TCR_Public/140728.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Monday, July 28, 2014, Vol. 18, No. 208

                            Headlines

1494-1496 CIA: Case Summary & 2 Unsecured Creditors
ADELPHIA COMMUNICATIONS: ART Seeks to Extend Term to 2016
ADVANCED MICRO DEVICES: Incurs $36-Mil. Net Loss in 2nd Quarter
ALION SCIENCE: Amends Comprehensive Refinancing Agreement
ALPHA NATURAL: Bank Debt Trades at 4% Off

AMERICAN AIRLINES: Reports $864MM Net Profit in 2nd Quarter
AMERICAN AIRLINES: Capital Deployment Plan No Impact on B1 CFR
AMERICAN APPAREL: Committee Adopts 2014 Severance Plan
ASPECT SOFTWARE: Moody's Affirms B3 CFR & Changes Outlook to Neg.
ASPEN GROUP: Chairman Extends Due Dates of Outstanding Notes

ATLANTIC CITY, NJ: Moody's Cuts General Obligation Rating to Ba1
AXION INTERNATIONAL: Amends Tender Offer Statement with SEC
B/E AEROSPACE: EMTEQ/Fisher Deals No Impact on Moody's Ba1 CFR
BANK OF THE CAROLINAS: Completes $45.8 Million Private Placement
BANK OF THE CAROLINAS: EJF Capital Reports 9.8% Equity Stake

BANK OF THE CAROLINAS: Ithan Creek Reports 9.6% Equity Stake
BANK OF THE CAROLINAS: BSOF Master Holds 6.5% Equity Stake
BERNARD L. MADOFF: Trustee Spars With ERISA Investors Over Claims
BON-TON STORES: Amends Employment Agreement with CEO
BON-TON STORES: Gabelli Funds Holds 8.4% Equity Stake

BUILDERS FIRSTSOURCE: Reports $10.6 Million Net Income in Q2
CAPSUGEL S.A.: Moody's Affirms 'B2' Corporate Family Rating
CARDTRONICS INC: Moody's Keeps B2 CFR Over Welch ATM Acquisition
CASH STORE: Applies for Administration in the United Kingdom
CUBIC ENERGY: Hires BDO USA as New Accountants

CENTAUR ACQUISITION: Moody's Hikes Corporate Family Rating to B2
CENTRAL CENTER: Case Summary & 3 Unsecured Creditors
CLEAR CHANNEL: Incurs $187 Million Net Loss in Second Quarter
CLEARWATER PAPER: Moody's Rates New $300MM Unsecured Notes 'Ba2'
CYCLONE POWER: Inks Separation Agreement with Unit

DETROIT, MI: Judge Trims Disputes for August Bankruptcy Trial
DETROIT, MI: Institute of Arts Secures $26.8MM for Bargain
DOMINIC A. GORNIAK: FirstMerit Bank Has Green Light to Foreclose
DUTCH GOLD: Inks License Agreement with Abba Medix
EASTSIDE COMMERCIAL: Community & Southern Assumes All Deposits

ELBIT IMAGING: Closes Settlement Agreement with Bank of Leumi
ENERGY FUTURE: Wants Plan Filing Date Extended Until 2015
ENERGY FUTURE: To Pursue Alternatives; Cancels Plan Support Deal
ENERGY FUTURE: Separate 401(k) Plan for Oncor Workers Approved
ENERGY FUTURE: Indenture Trustee Wants EFC Creditors' Committee

ESSAR STEEL: Donlin Recano to Provide Noticing & Website Services
FIRST DATA: Inks Repricing Amendment to 2007 Credit Agreement
FLORIDA GAMING: Liquidation Plan Confirmed by Judge
FOOT LOCKER: Moody's Raises Corporate Family Rating to Ba1
GETTY IMAGES: Bank Debt Trades at 4% Off

GLACIAL ENERGY: Bankruptcy Stays "Motylinski" Lawsuit
GLOBAL GEOPHYSICAL: Autoseis Inc. Has Until Sept. 24 to File Plan
GLOBAL GEOPHYSICAL: May Obtain Up to $5MM in Performance Bonds
GLOBAL GEOPHYSICAL: Hilco Industrial Approved as Sales Agent
GLOBAL GEOPHYSICAL: UHY LLP Approved as Independent Auditor

GREEN EARTH: Paul Andrecola Reports 39% Equity Stake
GREEN MOUNTAIN: Case Summary & 20 Largest Unsecured Creditors
GREENCHOICE BANK: FDIC Is Receiver; Providence Assumes Deposits
GUIDED THERAPEUTICS: Granted Additional Key Patent for LuViva
H&M OIL: Dallas Judge Rules in Suit Against Former Manager

HARLAND CLARKE: Debt Financed Dividend No Impact on Moody's CFR
HERCULES OFFSHORE: Posts $6.6-Mil. Net income in Second Quarter
HYDROCARB ENERGY: Three Directors Resigned
INTERLEUKIN GENETICS: 2 Directors Elected at Annual Meeting
KEMET CORP: Incurs $3.5 Million Net Loss in Second Quarter

KEY SAFETY: Moody's Rates Upsized $525MM 1st Lien Loan 'Ba2'
KID BRANDS: Committee Opposes DIP Loan From Salus
LEO MOTORS: Appoints Jeong Youl Choi as Chief Financial Officer
LEO MOTORS: Asher Enterprises Holds 5% Equity Stake
LPATH INC: Reports Interim Data From Phase 2a ASONEP Study

MCCLATHCY CO: Posts $91.6 Million Net Income in Second Quarter
MICRON TECHNOLOGY: Moody's Rates New Senior Unsecured Notes 'Ba3'
MINT LEASING: Sells $158,500 Convertible Note to KBM Worldwide
MOMENTIVE SPECIALTY: 2014 Annual Incentive Plan Okayed
MOTORS LIQUIDATION: GUC Trust Report for June 30 Quarter Filed

NATIONAL FINANCIAL: Moody's Keeps B3 CFR Over Increased Term Loan
NAVISTAR INTERNATIONAL: Appoints SVP and Corporate Controller
NAVISTAR INTERNATIONAL: Amends ABL Credit Agreement with BofA
NEWLEAD HOLDINGS: Voluntarily Delists Common Shares from NASDAQ
NORTEL NETWORKS: U.S. Bondholders Agree to $1B Bond Interest Cap

OVERLAND STORAGE: To Offer 1.4MM Shares Under Incentive Plan
OVERLAND STORAGE: Files Financial Statements of Tandberg
OVERSEAS PAN-KOREAN: Voluntary Chapter 11 Case Summary
PASCO COUNTY, FL: Moody's Puts Ba3 Bonds Rating on Review
PEABODY ENERGY: Moody's Lowers Corporate Family Rating to 'Ba3'

PENINSULA HOSPITAL: Second Amended Motion to Hire BDO USA Approved
PLUG POWER: Two Directors Elected at Annual Meeting
PRECISION OPTICS: MHW Partners Holds 5.6% Equity Stake
PREFERRED SANDS: K.K.R. Provides Financing
QBS HOLDING: Moody's Assigns 'B2' Corporate Family Rating

QUANTUM CORP: Incurs $4.3 Million Net Loss in Fiscal 1st Quarter
RADIO DESIGN: Case Summary & 20 Largest Unsecured Creditors
RADIOSHACK CORP: Fails to Comply with NYSE's $1 Bid Price Rule
REGENT PURCHASER: Moody's Rates $130MM 2nd Lien Term Loan 'Caa1'
REMEDENT INC: Vandelanotte Raises Going Concern Doubt

RICEBRAN TECHNOLOGIES: Baruch Halpern Holds 9.2% Equity Stake
RICEBRAN TECHNOLOGIES: Shoshana Halpern Reports 7.8% Stake
SINCLAIR BROADCAST: Roystone Capital Holds 5.3% of Class A Shares
SJC INC: Meeting to Form Creditors' Panel Set for July 31
TEM ENTERPRISES: Hires McDonald Carano as Bankruptcy Counsel

TRAVELPORT LIMITED: Unit to Sell 34 Million Shares of Orbitz
TRULAND GROUP: Shuts Down, Will Liquidate in Bankruptcy
UNITED AIRLINES: Moody's Rates $500MM Incremental Loan 'Ba2'
UNI-PIXEL INC: To Hold Call on 2nd Quarter Results Aug. 7
USG CORP: Posts $57 Million Net Income in Second Quarter

USG CORP: Gates Capital Reports 5.1% Equity Stake
USG CORP: Reclassifies Board of Directors
VERIS GOLD: U.S. Court Recognizes Canadian Restructuring
VERSO PAPER: Amends Subordinated Debt Exchange Offer
VERITEQ CORP: Enters Into Consulting and Marketing Agreements

VIGGLE INC: Study Finds Viggle Improves TV Ad Effectiveness
WALTER ENERGY: D. Cartwright No Longer Heads Canadian Operations
WARNER MUSIC: 2010 International Agreement Assigned to WMIS
WILLIAM C. INC: Case Summary & Unsecured Creditor
YOUR EVENT: Incurs $433K Net Loss for May 31 Quarter

ZOGENIX INC: Amends Annual Incentive Plan for CEO and President

* BofA, Justice Dept. Remain Far Apart on Mortgage Pact

* Argentine Creditors Seek Names to Stop Deal-Killer Clause
* Argentine Default Drama Nears Critical Stage
* UK High Court Rules 'Secret Fees' Go to Wronged Investor

* Akerman Adds Three New Partners to Chicago Office
* FTI Consulting Bags Eight Global M&A Turnaround Atlas Awards
* Jeff Nerland Joins SierraConstellation as Senior Director
* Legal 500 Recognizes Mintz Levin's Bankruptcy Practice

* BOND PRICING: For Week From July 21 to July 25, 2014


                             *********


1494-1496 CIA: Case Summary & 2 Unsecured Creditors
---------------------------------------------------
Debtor: 1494-1496 CIA, LLC
        4078 Bedford Ave
        Brooklyn, NY 11229

Case No.: 14-43767

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: July 24, 2014

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

Judge: Hon. Nancy Hershey Lord

Debtor's Counsel: Joel Alan Gaffney, Esq.
                  LAW OFFICE OF GREGORY MESSER, PLLC
                  26 Court Street, Suite 2400
                  Brooklyn, NY 11242
                  Tel: 718-858-1474
                  Fax: 718-797-5360
                  Email: joel.alan.gaffney@gmail.com

                     - and -

                  Gregory M. Messer, Esq.
                  LAW OFFICE OF GREGORY MESSER, PLLC
                  26 Court Street, Suite 2400
                  Brooklyn, NY 11242
                  Tel: (718) 858-1474
                  Fax: (718) 797-5360
                  Email: gremesser@aol.com

Total Assets: $2.13 million

Total Liabilities: $1.6 million

The petition was signed by Zina Yevdeyev, member.

A list of the Debtor's two largest unsecured creditors is
available for free at http://bankrupt.com/misc/nyeb14-43767.pdf


ADELPHIA COMMUNICATIONS: ART Seeks to Extend Term to 2016
---------------------------------------------------------
The Adelphia Recovery Trust on July 24 disclosed that it has filed
a motion with the United States Bankruptcy Court for the Southern
District of New York seeking approval to extend the term of the
ART through December 31, 2016.   As set forth in greater detail in
the ART's motion, Adelphia's plan of reorganization established an
initial termination date of February 14, 2012 for the ART, subject
to the Trustee's right to extend the term with the Bankruptcy
Court's approval.  The termination date was extended to December
31, 2014 with the Bankruptcy Court's approval.   Although the
Trust has resolved several causes of action and distributed $275
million to date to interest holders, the FPL cause of action has
not been and is not likely to be resolved by December 31, 2014,
when the ART's term expires.   An extension will provide
additional time to resolve the FPL cause of action and permit an
orderly termination of the ART.

The ART's motion is available in the "Important Documents-Adelphia
Recovery Trust" section of Adelphia's Web site at
http://www.adelphiarestructuring.com/

Holders may direct questions to creditor.inquiries@adelphia.com

                   About Adelphia Recovery Trust

Adelphia Recovery Trust is a Delaware Statutory Trust that was
formed pursuant to the First Modified Fifth Amended Joint Chapter
11 Plan of Reorganization of Adelphia Communications Corporation
and Certain Affiliated Debtors, which became effective
February 13, 2007.  The ART holds certain litigation claims
transferred pursuant to the Plan against various third parties and
exists to prosecute the causes of action transferred to it for the
benefit of holders of ART interests.

                 About Adelphia Communications

Based in Coudersport, Pennsylvania, Adelphia Communications
Corporation was once the fifth-biggest cable company.  Adelphia
served customers in 30 states and Puerto Rico, and offered analog
and digital video services, Internet access and other advanced
services over its broadband networks.

Adelphia collapsed in 2002 after disclosing that founder John
Rigas and his family owed $2.3 billion in off-balance-sheet debt
on bank loans taken jointly with the company.  Mr. Rigas was
sentenced to 12 years in prison, while son Timothy 15 years.

Adelphia Communications and its more than 200 affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 02-41729) on
June 25, 2002.  Willkie Farr & Gallagher represented the Debtors
in their restructuring effort.  PricewaterhouseCoopers served as
the Debtors' financial advisor.  Kasowitz, Benson, Torres &
Friedman LLP and Klee, Tuchin, Bogdanoff & Stern LLP represented
the Official Committee of Unsecured Creditors.

