $445,809 cash.

A copy of the monthly operating report is available at:

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

                       About Betsey Johnson

New York-based women's fashion retailer Betsey Johnson LLC filed a
Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 12-11732)
on April 26, 2012, to effectuate a sale of its assets.

Formed as B.J. Vines by its namesake, iconic fashion designer
Betsey Johnson in 1978, the Debtor sells clothing, footwear,
handbags and a signature fragrance through 63 Betsey Johnson
retail stores and outlets in the U.S.  The Company, which has 400
employees, also sells its products in department and specialty
stores worldwide, including Macy's and Lord & Taylor, and online
at http://www.betseyjohnson.com/ Non-debtor subsidiaries operate
five stores in Canada and one store in England.

In 2010, Steven Madden Ltd. a footwear designer and marketer,
swapped US$27.4 million of secured debt for ownership of Betsey
Johnson's trademarks and intellectual property.  The deal
satisfied all outstanding debt under a US$50 million term loan
used to finance the business' acquisition by Castanea Partners.
At the same time, Castanea, the company's majority owner, made a
new capital investment of US$3 million as part of the deal with
Madden.

Betsey Johnson estimated assets and debts of US$10 million to
US$50 million as of the Chapter 11 filing.

Judge James Peck oversees the case.  The Debtor tapped the law
firm of Goulston & Storrs, as counsel; Togut, Segal & Segal, LLP,
as co-counsel; and Donlin Recano & Company as claims and notice
agent.  The petition was signed by Jonathan Friedman, chief
financial officer.

Hahn & Hessen LLP serves as the Official Committee of Unsecured
Creditors' counsel.

In May 2012, Betsey Johnson received court approval to begin
liquidation after the Debtor failed to attract going concern
bidders.  Liquidators Gordon Brothers Group Inc. and Hilco
Merchant Resources LLC offered the top bid for the right to run
the chain's going-out-of-business sales.  The bid will bring the
Debtor about $5.2 million immediately, and more money could
trickle in to pay off its debts if the liquidation effort brings
in more money than expected.

Hilco is represented by Chris L. Dickerson, Esq., at DLA Piper
LLP (US).  Counsel for Steven Madden, Ltd., is Neil Herman, Esq.,
at Morgan, Lewis & Bockius LLP.  Counsel for First Niagara
Commercial Finance, Inc., the DIP Lender, is James C. Fox, Esq.,
at Ruberto, Israel & Weiner.


FLAT OUT: Incurs $11,136 Net Loss at January 1
----------------------------------------------
Flat Out Crazy, LLC, on Feb. 8, 2014, filed its monthly operating
report for the period from November 28, 2013 to January 1, 2014.

Flat Out Crazy incurred a net loss of $11,136 on zero revenue for
the period.

At Jan. 1, 2014, the Debtor had $853,757 in total assets, $2.43
million in total liabilities, and a -($1.57 million) total
shareholders' deficit.

The Debtor had $289,814 cash at the beginning of the period.  It
reported $53,301 in total cash receipts and $4,137 in total cash
disbursemen.  At the end of the period, the Debtor reported
$338,978 cash.

A copy of the monthly operating report is available at:

          http://bankrupt.com/misc/FLATOUTnov-janmor.pdf

                       About Flat Out Crazy

Flat Out Crazy LLC and its affiliates operate two Asian-inspired
restaurant chains that began in Chicago.  Flat Top Grill, which
currently has 15 locations, is a full-service fast-casual create-
your-own stir-fry concept.  Stir Crazy Fresh Asian Grill, which
has 11 locations, is a full-service casual Asian restaurant
offering the flavors of Chinese, Japanese, Thai and Vietnamese
food.  The Debtors have 1,200 employees.

Flat Out Crazy and 13 affiliates sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 13-22094) in White Plains, New York
on Jan. 25, 2013.  The Debtors have tapped Squire Sanders (US) LLP
as counsel; Kurtzman Carson Consultants, LLC, as claims, noticing
and administrative agent; William H. Henrich and Mark Samson from
Getzler Henrich as their co-chief restructuring officers; and J.H.
Chapman Group, L.L.C, as their investment bankers.

The Debtor disclosed $24,339,542 in assets and $15,899,166 in
liabilities as of the Chapter 11 filing.

An official committee of unsecured creditors has been appointed in
the Debtors' cases.  The Committee tapped to retain Kelley Drye &
Warren LLP as its counsel and CBIZ Accounting, Tax and Advisory of
New York, LLC as financial advisor.

Tracy Hope Davis, the U.S. Trustee for Region 2, appointed Alan
Chapell, as the consumer privacy ombudsman in the Debtors' cases.


INTERNATIONAL FOREIGN: Ends December with $6.98 Million Cash
------------------------------------------------------------
International Foreign Exchange Concepts Holdings, Inc., et al., on
Jan. 17, 2014, filed their monthly operating report for December
2013.

At the beginning of the month, the Debtors had $6.98 million.
They reported total cash inflows of $7.32 million and a total cash
outflow of $774,083.  Thus, at Dec. 31, the Debtors posted $6.98
million cash.

The Debtors' monthly operating report did not contain an income
statement and balance sheet.

A copy of the monthly operating report is available at:

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

               About International Foreign Exchange

International Foreign Exchange Concepts Holdings, Inc., and
International Foreign Exchange Concepts, L.P., sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No.
13-13380) on Oct. 17, 2013.

Judge Robert Gerber oversees the case.  Counsel to the Debtors is
Henry P. Baer, Jr., Esq., at Finn Dixon & Herling LLP, in
Stamford, Connecticut.  The Debtors' restructuring advisors is CDG
Group.  DiConza Traurig LLP serves as conflicts counsel.  The
Debtors' special counsel is Withers Bergman LLP.  The Debtors'
notice, claims, solicitation and balloting agent is Logan &
Company, Inc.