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas-Managed Entities, were
entities that were previously held or controlled by members of the
Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision LLC.  The RME Debtors filed for Chapter 11 protection
(Bankr. S.D.N.Y. Case Nos. 06-10622 through 06-10642) on March 31,
2006.  Their cases were jointly administered under Adelphia
Communications and its debtor-affiliates' Chapter 11 cases.

The Bankruptcy Court confirmed the Debtors' Joint Chapter 11 Plan
of Reorganization on Jan. 5, 2007.  That plan became effective on
Feb. 13, 2007.

The Adelphia Recovery Trust, a Delaware Statutory Trust, was
formed pursuant to the Plan.  The Trust holds certain litigation
claims transferred pursuant to the Plan against various third
parties and exists to prosecute the causes of action transferred
to it for the benefit of holders of Trust interests.  Lawyers at
Kasowitz, Benson, Torres & Friedman, LLP (NYC), represent the
Adelphia Recovery Trust.


ADVANCED MICRO DEVICES: Incurs $36-Mil. Net Loss in 2nd Quarter
---------------------------------------------------------------
Advanced Micro Devices, Inc., reported a net loss of $36 million
on $1.44 billion of net revenue for the three months ended
June 28, 2014, as compared with a net loss of $74 million on $1.16
billion of net revenue for the three months ended June 29, 2013.

For the six months ended June 28, 2014, the Company reported a net
loss of $56 million on $2.83 billion of net revenue as compared
with a net loss of $220 million on $2.24 billion of net revenue
for the six months ended June 29, 2013.

As of June 28, 2014, the Company had $4.24 billion in total
assets, $3.74 billion in total liabilities and $501 million in
total stockholders' equity.

"The second quarter capped off a solid first half of the year for
AMD with strong revenue growth and improved financial
performance," said Rory Read, AMD president and CEO.  "Our
transformation strategy is on track and we expect to deliver full
year non-GAAP profitability and year-over-year revenue growth.  We
continue to strengthen our business model and shape AMD into a
more agile company offering differentiated solutions for a diverse
set of markets."

                    About Advanced Micro Devices

Sunnyvale, California-based Advanced Micro Devices, Inc., is a
global semiconductor company.  The Company's products include x86
microprocessors and graphics.

Advanced Micro incurred a net loss of $83 million on $5.29 billion
of net revenue for the year ended Dec. 28, 2013, as compared with
a net loss of $1.18 billion on $5.42 billion of net revenue for
the year ended Dec. 29, 2012.

                          *     *     *

In August 2013, Standard & Poor's Ratings Services revised its
outlook on Advanced Micro to negative from stable.  At the same
time, S&P affirmed its 'B' corporate credit and senior unsecured
debt ratings on AMD.

As reported by the TCR on June 5, 2014, Fitch Ratings had upgraded
the long-term Issuer Default Rating (IDR) for Advanced Micro
Devices Inc. (NYSE: AMD) to 'B-' from 'CCC'.  The upgrade
primarily reflects AMD's improved financial flexibility from
recent refinancing activity, which extends meaningful debt
maturities until 2019.

In the Feb. 4, 2013, edition of the TCR, Moody's Investors Service
lowered Advanced Micro Devices' corporate family rating to B2 from
B1.  The downgrade of the corporate family rating to B2 reflects
AMD's prospects for weaker operating performance and liquidity
profile over the next year as the company commences on a multi-
quarter strategic reorientation of its business in the face of a
challenging macro environment and a weak PC market.


ALION SCIENCE: Amends Comprehensive Refinancing Agreement
---------------------------------------------------------
Alion Science and Technology has amended its refinancing support
agreement with ASOF II Investments, LLC, and Phoenix Investment
Adviser LLC, holders of a majority of the Company's outstanding
10 1/4% Senior Notes due February 2015, concerning the
comprehensive refinancing of the Company's outstanding debt.  The
Company also has reached an understanding in principle with a
large financial institution concerning placement of new first lien
term loans in the aggregate principal amount of $285M subject to
documentation and other conditions precedent.

Under the terms of the RSA amendment, ASOF and Phoenix have agreed
to support the principal terms of the new $285M first lien term
loans, and they have increased their commitment for the RSA's
contemplated second lien term loan from $50M to $70M, of which
ASOF has committed an additional $5M and Phoenix has committed
$15M, subject to certain terms and conditions contained in the
RSA, as amended.

The company also noted the success of its exchange offer, stating
that 90.7% of unsecured noteholders have exchanged or tendered
their current obligations as of July 22, 2014.  The RSA amendment
reduces the minimum tender condition in the exchange offer from
95% to 90%.

"We appreciate the confidence shown in Alion's strategy and
marketplace position through these multifaceted undertakings by
significant financial asset managers.  The agreements provide us
with the financial foundation needed to sustain and grow our
business for years to come," said Bahman Atefi, Chairman and CEO
of Alion.  "As always, we are fully committed to supporting our
customers and working with our partners to deliver exceptional
technology and engineering solutions.  That dedication has always
been, and will continue to be, Alion's hallmark."

                     Results of Exchange Offer

Alion Science announce updated results in connection with its
exchange offer, consent solicitation and unit offering relating to
its 10.25% Senior Notes due 2015 and the further extension of the
Early Tender Date and the Expiration Date.  The transactions are
part of the previously announced transaction in which the Company
is seeking to refinance its existing indebtedness.

As of 5:00 p.m. on July 23, 2014, according to Global Bondholder
Services Corporation, the Information and Exchange Agent,
approximately $ 213,241,000, or 90.74%, of the aggregate principal
amount of outstanding Unsecured Notes had been validly tendered
for exchange and not withdrawn in the exchange offer and consent
solicitation.

The Company has extended the Early Tender Date from 5:00 p.m., New
York City time on July 18, 2014 to 5:00 p.m., New York City time,
on Aug. 1, 2014.  The Company has also extended the Expiration
Date of the exchange offer and consent solicitation from 9:00
a.m., New York City time, on July 24, 2014, to 9:00 a.m., New York
City time, on Aug. 11, 2014.

The Company has extended the expiration date of the unit offering
to 5:00 p.m., New York City time, on Aug. 1, 2014.  As of 5:00
p.m. on July 23, 2014, according to Global Bondholder Services
Corporation, holders of Unsecured Notes have elected to purchase
approximately 93 units in the unit offering for an aggregate
purchase price of approximately $55,800.  The election to purchase
units in the unit offering cannot be revoked, except as required
by law.

For each $1,000 principal amount of Unsecured Notes accepted for
exchange in the exchange offer that are validly tendered (and not
validly withdrawn) at or prior to 5:00 p.m., New York City time,
on Aug. 1, 2014, holders will receive an additional $15.00 in
cash.  Holders who tender after 5:00 p.m., New York City time, on
August 1, 2014, but prior to the Expiration Date, will not be
entitled to receive the Early Tender Payment.

As of 5:00 p.m. on May 28, 2014, holders were no longer entitled
to withdraw tendered Unsecured Notes, except as required by law.
Further, since the second supplemental indenture has been entered
into, holders may not revoke the related consents, except as
required by law.

The offer is being made only by means of a prospectus, as
supplemented.  Copies of the prospectus, as supplemented, and the
transmittal materials may be obtained free of charge, by
contacting the Information and Exchange Agent at the following
address:

  Global Bondholder Services
  By Facsimile (for eligible institutions only): (212) 430-
  3775/3779
  Confirmation: (212) 430-3774
  By Phone:  866-470-3900 (toll free)
  By Mail, Overnight Courier Hand Delivery:
  65 Broadway, Suite 404
  New York, New York 10006
  Attn: Corporate Actions

Goldman, Sachs & Co. has been retained to act as the dealer
manager and solicitation agent in connection with the exchange
offer and consent solicitation.  The information and exchange
agent for the Transactions is Global Bondholder Services
Corporation.  Questions regarding the procedures for participating
in the Transactions, requests for assistance regarding the
process, and requests for additional copies of the prospectus and
transmittal materials governing the Transactions may be directed
to Global Bondholder Services.

Additional information is available for free at:

                       http://is.gd/vesMOR

                        About Alion Science

Alion Science and Technology Corporation, based in McLean,
Virginia, is an employee-owned company that provides scientific
research, development, and engineering services related to
national defense, homeland security, and energy and environmental
analysis.  Particular areas of expertise include communications,
wireless technology, netcentric warfare, modeling and simulation,
chemical and biological warfare, program management.

Alion Science has been reporting losses for four consecutive years
from Sept. 30, 2010, to Sept. 30, 2013.  In 2013, Alion Science
incurred a net loss of $36.59 million.

Deloitte & Touche LLP, in McLean, Virginia, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Sept. 30, 2013.  The independent auditors noted
that the Company does not expect to be able to repay its existing
debt at their scheduled maturities.  The Company's financing
needs, its recurring net losses, and its excess of liabilities
over assets raise substantial doubt about its ability to continue
as a going concern, the auditors stated.

As of March 31, 2014, the Company had $610.99 million in total
assets, $816.34 million in total liabilities, $61.03 million in
redeemable common stock, $20.78 million in common stock warrants,
$130,000 in accumulated other comprehensive loss and a $287.29
million accumulated deficit.

                         Bankruptcy Warning

"The Company's high debt levels, of which $332.5 million matures
on November 1, 2014 and Alion's recurring losses will likely make
it more difficult for Alion to raise capital on favorable terms
and could hinder its operations.  Further, default under the
Unsecured Note Indenture or the Secured Note Indenture could allow
lenders to declare all amounts outstanding under the Wells Fargo
Agreement, the Secured Notes and the Unsecured Notes to be
immediately due and payable.  Any event of default could have a
material adverse effect on our business, financial condition and
operating results if creditors were to exercise their rights,
including proceeding against substantially all of our assets that
secure the Wells Fargo Agreement and the Secured Notes, and will
likely require us to invoke insolvency proceedings including, but
not limited to, a voluntary case under the U.S. Bankruptcy Code,"
the Company said in the Quarterly Report for the period ended
March 31, 2014.

                           *     *     *

As reported by the TCR on March 10, 2014, Standard & Poor's
Ratings Services said it lowered its corporate credit rating on
McLean, Va.-based Alion Science and Technology Corp. to 'CC' from
'CCC+'.  "The ratings downgrade reflects a capital structure that
matures within 12 months, a currently 'weak' liquidity assessment,
which we revised from 'less than adequate', and our expectation
that we would classify an exchange offer or similar restructuring
undertaken by Alion as distressed," said Standard & Poor's credit
analyst Martha Toll-Reed.

In the May 23, 2014, edition of the TCR, Moody's Investors Service
affirmed, among other things, Alion Science & Technology
Corporation's ratings including the Caa2 Corporate Family Rating.
The affirmation of Alion's Caa2 corporate family rating reflects
the company's continued high leverage and weak interest coverage
metrics that are not anticipated to improve meaningfully in the
near-term, Moody's said.


ALPHA NATURAL: Bank Debt Trades at 4% Off
-----------------------------------------
Participations in a syndicated loan under which Alpha Natural
Resources is a borrower traded in the secondary market at 96.15
cents-on-the-dollar during the week ended Friday, July 25, 2014,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal.  This represents a decrease
of 0.21 percentage points from the previous week, The Journal
relates.  Alpha Natural Resources pays 275 basis points above
LIBOR to borrow under the facility.  The bank loan matures on May
31, 2020, and carries Moody's Ba2 rating and Standard & Poor's BB-
rating.  The loan is one of the biggest gainers and losers among
205 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.


AMERICAN AIRLINES: Reports $864MM Net Profit in 2nd Quarter
-----------------------------------------------------------
American Airlines Group Inc., for the second quarter 2014,
reported a record GAAP net profit of $864 million.  This compares
to a GAAP net profit of $220 million in the second quarter 2013,
for AMR Corporation prior to the merger.

The Company believes it is more meaningful to compare year-over-
year results for American Airlines and US Airways excluding
special charges and on a combined basis, which is a non-GAAP
formulation that combines the results for AMR Corporation and US
Airways Group.

On this basis, second quarter 2014 net profit excluding net
special charges was $1.5 billion, a record for any quarter in the
history of the Company.  This represents a 114 percent improvement
over the combined non-GAAP net profit of $681 million excluding
net special charges for the same period in 2013.

"We are very pleased to report the highest quarterly profit in the
history of American Airlines," said Chairman and CEO Doug Parker.
"Our merger is off to a great start and our 100,000 team members
are doing a wonderful job working together to take care of our
customers.

"We are also pleased to announce a capital deployment program that
reduces our debt, provides additional pension contributions and
returns capital to shareholders.  The fact that we are able to
implement this program while still funding our significant product
improvements, fleet renewal program and integration costs is
further evidence of the success of our merger.  We have much hard
work ahead, but we are extremely encouraged by the great work
being done by our team members."

Revenue and Cost Comparisons

Total revenues in the second quarter were a record $11.4 billion,
up 10.2 percent versus the second quarter 2013 on a combined
basis, on a 3.1 percent increase in total available seat miles
(ASMs).  Driven by a record yield of 17.34 cents, up 6.5 percent
year-over-year, consolidated passenger revenue per ASM (PRASM) was
also a record at 14.57 cents, up 5.9 percent versus the second
quarter 2013 on a combined basis.

Total operating expenses in the second quarter were $10.0 billion,
up 7.0 percent over combined second quarter 2013.  Second quarter
mainline cost per available seat mile (CASM) was 13.61 cents, up
3.9 percent on a 3.5 percent increase in mainline ASMs versus
combined second quarter 2013.  Excluding special charges and fuel,
mainline CASM was up 2.2 percent compared to the combined second
quarter 2013, at 8.55 cents.  Regional CASM excluding special
charges and fuel was 15.80 cents, up 5.2 percent on a 0.4 percent
decrease in regional ASMs versus combined second quarter 2013.

Liquidity

As of June 30, 2014, American had approximately $10.3 billion in
total cash and short-term investments, of which $882 million was
restricted.  The Company also has an undrawn revolving credit
facility of $1.0 billion.

During the quarter, the Company repaid $502 million of debt
obligations, which includes approximately $175 million for the
settlement of its 7.25% convertible notes with cash.  The Company
also prepaid $113 million of obligations associated with aircraft
debt, $51 million associated with special facility revenue bonds
and also used $630 million of cash to purchase aircraft that were
previously being leased to the Company.

At June 30, 2014, approximately $791 million of the Company's
unrestricted cash balance was held in Venezuelan bolivars, valued
at the weighted average applicable exchange rate of 6.53 bolivars
to the dollar.  This includes approximately $94 million valued at
4.3 bolivars, approximately $611 million valued at 6.3 bolivars
and approximately $86 million valued at 10.6 bolivars, with the
rate depending on the date the Company submitted its repatriation
request to the Venezuelan government.  In the first quarter of
2014, the Venezuelan government announced that a newly implemented
system (SICAD I) will determine the exchange rate (which
fluctuates as determined by weekly auctions and at June 30, 2014
was 10.6 bolivars to the dollar) for repatriation of cash proceeds
from ticket sales after January 1, 2014, and introduced new
procedures for approval of repatriation of local currency.

The Company is continuing to work with Venezuelan authorities
regarding the timing and exchange rate applicable to the
repatriation of funds held in local currency.  However, pending
further repatriation of funds, and due to the significant decrease
in demand for air travel resulting from the effective devaluation
of the bolivar, the Company recently significantly reduced
capacity in this market.  The Company is monitoring this situation
closely and continues to evaluate its holdings of Venezuelan
bolivars for potential impairment.

Capital Deployment Program

The Company also announced a capital deployment program intended
to efficiently allocate cash balances over and above those
required to fund its business. The program has three key
components:

Debt/Lease Prepayments: Since the merger closed in December 2013,
the Company has prepaid $420 million of aircraft debt and bond
obligations.  In addition, the Company plans to prepay $480
million of special facility revenue bond obligations by the end of
2014. It is anticipated that these prepayments will represent a
reduction in the Company's debt going forward.  The Company has
also used $630 million of cash to purchase aircraft that were
previously leased to the Company and anticipates utilizing an
additional $370 million of cash in this manner through the
remainder of 2014.  In addition, the Company has called for
redemption of the remaining $900 million principal amount of the
7.5% senior notes due March 15, 2016.  In total, these steps
represent approximately $2.8 billion of prepayments that will be
completed by the end of 2014.

Pension Funding: The Company plans to make supplemental
contributions of $600 million to its defined benefit plans in
2014.  These contributions would be above and beyond the $120
million minimum required contributions for 2014.

Return to Shareholders: The program includes a share repurchase
program and the initiation of a quarterly dividend.  The Company's
Board of Directors authorized a $1.0 billion share repurchase
program to be completed no later than December 31, 2015.  The
Board also declared a dividend of $0.10 per share for shareholders
of record as of August 4, 2014.  The dividend will be paid on
August 18, 2014.  This is the first cash dividend declared at
American Airlines since 1980.

Shares repurchased under the program announced above may be made
through a variety of methods, which may include open market
purchases, privately negotiated transactions, block trades or
accelerated share repurchase transactions.  Any such repurchases
will be made from time to time subject to market and economic
conditions, applicable legal requirements and other relevant
factors.  The program does not obligate the Company to repurchase
any specific number of shares or continue a dividend for any fixed
period, and may be suspended at any time at management's
discretion.

Additional Notable Accomplishments

Merger Integration Developments

US Airways joined American in the trans-Atlantic joint business
agreement with British Airways, Iberia and Finnair and codeshare
agreements with British Airways, Iberia and one world alliance
partner airberlin

Combined operations at 72 airports since the merger

Began harmonizing its network by aligning flying between its hubs.
The changes allow the Company to replace smaller regional aircraft
with larger mainline aircraft and to redeploy regional jets to
other markets to better match aircraft size with customer demand
in small and medium sized communities

Announced new mileage redemption options for American Airlines
AAdvantage(R) and US Airways Dividend Miles(R) members, along with
new checked bag policies, and began to align the First and
Business Class experience across the airline

Launched new reciprocal upgrade benefits for elite-level members

Conducted first joint Flight Attendant Training sessions with
newly hired flight attendants from both airlines

Reached three agreements covering more than 11,000 US Airways
mechanics, fleet service agents and maintenance training
specialists with the International Association of Machinists union

Fleet and Network Developments

As part of its plan to modernize its fleet, the Company inducted
21 new aircraft during the second quarter

Expanded its European presence with new, seasonal summer service
between its hub at Charlotte Douglas International Airport and
Barcelona, Brussels, Lisbon and Manchester, U.K.

Strengthened its presence in the Asia-Pacific region with new
nonstop service between Dallas/Fort Worth and Hong Kong and
Shanghai

Announced twelve new routes in the United States and Canada from
Dallas/Fort Worth, Chicago O'Hare, Los Angeles, Charlotte, N.C.,
Philadelphia and Phoenix, including service between DFW and new
destination, Bismarck, N.D.  The Company also began service
between DFW and Edmonton, Alberta

Other Developments

Distributed $5.5 million in operational incentive payouts to
employees for on-time departures in the month of April; this
distribution of $50 per employee is part of the Company's Triple
Play program which measures operational performance as reported in
the DOT's Air Travel Consumer Report (ATCR).  To date, the
Company's employees have earned $16.5 million in operational
incentive payouts

Honored with two awards from Airfinance Journal, including the
2013 Overall "Deal of the Year" for its merger with US Airways,
and the 2013 Airline "Treasury Team of the Year" for its work on
American's debt and lease restructuring, a major aircraft order
and other financing

Employees donated more than 13,000 hours to numerous projects in
the second quarter.  In addition, the Company donated more than $3
million of travel to organizations including American Fallen
Soldiers, the Gary Sinise Foundation, the San Diego Air and Space
Museum, and Carry the Load

Recognized four employees with the 2014 Earl G. Graves Award for
Leadership in Diversity for influencing positive change, setting
an example and leaving a lasting impact on those around them

Special Items

In the second quarter, the Company recognized a total of $592
million in net special charges, including:

$253 million net special operating charges, which principally
included $163 million of merger integration expenses, a net $38
million charge for bankruptcy related settlement obligations, $37
million in charges relating to the buyout of leases associated
with certain aircraft, and $15 million of other special charges

Net $337 million non-cash tax charge, consisting primarily of a
$330 million non-cash tax charge related to the Company's sale of
its portfolio of fuel hedging contracts that were scheduled to
settle on or after June 30, 2014.  This charge reverses a non-cash
tax provision which was recorded in Other Comprehensive Income
(OCI), a subset of stockholder's equity, principally in 2009.  The
provision represents the tax effect associated with gains recorded
in OCI principally in 2009 due to a net increase in the fair value
of the Company's fuel hedging contracts

                     About American Airlines

AMR Corp. and its subsidiaries including American Airlines 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.  It was the third largest airline in the United States
at the time of the bankruptcy filing.

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.


AMERICAN AIRLINES: Capital Deployment Plan No Impact on B1 CFR
--------------------------------------------------------------
Moody's Investors Service said the capital deployment plan that
American Airlines Group Inc. announced earlier balances
distributions amongst various debt holders and shareholders and is
credit positive with no effect on the company's debt ratings,
including the B1 Corporate Family rating.

American Airlines Group Inc. is the holding company for American
Airlines and US Airways. Together with wholly owned and third-
party regional carriers operating as American Eagle and US Airways
Express, the airlines operate an average of nearly 6,700 flights
per day to 339 destinations in 54 countries from its hubs in
Charlotte, Chicago, Dallas/Fort Worth, Los Angeles, Miami, New
York, Philadelphia, Phoenix and Washington, D.C. The company had
pro forma revenue of about $40.4 billion in 2013.


AMERICAN APPAREL: Committee Adopts 2014 Severance Plan
------------------------------------------------------
The Compensation Committee of the Board of Directors, on July 21,
2014, adopted the American Apparel, Inc. Severance Plan for the
benefit of certain employees of the Company, including Martin
Bailey, who is a named executive officer.

The Severance Plan provides a number of months of salary
continuation and COBRA reimbursement for Participants (twelve (12)
months in the case of Mr. Bailey), as well as full vesting of
equity awards, on a termination without cause or resignation for
good reason, each as defined in the Severance Plan.

A copy of the American Apparel, Inc. Severance Plan is available
for free at http://is.gd/urL6Cg

Meanwhile, the Rights Agreement, dated as of June 27, 2014,
between American Apparel, Inc., and Continental Stock Transfer &
Trust Company, as Rights Agent, as amended on July 9, 2014,
expired on July 24, 2014.

                       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.

American Apparel reported a net loss of $106.29 million on $633.94
million of net sales for the year ended Dec. 31, 2013, as compared
with a net loss of $37.27 million on $617.31 million of net sales
for the year ended Dec. 31, 2012.

As of Dec. 31, 2013, the Company had $333.75 million in total
assets, $411.15 million in total liabilities and a $77.40 million
total stockholders' deficit.

                           *     *     *

As reported by the Troubled Company Reporter on Feb. 26, 2014,
Standard & Poor's Ratings Services lowered its corporate credit
rating to 'CCC' from 'B-' on Los Angeles-based American Apparel
Inc.  The outlook is developing.

The Troubled Company Reporter, on Nov. 21, 2013, reported that
American Apparel Inc. had its corporate family rating cut one
level to Caa2 by Moody's Investors Service.  The clothing
retailer's probability of default was also lowered one level and
the outlook is negative.


ASPECT SOFTWARE: Moody's Affirms B3 CFR & Changes Outlook to Neg.
----------------------------------------------------------------
Moody's Investors Service affirmed Aspect Software, Inc.'s
corporate family rating of B3 and revised the company's ratings
outlook to negative from stable. The ratings of the first and
second lien debt were also affirmed.

Ratings Rationale

The outlook change to negative was driven by near term liquidity
concerns as well as continued challenges in turning around the
business. Liquidity is weak based on expectations of limited free
cash flow over the next twelve months, limited cash on hand, and
the near term maturity (May 2015) of the $30 million revolver ($20
million undrawn). The revolver also has a clean-up provision
requiring paying down all outstanding amounts prior to September
30, 2014 (after which it will be available again). Although the
company's restructuring expenses are expected to wind down in
coming quarters, the company will likely need to rely on its
revolving credit facility for near term liquidity needs including
principal payments on its first lien debt. In addition covenant
step downs over the upcoming quarters will be increasingly
difficult to meet. The ratings could be downgraded if the company
is unable to extend maturity of the revolver or reset covenant
levels.

The B3 rating continues to reflect Aspect's very high debt load at
a time when the company faces challenges in turning around its
revenues in the evolving contact center software market.
Debt/EBITDA exceeds 7x based on March 31, 2014 results and
excluding certain non-recurring items. Although Aspect is a long
term leader in many segments of the contact center software
market, the company has had considerable difficulty in offsetting
declines in its legacy Signature business with its next generation
products. And though the company continues to make strategic
acquisitions to bolster its suite of contact center offerings,
restructuring and integration costs have hampered the company's
cash flow.

Ratings could also be downgraded if revenues, EBITDA and free cash
flow do not show signs of stabilizing and ultimately improving.
Though unlikely in the near term, ratings could be upgraded if the
company is able to grow revenues, EBITDA and cash flow and
leverage is sustainably below 6x. The following ratings were
affirmed:

Corporate Family Rating -- B3

Probability of Default Rating -- B3-PD

First lien term loan due 2016 -- B1, LGD2

Delayed draw first lien term loan due 2016 -- B1, LGD2

Second lien notes due 2017 -- Caa2, LGD5

Outlook: revised to Negative from Stable

The principal methodology used in this rating was Global Software
Industry published in October 2012. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.

Aspect is a provider of software systems for call centers with
$440 million of revenue for the twelve months ended March 31,
2014. The company, headquartered in Phoenix, AZ, is owned by
private equity firm Golden Gate Capital.


ASPEN GROUP: Chairman Extends Due Dates of Outstanding Notes
------------------------------------------------------------
Mr. Michael Mathews, the Chairman of the Board and chief executive
officer of Aspen Group, Inc., extended the due dates of his three
outstanding notes to Jan. 1, 2016.  Prior to the amendments, the
outstanding notes had expiration dates of April 2, 2015.  The
securities were issued and sold in reliance upon the exemption
from registration contained in Section 4(a)(2) of the Securities
Act of 1933 and Rule 506(b) promulgated thereunder.

                        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.  As of Jan. 31, 2014, the Company had $3.67 million in
total assets, $5.29 million in total liabiities and a $1.62
million total stockholders' deficit.

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.