Counsel to AMF-FXC Finance LLC, the DIP lender, is Michael L.
Cook, Esq., and Christopher Harrison, Esq., at Schulte Roth &
Zabel LLP, in New York.

International Foreign Exchange Concepts Holdings Inc., the parent
of investment adviser FX Concepts LLC, sold assets for
$7.48 million to Ruby Commodities Inc., at an auction held
Nov. 25, 2013.  The sale was an old-fashioned auction with the
assets first offered in six lots and then in bulk.  The piecemeal
auction fetched combined bids of $3.38 million.  When the assets
were offered in bulk, Ruby came out on top with an offer of $7.48
million, which the bankruptcy court in New York approved Nov.
26.serves as consultant.


OVERSEAS SHIPHOLDING: December Net Loss Increases to $55.49 Mil.
----------------------------------------------------------------
Overseas Shipholding Group, Inc., et al., filed their monthly
operating report with the U.S. Securities and Exchange Commission
for December 2013.

The Debtors' consolidated statement of operations showed a net
loss of $55.49 million on net revenue of $98.40 million, a more
than five-fold increase from the previous month's net loss of
$9.93 million.

At December 31, the Debtors had total assets of $4.02 billion,
total liabilities of $3.69 billion, and total shareholders' equity
of $323.38 million.

The Debtors had $582.85 million to start the month.  They reported
total receipts of $101.66 million and total cash disbursements of
$82.59 million.  The Debtors spent $4.51 million in total
professional fees and expenses.  Thus, at the end of the month,
the Debtors had $601.92 million cash.

A copy of the monthly operating report is available at the SEC at:

                          http://is.gd/n3puNt

                      About Overseas Shipholding

Overseas Shipholding Group, Inc., headquartered in New York, is
one of the largest publicly traded tanker companies in the world,
engaged primarily in the ocean transportation of crude oil and
petroleum products.  OSG owns or operates 111 vessels that
transport oil and petroleum products throughout the world.

Overseas Shipholding Group and 180 affiliates filed voluntary
Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on
Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67
billion in liabilities.  Greylock Partners LLC Chief Executive
John Ray serves as chief reorganization officer.  James L.
Bromley, Esq., and Luke A. Barefoot, Esq., at Cleary Gottlieb
Steen & Hamilton LLP serve as OSG's Chapter 11 counsel.  Derek C.
Abbott, Esq., Daniel B. Butz, Esq., and William M. Alleman, Jr.,
at Morris, Nichols, Arsht & Tunnell LLP, serve as local counsel.
Chilmark Partners LLC serves as financial adviser.  Kurtzman
Carson Consultants LLC is the claims and notice agent.

The Export-Import Bank of China, owed $312 million used for the
construction of five tankers, is represented by Louis R. Strubeck,
Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski
LLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at
Fulbright & Jaworski in New York; and John Knight, Esq., and
Christopher Samis, Esq., at Richards Layton & Finger PA.  Chilmark
Partners, LLC serves as financial and restructuring advisor.

Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve
as co-counsel to the official committee of unsecured creditors.
FTI Consulting, Inc., is the financial advisor and Houlihan Lokey
Capital, Inc., is the investment banker.


RAPID-AMERICAN CORP: Ends January with $5.48 Million Cash Balance
-----------------------------------------------------------------
Rapid-American Corporation, on Feb. 18,2014, filed its monthly
operating report for January 2014.

At the beginning of the month, the Debtor had $5.55 million cash.
Rapid-American had a total income of $189 and total expenses of
$78,686.  It also paid $60,693 in professional fees.  Thus, at
month end, it reported $5.48 million cash.

The Debtor's monthly operating report does not contain information
on its statement of operations and balance sheet.

A copy of the monthly operating report is available at:

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

                    About Rapid-American Corp.

Rapid-American Corp. filed for Chapter 11 bankruptcy protection in
Manhattan (Bankr. S.D.N.Y. Case No. 13-10687) on March 8, 2013, to
deal with debt related to asbestos personal-injury claims.

New York-based Rapid-American was formerly a holding company with
subsidiaries primarily engaged in retail sales and consumer
products and was never engaged in an asbestos business of any
kind.  Through a series of merger transactions going back more
than 45 years, Rapid has nevertheless incurred successor liability
for personal injury claims arising from plaintiffs' exposure to
asbestos-containing products sold by The Philip Carey
Manufacturing Company -- Old Carey -- as that entity existed prior
to June 1, 1967.

Attorneys at Reed Smith LLP serve as counsel to the Debtor.

The Debtor disclosed assets in excess of $4,446,261 and unknown
liabilities.

The Official Committee of Unsecured Creditors retained Caplin &
Drysdale, Chartered, as counsel.

Young Conaway Stargatt & Taylor, LLP represents Lawrence
Fitzpatrick, the Future Claimants' Representative, as counsel.


VELTI INC: Incurs $274,968 Net Loss in December
-----------------------------------------------
Velti, Inc., et al., on Jan. 31, 2014, filed their monthly
operating report for December 2013.

The Debtors incurred a net loss of $274,968 on $357,896 gross
revenue for the month.

At Dec. 31, 2013, they had $57.39 million in total assets, $124.72
million in total liabilities, and a -($67.33 million) total
shareholders' deficit.

At Dec. 1, the Debtors reported $83,994 in cash. They had total
cash receipts of $1.99 million and total cash disbursements of
$2.09 million.  Thus, at month end, the Debtors had a negative
cash balance of $17,041.

A copy of the monthly operating report is available at:

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

                          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.


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then-ending.

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Troubled Company Reporter is a daily newsletter co-published
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