ATLANTIC CITY, NJ: Moody's Cuts General Obligation Rating to Ba1
----------------------------------------------------------------
Moody's Investors Service has downgraded Atlantic City's (NJ)
underlying general obligation rating to Ba1 from Baa2, affecting
$245 million of outstanding general obligation parity debt. The
outlook remains negative. The outstanding debt is secured by the
city's unlimited general obligation tax pledge.

Summary Ratings Rationale

The downgrade to Ba1 reflects the city's significantly weakened
tax base, revenue-raising ability, and broader economic outlook.
These result from ongoing casino revenue declines, expected near-
term casino closures, and the impact of sizable casino tax
appeals, all of which has stemmed from increased competition from
casinos in neighboring states. The rating also factors in the
city's still-substantial tax base dominated by a pressured gaming
industry (nearly 70% of assessed values), narrow financial
cushion, very weak residential socioeconomics and an increasing
debt burden.

The negative outlook incorporates Moody's expectation that
regional competition for casino gaming will further weaken
Atlantic City casino revenues, and that tax appeals and casino
closures will continue to reduce the city's taxable base and
strain the city's weak financial position. The outlook also
considers the city's above-average debt burden in light of
significant new debt issuance plans to fund recently settled tax
appeals.

Strengths

-- Large tax base with beachfront, though seasonally limited

-- Ongoing commercial developments and renovations

-- State supervision of budgets and involvement in city economic
    development

-- Plans to control operational expenditure growth through
    fiscal 2016

Challenges

-- Very high taxpayer concentration in an industry undergoing
    significant contraction

-- High debt burden will increase to fund significant tax
    appeals

-- Weak and declining socioeconomic wealth levels and high
    poverty and unemployment rates

-- Narrow financial cushion, with minimal Current Fund reserves
    relative to annual revenues

Outlook

The negative outlook incorporates Moody's expectation that
regional competition for casino gaming will further weaken
Atlantic City economic prospects. Declining casino revenues and
pending tax appeals will continue to reduce the city's taxable
base and strain the city's weak financial position. The outlook
also considers the city's above-average debt burden in light of
significant new debt issuance plans to fund ongoing tax appeal
settlements.

What Could Make The Rating Go UP (Removal Of Negative Outlook)

-- Attainment of structural balance (net of deferred charges),
    increasing fund balances to adequate levels

-- Significant diversification of the tax base

-- Growth in the City's casino gaming revenues despite
    competition from neighboring states

What Could Make the Rating Go DOWN

-- Booking of additional deferred charges and/or further draw
    downs of already narrowed reserves

-- Further erosion of the tax base

-- Material increases in debt burden

-- Need for cashflow borrowing

The principal methodology used in this rating was US Local
Government General Obligation Debt published in January 2014.


AXION INTERNATIONAL: Amends Tender Offer Statement with SEC
-----------------------------------------------------------
Axion International Holdings, Inc., amended its tender offer
statement on Schedule TO relating to the offer by the Company to
exchange warrants to purchase no par value shares of common stock
for shares of common Stock.  The number of shares of Common Stock
exchanged for the Warrants will equal 14.17707 shares for every
$10.00 of value attributed to the Warrants tendered in exchange.
The value of the Warrants will be based upon the Black-Scholes
Option Pricing Model with the value assigned to the Company's
outstanding Warrants set forth on Schedule A to the Offer to
Exchange, upon the terms and conditions and subject to the
conditions described in the Offer to Exchange and in the related
Letter of Transmittal.

This tender offer is being made to all holders of the Company's
outstanding Warrants none of which are publicly traded Warrants.
These Warrants have been issued between Dec. 11, 2008, and
April 8, 2014.  The Warrants are currently exercisable for
47,660,256 shares of common stock.

A full-text copy of the amended Schedule TO is available at:

                       http://is.gd/vNSq2D

                     About Axion International

New Providence, N.J.-based Axion International Holdings, Inc. (OTC
BB: AXIH) - http://www.axionintl.com/-- is the exclusive licensee
of patented and patent-pending technologies developed for the
production of structural plastic products such as railroad
crossties, pilings, I-beams, T-Beams, and various size boards
including a tongue and groove design that are utilized in multiple
engineered design solutions such as rail track, rail and tank
bridges (heavy load), pedestrian/park and recreation bridges,
marinas, boardwalks and bulk heading to name a few.

AXION International reported a net loss of $24.19 million on $6.63
million of revenue in 2013, compared to a net loss of $5.43
million on $5.34 million of revenue in 2012.  As of March 31,
2014, the Company had $16.53 million in total assets, $34.37
million in total liabilities, $6.94 million in 10% convertible
preferred stock and a $24.78 million total stockholders' deficit.

Following the 2013 results, BDO USA, LLP, expressed substantial
doubt about the Company's ability to continue as a going concern,
stating that the Company has suffered recurring losses from
operations and has working capital and net capital deficiencies.
BDO USA, LLP also issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31,
2012.


B/E AEROSPACE: EMTEQ/Fisher Deals No Impact on Moody's Ba1 CFR
--------------------------------------------------------------
Moody's Investors Service said that B/E Aerospaces' debt-financed
acquisitions of EMTEQ and Fischer are viewed as a credit negative.
The ratings, including the Ba1 corporate family rating, are not
affected at this time.  However, the rating outlook is negative as
B/E's plans for separation into two businesses continue to
develop.


BANK OF THE CAROLINAS: Completes $45.8 Million Private Placement
----------------------------------------------------------------
Bank of the Carolinas Corporation announced the successful
completion of a private placement of 458,132,991 shares of newly
issued common stock at a price of 10 cents per share to
institutional and accredited investors.  The Company intends to
use the proceeds of the private placement to repurchase preferred
stock and other obligations of the Company, and to restore its
banking subsidiary to well-capitalized status.

The Company plans to use approximately $34.8 million of the
proceeds from the private placement to inject new capital into its
bank subsidiary, Bank of the Carolinas.  After the capital
infusion, the bank's regulatory leverage capital ratio is expected
to be approximately 10%, which is considered well-capitalized.
The new capital will satisfy a requirement of the consent order
issued by the Federal Deposit Insurance Corporation and the North
Carolina Commissioner of Banks in 2011.

In connection with the private placement, the Company plans to
repurchase all of its Series A Cumulative Perpetual Preferred
Stock issued through the Troubled Asset Relief Program from the
U.S. Treasury.  The Company also plans to repurchase all of its
Floating Rate Trust Preferred Securities and a subordinated note
from the holders of those securities.  Following the private
placement and the planned repurchase of TARP, trust preferred
securities and the subordinated note, Bank of the Carolinas
Corporation would no longer have any preferred stock or debt
obligations outstanding.

Stephen R. Talbert, chief executive officer of the Company,
commented, "The private placement is the culmination of four years
of effort by many individuals working tirelessly on behalf of the
Company.  We are pleased that the capital raised in the private
placement will enable Bank of the Carolinas to continue to fulfill
its mission to provide banking services to the customers and
communities it serves."

FIG Partners, LLC, served as placement agent for the transaction,
and The Hutchison Company served as the Company's financial
advisor.  Wyrick Robbins Yates & Ponton LLP acted as legal counsel
to the Company, and Alston + Bird LLP acted as legal counsel to
FIG Partners.

                    About Bank of the Carolinas

Mocksville, North Carolina-based Bank of the Carolinas Corporation
was formed in 2006 to serve as a holding company for Bank of the
Carolinas.  The Bank's primary market area is in the Piedmont
region of North Carolina.

Turlington and Company, LLP, in Lexington, North Carolina, issued
a "going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013.  The independent
auditors noted that the Company has suffered recurring credit
losses that have eroded certain regulatory capital ratios.  As of
Dec. 31, 2013, the Company is considered undercapitalized based on
their regulatory capital level.  This raises substantial doubt
about the Company's ability to continue as a going concern.

The Company reported a net loss available to common stockholders
of $2.33 million in 2013, a net loss available to common
stockholders of $5.53 million in 2012 and a net loss available to
common stockholders of $29.18 million in 2011.  The Company's
balance sheet at March 31, 2014, showed $428.05 million in total
assets, $426.06 million in total liabilities, and stockholders'
equity of $1.99 million.


BANK OF THE CAROLINAS: EJF Capital Reports 9.8% Equity Stake
------------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission,  EJF Capital LLC and its affiliates disclosed that as
of July 16, 2014, they beneficially owned 44,935,687 shares of
common stock of Bank of the Carolinas Corporation representing 9.8
percent of the shares outstanding.  A full-text copy of the
regulatory filing is available for free at http://is.gd/sz2pEJ

                    About Bank of the Carolinas

Mocksville, North Carolina-based Bank of the Carolinas Corporation
was formed in 2006 to serve as a holding company for Bank of the
Carolinas.  The Bank's primary market area is in the Piedmont
region of North Carolina.

Turlington and Company, LLP, in Lexington, North Carolina, issued
a "going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013.  The independent
auditors noted that the Company has suffered recurring credit
losses that have eroded certain regulatory capital ratios.  As of
Dec. 31, 2013, the Company is considered undercapitalized based on
their regulatory capital level.  This raises substantial doubt
about the Company's ability to continue as a going concern.

The Company reported a net loss available to common stockholders
of $2.33 million in 2013, a net loss available to common
stockholders of $5.53 million in 2012 and a net loss available to
common stockholders of $29.18 million in 2011.  The Company's
balance sheet at March 31, 2014, showed $428.05 million in total
assets, $426.06 million in total liabilities, and stockholders'
equity of $1.99 million.


BANK OF THE CAROLINAS: Ithan Creek Reports 9.6% Equity Stake
------------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Ithan Creek Master Investors (Cayman) L.P. and
Wellington Hedge Management, LLC, disclosed that as of July 15,
2014, they beneficially owned 44,710,448 shares of common stock of
Bank of the Carolinas Corporation, representing 9.68 percent of
the shares outstanding.  A full-text copy of the Schedule 13G is
available for free at http://is.gd/CoMUO5

                    About Bank of the Carolinas

Mocksville, North Carolina-based Bank of the Carolinas Corporation
was formed in 2006 to serve as a holding company for Bank of the
Carolinas.  The Bank's primary market area is in the Piedmont
region of North Carolina.

Turlington and Company, LLP, in Lexington, North Carolina, issued
a "going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013.  The independent
auditors noted that the Company has suffered recurring credit
losses that have eroded certain regulatory capital ratios.  As of
Dec. 31, 2013, the Company is considered undercapitalized based on
their regulatory capital level.  This raises substantial doubt
about the Company's ability to continue as a going concern.

The Company reported a net loss available to common stockholders
of $2.33 million in 2013, a net loss available to common
stockholders of $5.53 million in 2012 and a net loss available to
common stockholders of $29.18 million in 2011.  The Company's
balance sheet at March 31, 2014, showed $428.05 million in total
assets, $426.06 million in total liabilities, and stockholders'
equity of $1.99 million.


BANK OF THE CAROLINAS: BSOF Master Holds 6.5% Equity Stake
----------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, BSOF Master Fund L.P. and its affiliates disclosed
that as of July 16, 2014, they beneficially owned 29,957,275
shares of common stock of Bank of the Carolinas Corporation
representing 6.5 percent of the shares outstanding.  A full-text
copy of the regulatory filing is available at http://is.gd/bla7CZ

                    About Bank of the Carolinas

Mocksville, North Carolina-based Bank of the Carolinas Corporation
was formed in 2006 to serve as a holding company for Bank of the
Carolinas.  The Bank's primary market area is in the Piedmont
region of North Carolina.

Turlington and Company, LLP, in Lexington, North Carolina, issued
a "going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013.  The independent
auditors noted that the Company has suffered recurring credit
losses that have eroded certain regulatory capital ratios.  As of
Dec. 31, 2013, the Company is considered undercapitalized based on
their regulatory capital level.  This raises substantial doubt
about the Company's ability to continue as a going concern.

The Company reported a net loss available to common stockholders
of $2.33 million in 2013, a net loss available to common
stockholders of $5.53 million in 2012 and a net loss available to
common stockholders of $29.18 million in 2011.  The Company's
balance sheet at March 31, 2014, showed $428.05 million in total
assets, $426.06 million in total liabilities, and stockholders'
equity of $1.99 million.


BERNARD L. MADOFF: Trustee Spars With ERISA Investors Over Claims
-----------------------------------------------------------------
Law360 reported that the trustee for Bernard L. Madoff Investment
Securities LLC asked a U.S. bankruptcy court to deny 308 claims by
investors who had placed money with Madoff indirectly through
Employee Retirement Income Security Act plans.  According to the
report, trustee Irving H. Picard's counsel from Baker Hostetler
LLP argued that the claimants, who had invested in any of four
ERISA plans, weren't true customers of Madoff's, didn't have a
broker-client relationship, and aren't entitled to the money under
the Securities Investor Protection Act.  The claimants' counsel
said that Congress hadn't explicitly excluded indirect investors
as claimants when SIPA was decided, the report related.

The case is Securities Investor Protection Corporation v. Bernard
L. Madoff Investment Securities LLC, case number 08-ap-01789 in
the U.S. Bankruptcy Court for the Southern District of New York.

                     About Bernard L. Madoff

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

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

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

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

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

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

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


BON-TON STORES: Amends Employment Agreement with CEO
----------------------------------------------------
The Bon-Ton Stores, Inc., and Brendan L. Hoffman, president and
chief executive officer of the Company, agreed to an amendment to
Mr. Hoffman's existing employment agreement, dated Jan. 23, 2012,

As previously disclosed, on March 5, 2014, Mr. Hoffman informed
the Company's Board of Directors that he would not renew the
Employment Agreement when its term expires on Feb. 7, 2015.  The
Amendment reflects an agreement between the Company and Mr.
Hoffman regarding the terms of his employment with the Company
until the Expiration Date.  The Amendment amends the Employment
Agreement to, among other things, provide that:

    * In the event the Company terminates Mr. Hoffman's employment
      prior to the Expiration Date, Mr. Hoffman will be entitled
      to receive the full amount of any Annual Bonus Mr. Hoffman
      would have otherwise earned for fiscal year 2014 had he been
      retained by the Company until the Expiration Date.

    * In the event the Company terminates Mr. Hoffman's employment
      prior to the Expiration Date, the restrictions on (i) the
      100,000 unvested time-based vesting restricted shares
      granted to Mr. Hoffman pursuant to the Employment Agreement
      that would otherwise vest at the end of the Term; (ii) the
      125,000 unvested performance-based vesting restricted shares
      granted to Mr. Hoffman pursuant to the Employment Agreement
      that would otherwise be earned during the Term; and
      (iii) up to 75,000 unvested performance-based vesting shares
      granted to Mr. Hoffman pursuant to that certain Restricted
      Stock Agreement, dated as of May 6, 2013, by and between the
      Company and Mr. Hoffman, that would otherwise be earned
      during the Term (subject to the attainment of the
      performance goals underlying such performance-based vesting
      restricted shares), will in each case lapse and such
      restricted shares will become fully vested; and all other
      equity based compensation awarded to Mr. Hoffman would be
      forfeited.

    * The terms relating to the termination of Mr. Hoffman's
      employment contained in Section 10 of the Employment
      Agreement are deleted in their entirety, and, in lieu
      thereof, the Amendment provides that the Company may
      terminate Mr. Hoffman's employment at will upon written
      notice by the Company to Mr. Hoffman.

    * The terms relating to the payments Mr. Hoffman was entitled
      to receive upon termination pursuant to Section 11 of the
      Employment Agreement are deleted in their entirety and, in
      lieu thereof, the Amendment provides that upon termination
      of employment prior to the Effective Date, for any reason,
      Mr. Hoffman will be entitled to receive only his salary and
      applicable COBRA payments through the Expiration Date.

    * Following Mr. Hoffman's employment with the Company,
      regardless of the reason or timing of Mr. Hoffman's
      termination, Mr. Hoffman will not be restricted from
      pursuing other employment opportunities.

                        About Bon-Ton Stores

The Bon-Ton Stores, Inc., with corporate headquarters in York,
Pennsylvania and Milwaukee, Wisconsin, operates 273 department
stores, which includes 10 furniture galleries, in 25 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 reported a net loss of $3.55 million for the fiscal
year ended Feb. 1, 2014, a net loss of $21.55 million for the year
ended Feb. 2, 2013, and a net loss of $12.12 million for the year
ended Jan. 28, 2012.  The Company's balance sheet at May 3, 2014,
showed $1.56 billion in total assets, $1.47 billion in total
liabilities and $96.05 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.


BON-TON STORES: Gabelli Funds Holds 8.4% Equity Stake
-----------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Gabelli Funds, LLC, and its affiliates
disclosed that as of July 24, 2014, they beneficially owned
1,465,000 shares of common stock of The Bon-Ton Stores, Inc.,
representing 8.36 percent of the shares outstanding.  The
reporting persons previously owned 1,166,000 common shares at
March 19, 2014.  A full-text copy of the regulatory filing is
available for free at http://is.gd/xqAdlk

                        About Bon-Ton Stores

The Bon-Ton Stores, Inc., with corporate headquarters in York,
Pennsylvania and Milwaukee, Wisconsin, operates 273 department
stores, which includes 10 furniture galleries, in 25 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 reported a net loss of $3.55 million for the fiscal
year ended Feb. 1, 2014, a net loss of $21.55 million for the year
ended Feb. 2, 2013, and a net loss of $12.12 million for the year
ended Jan. 28, 2012.

The Company's balance sheet at May 3, 2014, showed $1.56 billion
in total assets, $1.47 billion in total liabilities and $96.05
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.


BUILDERS FIRSTSOURCE: Reports $10.6 Million Net Income in Q2
------------------------------------------------------------
Builders FirstSource, Inc., reported net income of $10.61 million
on $426.54 million of sales for the three months ended June 30,
2014, as compared with a net loss of $48.20 million on $398.14
million of sales for the same period in 2013.

For the six months ended June 30, 2014, the Company reported net
income of $7.22 million on $772.45 million of sales as compared
with a net loss of $60.01 million on $717.85 million of sales for
the same period during the prior year.

As of June 30, 2014, the Company had $546.47 million in total
assets, $521.92 million in total liabilities and $24.55 million in
total stockholders' equity.

Commenting on the company's results, Floyd Sherman, Builders
FirstSource chief executive officer, stated, "We achieved our
highest quarterly sales since 2006, as we ended the second quarter
of 2014 with sales of $426.5 million.  We were able to achieve
this high level of sales even though sales were reduced by
commodity deflation this quarter, as market prices for lumber and
lumber sheet goods were, on average, 8.8 percent lower when
compared to the second quarter of 2013.  In addition, the U.S.
Census Bureau reported actual single-family housing starts in the
South Region, which encompasses all of our markets, increased just
0.6 percent compared to the second quarter of 2013.  Our results
are a prime example of how our market share gains of recent years,
and the tremendous efforts of our employees, continue to have a
positive impact."

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

                          http://is.gd/rpYzoI

                      About Builders FirstSource

Headquartered in Dallas, Texas, Builders FirstSource Inc. --
http://www.bldr.com/-- supplies and manufactures building
products for residential new construction.  The Company operates
in nine states, principally in the southern and eastern United
States, and has 55 distribution centers and 51 manufacturing
facilities, many of which are located on the same premises as its
distribution facilities.

Builders Firstsource reported a net loss of $42.69 million on
$1.48 billion of sales for the year ended Dec. 31, 2013, as
compared with a net loss of $56.85 million on $1.07 billion of
sales in 2012.  The Company incurred a $64.99 million net loss in
2011.

                           *     *     *

As reported by the TCR on May 15, 2013, Standard & Poor's Ratings
Services Inc. said it raised its corporate credit rating on
Dallas-based Builders FirstSource to 'B' from 'CCC'.  "The upgrade
acknowledges U.S.-based building materials manufacturer and
distributor Builders FirstSource Inc.'s 'strong' liquidity based
on the company's proposed recapitalization," said Standard &
Poor's credit analyst James Fielding.

In the May 13, 2014, edition of the TCR, Moody's Investors Service
upgraded Builders FirstSource, Inc.'s ("BLDR") Corporate Family
Rating to B3 from Caa1.  The upgrade reflects Moody's expectation
that BLDR's operating performance will continue to benefit from
improved housing construction, repair and remodeling.


CAPSUGEL S.A.: Moody's Affirms 'B2' Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service affirmed ratings of Capsugel S.A.
Luxembourg and Capsugel Holdings US, Inc and Capsugel FinanceCo
S.C.A. (together "Capsugel"), including the B2 Corporate Family
Rating and the B2-PD Probability of Default Rating. Moody's also
moved the Corporate Family Rating and Probability of Default
rating to Capsugel S.A. Luxembourg (Capsugel Holdings S.A.'s
parent) as this is the highest rated entity with debt. Moody's
affirmed the Ba3 rating on the senior secured credit facilities
and assigned Ba3 rating to an add-on issuance senior secured term
loan to refinance the existing unsecured notes. Additionally,
Capsugel will increase its revolving facility to $175 million and
extend the maturity to 2019. Moody's also affirmed the Caa1 rating
on the PIK Toggle Notes, including additional $415 million of
Notes issuance (7% cash, 7.75% PIK) to pay a dividend to equity
holders, including Kohlberg Kravis Roberts & Co. L.P. (KKR). The
rating outlook is stable.

"The transaction is credit negative because a second significant
dividend recapitalization within a year demonstrates Capsugel's
continuing shift toward more aggressive financial policies, and
the resulting debt/EBITDA of more than 7.0x is not commensurate
with the current B2 rating," commented John Zhao, a Vice President
and Senior Analyst with Moody's.

"However, we expect debt/EBITDA will decrease steadily to below
6.5x over the next 12-18 months, driven by mid-single digit EBITDA
growth and debt reduction from free cash flow," added Zhao.

While the transaction will increase Capsugel's leverage, interest
expense will increase only marginally, resulting in only a slight
reduction in free cash flow, which Moody's expects to total $60-
$80 million over the next twelve months. Liquidity will also
improve modestly because of the extension and upsizing of the
revolver.

Ratings affirmed and being moved as follows, subject to Moody's
review of final documents:

Capsugel SA Luxembourg

  Senior PIK Toggle notes - Caa1 (LGD 5)

Ratings previously were assigned to Capsugel Holdings S.A.

  Corporate Family Rating - B2

  Probability of Default Rating - B2-PD

  Outlook - stable

Capsugel Holdings US, Inc

  Senior secured revolving facility - assigned at Ba3 (LGD 3)

  Senior secured term loan affirmed and revised to Ba3 (LGD 3)
  from Ba3 (LGD 2)

Capsugel FinanceCo S.C.A.

  Add-on Senior secured term loan - assigned at Ba3 (LGD 3)

  Senior unsecured notes - B3 (LGD 5) -- rating will be withdrawn
  upon repayment

Ratings Rationale

The B2 Corporate Family Rating reflects Capsugel's very high
financial leverage and aggressive financial policies, including
significant amounts of shareholder dividends paid since the
company's leveraged buyout. The rating also reflects the company's
modest overall size (by revenue), and high concentration in the
niche hard capsule market. Other credit risks include the
company's exposure to gelatin costs, which have risen
significantly. The rating is supported by the company's good track
record of organic, constant currency revenue growth, and operating
margin expansion. The rating is also supported by the company's
leadership in supplying hard capsules to the pharmaceutical and
dietary supplement industries, its track record of technological
innovation, and its good diversity by geography and customer.

Moody's could downgrade the ratings if leverage is expected to
remain above 6.5 times over the next 12-18 months. Further, if
free cash flow to debt is expected to be negative for a sustained
period, or liquidity is expected to materially worsen, Moody's
could downgrade the ratings.

If Capsugel grows EBITDA and reduces debt such that adjusted debt
to EBITDA is sustained below 5.0 times and free cash flow to debt
is sustained around 8%, Moody's could upgrade the ratings. An
upgrade would also require continued stability in profit margins
despite fluctuations in commodity prices as well as adherence to
more conservative financial policies.

Capsugel, headquartered in Morristown, New Jersey, is a developer
and manufacturer of capsule products and other drug delivery
systems for the pharmaceutical and dietary supplement industries.
The company is owned by Kohlberg Kravis Roberts & Co. L.P. Revenue
for the twelve months ended March 31, 2014 were approximated $987
million.

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


CARDTRONICS INC: Moody's Keeps B2 CFR Over Welch ATM Acquisition
----------------------------------------------------------------
Moody's Investors Service lowered Cardtronics, Inc. Speculative
Grade Liquidity ("SGL") rating to SGL-2 from SGL-1, reflecting the
company's weakened, albeit still good liquidity profile as a
result of the planned acquisition of Welch ATM. Cardtronics' Ba2
CFR and other ratings remain unaffected by this transaction and
the outlook is stable. The SGL rating was lowered as a result of
the company's recent communication that it is using a significant
portion of its liquidity (per management -- $120 million of pro
forma balance sheet cash as of June 30, 2014 and $40 million of
revolver borrowings) to fund the acquisition.

On July 21, 2014, Cardtronics, Inc. announced a definitive
agreement under which it will acquire Welch ATM, an operator of
about 26,000 ATMs in the United States, for $160 million. The
acquisition is subject to customary regulatory approvals and is
expected to close by late Q3 2014.

Moody's notes that the planned acquisition is credit positive as
Welch deepens Cardtronics' presence within the mid-market retail
and small financial institution customer segments, while being
essentially leverage neutral. Pro-forma for the acquisition,
Moody's estimate that Cardtronics' leverage on a Moody's adjusted
debt to EBITDA basis (based on projected FY 2015 Welch EBITDA
contribution) will remain around 2.9 times (as of March 31, 2014
and including the recent $250 million senior notes transaction).

In addition to growing Cardtronics' global ATM portfolio to about
109,600 ATMs (92,500 US ATMs), the Welch acquisition expands
Cardtronics' already significant presence with enterprise level
retail customers like Walgreens (to over 5,100 ATM locations now)
and adds new national level customers like Rite-Aid. The
acquisition adds further scale and efficiencies to Cardtronics'
existing merchant-owned and managed services ATM portfolio, and
potentially increases the network locations that could use
Allpoint (Cardtronics' surcharge-free ATM network), as Welch ATM
network contracts convert over during the next 12 to 18 months.
Furthermore, the Welch acquisition enhances Cardtronics'
geographical presence, as six of Welch's top 15 states (in terms
of "company owned ATMs" presence) are not currently within the top
15 states for Cardtronics.

The following summarizes the rating activity:

Issuer: Cardtronics, Inc.

  Speculative Grade Liquidity rating lowered to SGL-2 from SGL-1.

Ratings Rationale

Cardtronics' Ba2 Corporate Family Rating ("CFR") reflects its
established market position as the world's largest retail ATM
owner, its predictable operating cash flow derived from
transactions-based revenues and track record of strong EBITDA
growth. The rating incorporates our expectations that the
company's leverage (on a Moody's adjusted debt to EBITDA basis)
will approach 2.0 times and free cash flow as a percentage of debt
will be in excess of 15% in the next 12 to 18 months. The rating
also acknowledges the fact that Cardtronics' ATM transactions
growth has outpaced the nearly stagnant levels of cash used in
payment transactions in the U.S., largely due to growth in ATMs
under its bank-branding arrangements and the Allpoint network
(owned by Cardtronics), both of which generated higher levels of
ATM transactions. The company's growing scale and investments in
infrastructure provide operating leverage that should allow it to
mitigate some of the impact of competitive challenges, potential
declines in ATM interchange rates, or lower than expected
increases in surcharge fee rates.

In our opinion, the key long term risk to Cardtronics' ratings is
the limited growth prospects for cash-based transactions owing to
the secular shift to electronic and mobile-based payments. As a
result, Moody's believe that the company will be increasingly
challenged to sustain its current organic revenue growth rates in
the high single digit percentages over the long term. The Ba2
rating additionally considers Cardtronics' business risks
resulting from its concentrated customer revenue profile, interest
rate exposure (as it relates to the fees for vault cash), highly
competitive industry, and uncertainties over the intermediate to
long term regarding the company's ability to maintain ATM
surcharge fee and interchange fee rates (in the various
jurisdictions in which it operates).

Cardtronics' SGL-2 rating reflects Moody's expectations that pro
forma for the Welch acquisition, the company will maintain a good
liquidity profile, which will be supported by about $260 million
of availability (including the additional $40 million borrowings)
under the $375 million revolving credit facility and modest cash
balances at close of transaction (end of Q3 2014). The company's
liquidity profile is further supported by our expectation that it
will generate free cash flow in excess of 15% of total debt over
the next 12 to 18 months.

The stable outlook reflects Moody's expectations that Cardtronics'
revenues will grow in the mid to high single digit percentage
range over the next 12 to 18 months (excluding acquisitions), and
that total debt to EBITDA leverage will approach 2.0 times over
this period through EBITDA growth and debt repayment.

Given the mature growth prospects for the ATM industry in the long
term, and absent meaningful improvements in Cardtronics' business
risk profile, notably through increased scale, higher levels of
operating cash flow and greater product diversity, a ratings
upgrade is unlikely. Additional upward rating triggers include a
track record of growth in free cash flow driven by revenue growth
and management's commitment to maintain debt-to-EBITDA leverage
below 2.0 times (Moody's adjusted), including potential increases
in debt to finance acquisitions.

Moody's could downgrade Cardtronics' ratings if the company
experiences challenges in growing EBITDA or if EBITDA margins
deteriorate as a result of an organic decline in ATM transactions
or increased usage of non-cash/electronic payment methods or
technologies. In addition, any material adverse impact from
changes in the regulatory environment or the loss of a large
customer(s) could also trigger a ratings downgrade. Furthermore,
aggressive financial policies or transformative acquisitions that
increase execution risk could pressure the ratings. Specifically,
Moody's could lower Cardtronics' ratings if the company is unable
to maintain total debt to EBITDA (Moody's adjusted) below 2.5
times and free cash flow weakens to below the mid-teens percentage
of total debt for a protracted time period.

The principal methodology used in this rating/analysis was the
Global Business & Consumer Service Industry Rating Methodology
published in October 2010. Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.

Headquartered in Houston, TX, Cardtronics is the world's largest
non-bank owner of ATMs. The company reported about $924 million in
revenue for the twelve months ended March 31, 2014.


CASH STORE: Applies for Administration in the United Kingdom
------------------------------------------------------------
The Cash Store Financial Services Inc. said it is no longer
funding its United Kingdom operation, The Cash Store Limited.  The
Company also announced that it made an application for the
Administration of the Cash Store Limited on July 21, 2014, in the
High Court of Justice, Chancery Division, Manchester District
Registry, and has requested the appointment of FTI Consulting LLP
as Administrator.  It is anticipated that the Court will hear the
Administration Application on Aug. 1, 2014.

                     Issues Default Status Report

Cash Store provided a default status report in accordance with the
alternative information guidelines in National Policy 12-203 Cease
Trade Orders for Continuous Disclosure Defaults.

On May 16, 2014, the Company announced that it was not able to
file an interim financial report and interim management's
discussion and analysis for the period ended March 31, 2014,
together with the related certifications of those interim filings
by May 15, 2014, the deadline prescribed by securities
legislation.

Except as disclosed in previous press releases, there have been no
material changes to the information contained in the Default
Announcement or any other changes required to be disclosed by
National Policy 12-203.

The Company still intends to file the Continuous Disclosure
Documents as soon as is commercially reasonable, or as required by
the Ontario Superior Court of Justice (Commercial List) pursuant
to the Cash Store Financial's Companies' Creditors Arrangement Act
("CCAA") proceedings.

The Monitor has filed with the Court periodic reports which have
included Cash Store Financial's cash flow projections and other
financial information concerning the Company.  The Company
anticipates that the Monitor will continue to file reports with
the Court (and post them on its Web site), updating relevant
financial information concerning the Company.  The Monitor's
reports, Court records and other details regarding the Company's
CCAA proceedings are available on the Monitor's Web site at
http://cfcanada.fticonsulting.com/cashstorefinancial/.

                     About Cash Store Financial

Headquartered in Edmonton, Alberta, Cash Store Financial Services
Inc. (TSX: CSF) is a lender and broker of short-term advances and
provider of other financial services in Canada.  Cash Store
Financial operates 510 branches across Canada under the banners
"Cash Store Financial" and "Instaloans". Cash Store Financial also
operates 27 branches in the United Kingdom.

Cash Store Financial 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 reported a net loss and comprehensive loss of
C$35.53 million for the year ended Sept. 30, 2013, as compared
with a net loss and comprehensive loss of C$43.52 million 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.


CUBIC ENERGY: Hires BDO USA as New Accountants
----------------------------------------------
Following a competitive process undertaken by the Audit Committee
of the Board of Directors of Cubic Energy, Inc., the Audit
Committee approved the selection of BDO USA, LLP, to serve as the
Company's independent registered public accounting firm for the
fiscal year ended June 30, 2014.  Philip Vogel & Co. PC was
notified on July 15, 2014, that it will not be retained as the
Company's independent registered public accounting firm for the
fiscal year ended June 30, 2014.

The audit reports of Philip Vogel on the Company's consolidated
financial statements as of and for the fiscal years ended June 30,
2013, and 2012 did not contain an adverse opinion or disclaimer of
opinion, nor were those reports qualified or modified as to
uncertainty, audit scope or accounting principles, except that as
to its audit report for the fiscal year ended June 30, 2012,
Philip Vogel's report included a qualification as to its
substantial doubt regarding the ability of the Company to continue
as a going concern.

The Company said that during the two fiscal years ended June 30,
2013, and 2012 and through July 15, 2014, it had no disagreements
with the accounting firm.  According to the Company, during its
two most recent fiscal years and the subsequent interim period
prior to the engagement of BDO, the Company did not consult with
BDO.

                   Amends 98.7MM Shares Prospectus

Cubic Energy amended its registration statement relating to the
offering of 98,751,823 shares of its common stock issuable upon
the exercise of warrants to purchase shares of the Company's
common stock.  The Company will not receive any of the proceeds
from the resale of shares offered by the selling shareholders.

The Company's common stock is traded on the OTCQB Tier of the U.S.
OTC Markets under the symbol "CBNR."  On July 16, 2014, the last
reported sale price of the Company's common stock was $0.17 per
share.  A full-text copy of the Form S-1/A is available for free
at http://is.gd/7mUZzH

                        About Cubic Energy

Cubic Energy, Inc., headquartered in Dallas, Texas, is an
independent upstream energy company engaged in the development and
production of, and exploration for, crude oil and natural gas.
Its oil and gas assets and activities are concentrated in
Louisiana.

Cubic Energy incurred a net loss of $5.93 million for the year
ended June 30, 2013, a net loss of $12.49 million for the year
ended June 30, 2012, and a net loss of $10.28 million for the year
ended June 30, 2011.  As of March 31, 2014, the Company had
$134.14 million in total assets, $141.96 million in total
liabilities, $988 in redeemable preferred stock and a $7.81
million total stockholders' deficit.


CENTAUR ACQUISITION: Moody's Hikes Corporate Family Rating to B2
----------------------------------------------------------------
Moody's Investors Service upgraded Centaur Acquisition's Corporate
Family Rating to B2 from B3, Probability of Default Rating to B2-
PD from B3-PD, and its $175 million senior secured second lien
term loan due 2020 to B3 from Caa1. Moody's also assigned Ba3
ratings to the company's new first lien senior secured credit
facilities, consisting of a $25 million revolving credit facility
due 2019 and $400 million term loan due 2019. The ratings outlook
is stable.

The upgrade reflects Centaur's improved operating margins due to
cost efficiencies and improved leverage as the company has reduced
its debt by $65 million over the past year. Centaur's debt/EBITDA
has improved to approximately 6.0 times for the LTM period ended
March 31, 2014 from about 7.0 times. The upgrade also considers
the benefits of the refinancing which will result in annual
interest savings of about $8 million and the favorable performance
of the company's two racinos (Indiana Grand and Hoosier Park)
relative to the other casinos in Indiana.

Centaur used the proceeds from its new $400 million first lien
term loan to refinance the $392 million outstanding under its
first lien term loan due 2019.

Ratings upgraded:

  Corporate Family Rating to B2 from B3

  Probability of Default Rating to B2-PD from B3-PD

  $175 million second lien senior secured term loan due 2020 to
  B3 (LGD5) from Caa1 (LGD5)

Ratings assigned:

  $25 million first lien senior secured revolving credit facility
  due 2019 at Ba3 (LGD2)

  $400 million first lien senior secured term loan due 2019 at
  Ba3 (LGD2)

Ratings withdrawn:

  $20 million first lien senior secured revolver due 2018 at B1
  (LGD2)

  $460 million first lien senior secured term loan due 2019 at B1
  (LGD2)

Ratings Rationale

Centaur's B2 Corporate Family Rating ("CFR") reflects the
company's good pro forma interest coverage of about 2.5 times (all
metrics include Moody's standard adjustments including the
capitalization of operating leases) and its good free cash flow
which benefits from low capex requirements. The rating also
benefits from Hoosier Park's and Indiana Grand's established
market positions with favorable demographics. Both locations are
somewhat insulated from new competition in Ohio given the racinos'
locations just outside of Indianapolis which is approximately 100
miles away from the closest competition located in Cincinnati.
Moody's expects further deleveraging to come from required term
loan amortization which increased to 7.5% in the first year and
10% each year thereafter in the new credit agreement from a
required 1% in the previous credit agreement.

Constraining Centaur's ratings is its geographic concentration
within the Indianapolis market which exposes the company to local,
regional, and nationwide economic swings. Centaur is also
relatively small scale in terms of revenue and like other regional
gaming companies, is exposed to weak gaming demand trends.

The stable rating outlook reflects Moody's expectation that
Centaur will continue to generate positive free cash flow over the
next two years that can be applied towards debt reduction and will
maintain a good liquidity profile.

The ratings could be downgraded if debt to EBITDA fails to decline
below 6.0 times and/or EBIT to interest is well below 1.5 times
over the next 12 to 18 months. Weakening of the company's
liquidity profile could also pressure the ratings.

A ratings upgrade would require sustained debt/EBITDA under 4.5
times and EBIT/interest maintained above 2.5 times assuming a
stable supply and operating environment.

The principal methodology used in this rating was the Global
Gaming Industry published in June 2014. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.

Centaur Acquisition, LLC, is the owner and operator of Hoosier
Park Racing & Casino and Indiana Grand Racing & Casino, two
racinos located near Indianapolis, IN. Hoosier Park is located
approximately 35 miles northeast of Indianapolis and features
1,925 slots and electronic table games. Indiana Grand, which
Centaur acquired in early 2013, is located 25 miles southeast of
downtown Indianapolis and also features 2,005 slots and electronic
table games. The two racinos generated about $447 million of gross
gaming revenue for the LTM period ending June 30, 2014 per the
Indiana Gaming Commission. Centaur is privately owned and does not
report public financials.


CENTRAL CENTER: Case Summary & 3 Unsecured Creditors
----------------------------------------------------
Debtor: Central Center Plaza, LLC
        1136 South Park Suite 101
        Bowling Green, KY 42103

Case No.: 14-10786

Chapter 11 Petition Date: July 24, 2014

Court: United States Bankruptcy Court
       Western District of Kentucky (Bowling Green)

Debtor's Counsel: Scott A. Bachert, Esq.
                  KERRICK BACHERT STIVERS, PSC
                  1025 State Street
                  PO Box 9547
                  Bowling Green, KY 42102
                  Tel: 270-782-8160
                  Email: sbachert@kerricklaw.com

Total Assets: $9 million

Total Liabilities: $9.44 million

The petition was signed by Mark Williams, manager.

A list of the Debtor's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/kywb14-10786.pdf


CLEAR CHANNEL: Incurs $187 Million Net Loss in Second Quarter
-------------------------------------------------------------
Clear Channel Communications, Inc., filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing a net loss attributable to the Company of $186.63
million on $1.63 billion of revenue for the three months ended
June 30, 2014, as compared with net income attributable to the
Company of $7.20 million on $1.61 billion of revenue for the same
period last year.

For the six months ended June 30, 2014, the Company reported a net
loss attributable to the Company of $610.82 million on $2.97
billion of revenue as compared with a net loss attributable to the
Company of $195.80 million on $2.96 billion of revenue for the
same period in 2013.

The Company's balance sheet at June 30, 2014, showed $14.75
billion in total assets, $24.06 billion in total liabilities and a
$9.31 billion total shareholders' deficit.

"Our growing digital and events businesses continued their strong
momentum during the quarter, further demonstrating the unique
value that Clear Channel delivers to advertisers through our
diverse set of media assets," chairman and chief executive officer
Bob Pittman said.  "At iHeartRadio, we introduced an even more
personalized listener experience with the release of iHeartRadio
5.0 and grew our registered users by 50% year over year --
surpassing the milestone of 50 million registered users in record
time.  The first-ever iHeartRadio Music Awards, broadcast live on
NBC, was a huge success -- attracting more than 65 million votes
through Twitter and Facebook, with #iHeartAwards trending #1 on
Twitter throughout the night and number one for Nielsen's Twitter
TV ratings for the entire week.  In addition, we showcased the
vision and innovation of our entire company to some of the world's
largest brands and agencies at the Cannes Lions International
Festival of Creativity last month, while several of our clients --
including British Airways -- earned prestigious awards."

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

                         http://is.gd/QcJm7T

                 About Clear Channel Communications

San Antonio, Texas-based Clear Channel Communications, Inc., an
indirect subsidiary of CC Media Holdings, Inc. (OTCBB: CCMO), is
one of the leading global media and entertainment companies
specializing in radio, digital, outdoor, mobile, live events, and
on-demand entertainment and information services for local
communities and providing premier opportunities for advertisers.

CC Media Holdings Inc. -- http://www.ccmediaholdings.com/-- is a
global media and entertainment company.  Its businesses include
radio and outdoor displays.

Clear Channel reported a net loss attributable to the Company of
$606.88 million in 2013, a net loss attributable to the Company of
$424.47 million in 2012 and a net loss attributable to the Company
of $302.09 million in 2011.

                         Bankruptcy Warning

"If our and our subsidiaries' cash flows from operations,
refinancing sources and other liquidity-generating transactions
are insufficient to fund our respective debt service obligations,
we may be forced to reduce or delay capital expenditures, sell
material assets or operations, or seek additional capital.  We may
not be able to take any of these actions, and these actions may
not be successful or permit us or our subsidiaries to meet the
scheduled debt service obligations.  Furthermore, these actions
may not be permitted under the terms of existing or future debt
agreements."

"The ability to refinance the debt will depend on the condition of
the capital markets and our financial condition at such time.  Any
refinancing of the debt could be at higher interest rates and
increase debt service obligations and may require us and our
subsidiaries to comply with more onerous covenants, which could
further restrict our business operations.  The terms of existing
or future debt instruments may restrict us from adopting some of
these alternatives.  These alternative measures may not be
successful and may not permit us or our subsidiaries to meet
scheduled debt service obligations.  If we or our subsidiaries
cannot make scheduled payments on indebtedness, we or our
subsidiaries, as applicable, will be in default under one or more
of the debt agreements and, as a result we could be forced into
bankruptcy or liquidation," the Company said in its annual report
for the year ended Dec. 31, 2013.

                           *     *     *

In May 2013, Moody's Investors Service said that Clear Channel's
upsize of the term loan D to $4 billion from $1.5 billion will not
impact the Caa1 facility rating assigned.  Clear Channel's
Corporate Family Rating is unchanged at Caa2.  The outlook remains
stable.

In May, Standard & Poor's Ratings Services also announced that its
issue-level rating on San Antonio, Texas-based Clear Channel's
senior secured term loan remains unchanged at 'CCC+' following the
company's upsize of the loan to $4 billion from $1.5 billion.  The
rating on parent company CC Media Holdings remains at 'CCC+' with
a negative outlook, which reflects the risks surrounding the long-
term viability of the company's capital structure.


CLEARWATER PAPER: Moody's Rates New $300MM Unsecured Notes 'Ba2'
----------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to Clearwater
Paper Corporation's proposed $300 million senior unsecured note
offering maturing 2024. The company's Ba2 corporate family rating,
Ba2-PD probability of default rating and other ratings remain
unchanged. Proceeds of the debt offering, plus cash and drawings
under the company's revolving credit facility, will be used to
repay the company's $375 million 7.125% senior unsecured notes
which mature in 2018. The outlook remains stable.

Assignments:

Issuer: Clearwater Paper Corporation

Senior Unsecured Regular Bond/Debenture, Assigned Ba2

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

"The refinancing is essentially leverage neutral, but will improve
the company's interest coverage with the anticipated lower coupon
and will modestly improve the company's debt maturity profile,"
noted Ed Sustar, Moody's Vice President. "While liquidity will
weaken as a result of the use of cash and draw on the existing
revolver, Moody's view is that liquidity remains good and will
improve as the company continues to generate positive free cash
flow."

Ratings Rationale

The proposed notes will rank equally with Clearwater's existing
$275 million senior unsecured notes due 2023. The company's Ba2
senior unsecured rating incorporates the noteholders' position
behind the company's $125 million asset-backed revolver (unrated).
All the ratings are subject to the conclusion of the proposed
transaction and Moody's review of final documentation.

Clearwater's Ba2 corporate family rating reflects the company's
significant position as one of the leading North American
producers of private label tissue products and bleached
paperboard. The rating incorporates the relative demand stability
of the high-end tissue and paper packaging markets and
expectations of adjusted leverage of about 3x. The rating also
reflects the company's vulnerability to larger and financially
stronger branded tissue producers in the highly competitive
consumer products industry.

Clearwater has good liquidity (SGL-2) supported by approximately
$82 million in cash and short term investments as of June 2014,
almost full availability under a $125 million revolving credit
facility that matures in 2016 and our expectations of
approximately $50 million of cash generation over the next four
quarters. The company does not face any significant near term debt
maturities. A minimum fixed charge covenant ratio is the only
financial test requirement under the credit facility and is
triggered when availability under the facility falls below 12.5%
of facility size. Moody's expect Clearwater will remain in
compliance over the near term. The company's fixed assets are
mostly unencumbered.

The stable rating outlook reflects our expectation that
Clearwater's end markets will remain stable and that the company's
normalized operating and financial performance will be in line
with its rating. An upgrade may be considered if normalized
adjusted Debt to EBITDA is expected to be sustained below 3x and
(RCF-CapEx)/TD exceeds 10%. Should our expectation of leverage
increase above 4x, or if liquidity arrangements deteriorate
significantly, the rating may be susceptible to downwards
pressure.

The principal methodology used in this rating was the Global Paper
and Forest Products Industry published in October 2013. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

Headquartered in Spokane Washington, Clearwater is a leading North
American producer of private label tissue products and bleached
paperboard.


CYCLONE POWER: Inks Separation Agreement with Unit
--------------------------------------------------
Cyclone Power Technologies, Inc., signed a separation agreement
with its 74% owned subsidiary, WHE Generation, Corp.

The Agreement provides the foundation by which WHE GEN plans to
raise approximately $2.35 million in new funding, and structure
its business moving forward.  That funding is anticipated to occur
in two rounds - the first in the amount of $350,000 pursuant to
several 12-month, 6% interest rate Promissory Notes which are
convertible into WHE GEN common stock at a price of $.12 per
share.  The second round will occur subsequent to the closing of
the Notes, and be in the aggregate amount of up to $2 million of
common stock of WHE GEN at a forecasted price of $.27 per share.
Upon the closing of at least $1 million in the second round, the
Notes will automatically convert.  The two financings must be
completed by Sept. 30, 2014, or else the Company may terminate the
Agreement.

Upon the successful closing of WHE GEN's contemplated financings,
Cyclone is expected to receive $175,000 in license and consulting
fees and retire its senior secured debt, including termination all
of security interests and liens on its assets.  Under the
Agreement Cyclone also transferred to WHE GEN other accounts
payable of approximately $200,000 and $300,000 in contract
liabilities.

Cyclone may raise $500,000 in additional capital from the sale of
a portion of its WHE GEN equity holdings to further reduce
existing debt and provide operating capital.  It will retain a
minority equity interest in WHE GEN estimated between 12% and 23%
depending on the size of the several capital raises, which
remaining amount it has agreed to distribute to Cyclone
shareholders when and if WHE GEN files a registration statement
with the Securities and Exchange Commission, and subject to
applicable law.

Cyclone and WHE GEN also amended its 2010 License Agreement to
provide Cyclone with on-going 5% royalties from WHE GEN's sale of
engines utilizing the licensed technology.  This License is 20
years with two 10-year extensions.  It is worldwide in territory
and exclusive for the specific applications of stationary waste
heat recovery (WHR) and waste-to-power (WtP).

In connection with these transactions, Christopher Nelson resigned
as President of Cyclone to assume the position of chief executive
officer of WHE GEN.  Cyclone's Board appointed Frankie Fruge as
his replacement.  Joel Mayersohn has also resigned as a director
of the Company to become a director of WHE GEN.

Cyclone's Board received a Fairness Opinion and Valuation Report
from a certified valuation expert in connection with the
Separation Agreement and funding structures.  In the opinion of
the expert, the transactions were deemed to be fair to Cyclone's
shareholders from a financial perspective.  The transactions were
approved by the unanimous vote of the Board of the Company,
including a majority whom are considered independent under SEC
rules.

Those securities which may ultimately be offered will not be or
have not been registered under the Securities Act of 1933, and may
not be offered or sold in the United States absent registration or
an applicable exemption from registration.

                        About Cyclone Power

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

Cyclone Power reported a net loss of $3.79 million on $715,382 of
revenues for the year ended Dec. 31, 2013, as compared with a net
loss of $3 million on $1.13 million of revenues for the year ended
Dec. 31, 2012.  The Company's balance sheet at March 31, 2014,
showed $1.37 million in total assets, $3.62 million in total
liabilities and a $2.25 million total stockholders' deficit.

Mallah Furman, in Fort Lauderdale, Florida, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company's dependence on outside financing, lack of
sufficient working capital, and recurring losses raises
substantial doubt about its ability to continue as a going
concern.


DETROIT, MI: Judge Trims Disputes for August Bankruptcy Trial
-------------------------------------------------------------
Steven Church, writing for Bloomberg News, reported that the
federal judge overseeing Detroit's record $18 billion bankruptcy
is trying to reduce the number of legal disputes he must resolve
before the start of trial on the city's debt-adjustment plan next
month.  According to the Bloomberg report, U.S. Bankruptcy Judge
Steven Rhodes has begun two days of hearings on about a half-dozen
technical matters raised by opponents of the bankruptcy, including
whether the counties surrounding Detroit have a right to challenge
the city's plan.  By culling the issues, Judge Rhodes is seeking
to focus the trial on disputes over the basic facts underlying the
city's proposal, the Bloomberg report related.

Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reported on July 23 that Martha Kopacz, the bankruptcy court's
chosen expert on the feasibility of Detroit's debt-adjustment
plan, spotted several weaknesses in city government that she said
need to be improved to ensure there's no second default.

Ms. Kopacz, a senior managing partner at Phoenix Management
Services LLC, has filed a report with the court concluding that
Detroit "will be able to sustainably provide basic municipal
services? under its plan, Mr. Rochelle related.  She also said the
city will be able "to meet the obligations contemplated in the
plan without the significant probability of default,? Mr. Rochelle
added.  Ms. Kopacz will testify at the plan-approval trial set to
start Aug. 14, Mr. Rochelle said.

                  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.

The Hon. Steven Rhodes oversees the bankruptcy case.  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.  Lazard Freres & Co. LLC serves as the Retiree Committee's
financial advisor.


DETROIT, MI: Institute of Arts Secures $26.8MM for Bargain
----------------------------------------------------------
Reuters reported that Detroit Institute of Arts said it has
secured another $26.8 million in pledged donations to cover its
portion of the "grand bargain" intended to help Detroit emerge
from bankruptcy while sparing a sale of the museum's art works.

According to Reuters, the biggest pledge, of $10 million, came
from Roger S. Penske and his transportation services company
Penske Corp, followed by $5 million from DTE Energy, and $5
million from Quicken Loans and the Rock Ventures Family of
Companies, the Detroit companies founded by Dan Gilbert.  Blue
Cross Blue Shield of Michigan pledged $2.5 million, while Michigan
retail chain Meijer, Comerica Bank and JPMorgan Chase & Co each
promised $1 million, Reuters related.  Consumers Energy will give
$800,000 and the Delta Air Lines Foundation $500,000, Reuters
further related, citing the art museum.

                  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.

The Hon. Steven Rhodes oversees the bankruptcy case.  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.  Lazard Freres & Co. LLC serves as the Retiree Committee's
financial advisor.


DOMINIC A. GORNIAK: FirstMerit Bank Has Green Light to Foreclose
----------------------------------------------------------------
FIRSTMERIT BANK, N.A., a national banking association, Plaintiff,
v. CHICAGO TITLE LAND TRUST COMPANY, et al., Defendant(s).
United States District Court, N.D. Illinois, Eastern Division,
Case No. 1:13-CV-08570 (N.D. Ill.), seeks to foreclose a mortgage
and a judgment lien on property located at 38 West End Drive,
Gilberts, Illinois owned by Chicago Title Land Trust Company, as
trustee under agreement dated March 12, 1999 and known as Trust
No. 1106930, as Borrower.  The Mortgage secures debt that is due
and owing pursuant to a Loan to the Borrower.  The Borrower is
currently in default under the Loan, and has failed to pay all
obligations due and owing from Borrower to FirstMerit with respect
to the Loan.  Each of Dominic A. Gorniak and Barbara J. Gorniak,
as Guarantors, and Gilberts Industrial Condominium Association, an
Illinois not-for-profit corporation, may also hold or claim
interests in the Property.

FirstMerit Bank, N.A., a national banking association, is the
successor in interest to the Federal Deposit Insurance
Corporation, as receiver for Midwest Bank and Trust Company,
successor in interest to Royal American Bank.

In a July 22, 2014 decision available at http://is.gd/j7isKwfrom
Leagle.com, District Judge John Z. Lee:

     1. finds that the Gorniaks have no equity in the property and
the property is not necessary for an effective reorganization.

     2. grants FirstMerit's Motion for Entry of Default Judgment
and Judgment of Foreclosure and Sale with respect to:

        (a) the property located at 38 W. End, Gilberts, Illinois.
FirstMerit may pursue all remedies available in law or equity to
enforce its liens, security interests, and other rights in or
against the Gilberts Property, including, but not limited to, the
right to foreclose the interests of the Debtors and the Chicago
Title Land Trust Company as trustee under the agreement dated
March 12, 1999 and known as Trust No. 1106930, and the right to
sell or otherwise dispose of the Gilberts Property pursuant to
applicable state law.

        (b) the properties located at 1000-1001 Apache Court, Fort
Atkinson, Wisconsin, 1002 Apache Court, Fort Atkinson, Wisconsin,
1005 Apache Court, Fort Atkinson, Wisconsin, 1120 Seminole Drive,
Fort Atkinson, Wisconsin, and all property owned by the Debtors
and located in Chippewa County, Wisconsin.  FirstMerit may pursue
all remedies available in law or equity to enforce its liens,
security interests, and other rights in or against these
properties, including, but not limited to, the right to foreclose
the interests of the Debtors and the right to sell or otherwise
dispose of the properties pursuant to applicable state law.

        (c) the Game Farm Animals and the Game Farm Equipment
located at the Chippewa County Property.  FirstMerit may pursue
all remedies available in law or equity to enforce its liens,
security interests, and other rights in or against the Game Farm
Animals and Game Farm Equipment, including, but not limited to,
the right to foreclose the interests of the Debtors and the right
to sell or otherwise dispose of the Game Farm Animals and Game
Farm Equipment pursuant to applicable state law.

     3. permits FirstMerit to immediately proceed with its
remedies against the all of the properties, the Game Farm Animals,
and the Game Farm Equipment, without further delay.

FirstMerit Bank, N.A., a national banking association, is
represented by:

     Gus Anthony Paloian, Esq.
     James B. Sowka, Esq.
     Bret M Harper, Esq.
     Jason Jon DeJonker, Esq.
     Seyfarth Shaw LLP
     131 South Dearborn Street, Suite 2400
     Chicago, IL  60603-5577
     Tel: (312) 460-5936
     E-mail: gpaloian@seyfarth.com
             jsowka@seyfarth.com
             bharper@seyfarth.com
             jdejonker@seyfarth.com

Dominic A. Gorniak and Barbara J. Gorniak filed a joint Chapter 11
petition (Bankr. W.D. Wis. Case No. 13-15827) on December 6, 2013.


DUTCH GOLD: Inks License Agreement with Abba Medix
--------------------------------------------------
Dutch Gold Resources, Inc., had entered into an agreement with
Abba Medix Corporation, granting Abba Medix a license to sell and
distribute Company's products in Canada and other countries.  The
agreement is available for free at http://is.gd/XJ0azy

                           About Dutch Gold

Based in Atlanta, Ga., Dutch Gold Resources, Inc. (OTC: DGRI)
-- http://www.dutchgoldresources.com/-- is a junior gold miner
focused on developing its existing mining properties in North
America and acquiring and developing new mines that can enter into
production in 12 to 24 months.

After auditing the 2011 results, Hancock Askew & Co., LLP, in
Norcross, Georgia, noted that the Company has limited liquidity
and has incurred recurring losses from operations and other
conditions exist which raise substantial doubt about the Company's
ability to continue as a going concern.

The Company reported a net loss of $4.58 million on $0 of sales in
2011, compared with a net loss of $3.69 million on $0 of revenue
in 2010.  The Company's balance sheet at Sept. 30, 2012, showed
$2.65 million in total assets, $7.17 million in total liabilities
and a $2.23 million total stockholders' deficit.


EASTSIDE COMMERCIAL: Community & Southern Assumes All Deposits
--------------------------------------------------------------
Eastside Commercial Bank, Conyers, Georgia, was closed July 18 by
the Georgia Department of Banking & Finance, which appointed the
Federal Deposit Insurance Corporation (FDIC) as receiver. To
protect the depositors, the FDIC entered into a purchase and
assumption agreement with Community & Southern Bank, Atlanta,
Georgia, to assume all of the deposits of Eastside Commercial
Bank.

The two branches of Eastside Commercial Bank reopened as branches
of Community & Southern Bank during their normal business hours.
Depositors of Eastside Commercial Bank will automatically become
depositors of Community & Southern Bank. Deposits will continue to
be insured by the FDIC, so there is no need for customers to
change their banking relationship in order to retain their deposit
insurance coverage up to applicable limits. Customers of Eastside
Commercial Bank should continue to use their current branch until
they receive notice from Community & Southern Bank that systems
conversions have been completed to allow full-service banking at
all branches of Community & Southern Bank.

Depositors of Eastside Commercial Bank can continue to access
their money by writing checks or using ATM or debit cards. Checks
drawn on the bank will continue to be processed. Loan customers
should continue to make their payments as usual.

As of March 31, 2014, Eastside Commercial Bank had approximately
$169.0 million in total assets and $161.6 million in total
deposits. In addition to assuming all of the deposits of Eastside
Commercial Bank, Community & Southern Bank agreed to purchase
approximately $104.7 million of the failed bank's assets. In a
separate transaction, the FDIC will enter into an agreement with
State Bank and Trust Company, Macon, Georgia, to purchase $42.6
million of Eastside Commercial Bank's loans. The FDIC will retain
the remaining assets for later disposition.

Customers with questions about the transaction should call the
FDIC toll-free at 1-800-894-5183. The phone number will be
operational this evening until 9:00 p.m.; Eastern Daylight Time
(EDT); on Saturday from 9:00 a.m. to 6:00 p.m., EDT; on Sunday
from noon to 6:00 p.m., EDT; on Monday from 8:00 a.m. to 8:00
p.m., EDT; and thereafter from 9:00 a.m. to 5:00 p.m., EDT.
Interested parties also can visit the FDIC's Web site at
http://www.fdic.gov/bank/individual/failed/eastside.html.

The FDIC estimates that the cost to the Deposit Insurance Fund
(DIF) will be $33.9 million. Compared to other alternatives,
Community & Southern Bank's acquisition was the least costly
resolution for the FDIC's DIF. Eastside Commercial Bank is the
13th FDIC-insured institution to fail in the nation this year, and
the first in Georgia. The last FDIC-insured institution closed in
the state was Sunrise Bank, Valdosta, on May 10, 2013.


ELBIT IMAGING: Closes Settlement Agreement with Bank of Leumi
-------------------------------------------------------------
Elbit Imaging Ltd. announced that following the Court's approval,
the transactions contemplated by the settlement between Company
and Bank Leumi Le Israel B.M. have been consummated.  Under the
settlement, Bank Leumi received ownership of all marketable
securities held in the Company's accounts at Bank Leumi having a
fair value of approximately NIS 8.7 million (based on their quoted
market price).  The Company's net debt (after offset of the
aforementioned marketable securities) to Bank Leumi in the amount
of approximately NIS 38 million was cancelled in exchange for
7,404,119 ordinary shares, NIS 6,507,666 aggregate principal
amount of Series G notes and NIS 3,166,678 aggregate principal
amount of Series H notes of the Company.  The balance of 1,686,003
ordinary shares, NIS 1,481,870 aggregate principal amount of
Series G notes and NIS 721,089 aggregate principal amount of
Series H notes of the Company retained in trust will be cancelled.
As described in the Previous Announcement, the Settlement also
includes a mutual waiver of claims by the Company and Bank Leumi.

                     About Elbit Imaging Ltd.

Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF)
hold investments in real estate and medical companies.  The
Company, through its subsidiaries, also develops shopping and
entertainment centers in Central Europe and invests in and manages
hotels.

Since February 2013, Elbit has intensively endeavored to come to
an arrangement with its creditors.  Elbit has said it has been
hanging by a thread for more than five months.  It has encountered
cash flow difficulties and this burdens its day to day activities,
and it certainly cannot make the necessary investments to improve
its assets.  In light of the arrangement proceedings, and
according to the demands of most of the bondholders, as well as an
agreement that was signed on March 19, 2013, between Elbit and the
Trustees of six out of eight series of bonds, Elbit is prohibited,
inter alia, from paying off its debts to the financial creditors -
- and as a result a petition to liquidate Elbit was filed, and
Bank Hapoalim has declared its debts immediately payable,
threatening to realize pledges that were given to the Bank on
material assets of the Company -- and Elbit undertook not to sell
material assets of the Company and not to perform any transaction
that is not during its ordinary course of business without giving
an advance notice to the trustees.

Accountant Rony Elroy has been appointed as expert for examining
the debt arrangement in the Company.

In July 2013, Elbit Imaging's controlling shareholders, Europe-
Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company
that the Tel Aviv District Court has appointed Adv. Giroa Erdinast
as a receiver with regards to the ordinary shares of the Company
held by Europe Israel securing Europe Israel's obligations under
its loan agreement with Bank Hapoalim B.M.  The judgment stated
that the Receiver is not authorized to sell the Company's shares
at this stage.  Following a request of Europe-Israel, the Court
also delayed any action to be taken with regards to the sale of
those shares for a period of 60 days.  Europe Israel and
Mr. Zisser have also notified the Company that they utterly reject
the Bank's claims and intend to appeal the Court's ruling.

Elbit Imaging reported a loss of NIS1.56 billion on
NIS360.59 million of total revenues for the year ended Dec. 31,
2013, as compared with a loss of NIS483.98 million on NIS418.48
million of total revenues in 2012.  The Company's balance sheet at
Dec. 31, 2013, showed NIS4.56 billion in total assets, NIS4.97
billion in total liabilities and a NIS408.63 million shareholders'
deficit.

Brightman Almagor Zohar & Co., a member firm of Deloitte Touche
Tohmatsu, in Tel-Aviv, Israel, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.


ENERGY FUTURE: Wants Plan Filing Date Extended Until 2015
---------------------------------------------------------
Energy Future Holdings Corp., et al., ask the U.S. Bankruptcy
Court for the District of Delaware to extend until Feb. 23, 2015,
the period by which they have exclusive right to file a Chapter 11
plan and until April 25, 2015, the period by which they have
exclusive right to solicit votes on that plan.

The Debtors said in court papers that they would need the
additional time to engage their stakeholders in discussions
regarding the process for evaluating alternative restructuring
proposals that will facilitate confirmation of a consensual,
value-maximizing plan of reorganization.  The Debtors need to
continue their diligent efforts to reevaluate the Energy Future
Intermediate Holdings Company, LLC, Second Lien DIP Facility and
explore strategic alternatives with other interested parties.

According to Bill Rochelle, the bankruptcy columnist for Bloomberg
News, U.S. Bankruptcy Judge Christopher S. Sontchi has been
putting the brakes on a proposed $1.9 billion financing that's a
lynchpin to effectuating the entire reorganization.  Lenders who
see themselves as a disfavored creditors launched a counterattack
by enlisting NextEra Energy Inc. as part of a group to provide
alternative financing and another reorganization structure for the
Oncor Electric Delivery Company LLC regulated electric
distribution business, Mr. Rochelle said.

A hearing on the extension request is scheduled for Aug. 13, 2014,
at 9:30 a.m. (ET).  Objections are due Aug. 6.

On the same hearing, Judge Sontchi will also decide whether to
extend the time for the Debtors to assume or reject unexpired
leases of non-residential real property through and including Nov.
25.  The Debtors said they have not had the opportunity to fully
assess their re-negotiation, assumption, and rejection options
with respect to their entire pool of unexpired leases.

Mark D. Collins, Esq., Daniel J. DeFranceschi, Esq., Jason M.
Madron, Esq., and William A. Romanowicz, Esq., at Richards, Layton
& Finger, P.A., in Wilmington, Delaware; Richard M. Cieri, Esq.,
Edward O. Sassower, P.C., Esq., Stephen E. Hessler, Esq., and
Brian E. Schartz, Esq., at Kirkland & Ellis LLP, in New York; and
James H.M. Sprayregen, P.C., Esq., Chad J. Husnick, Esq., and
Steven N. Serajeddini, Esq., at Kirkland & Ellis LLP, in Chicago,
Illinois.

            About Energy Future Holdings fka TXU Corp.

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas.  Oncor,
an 80 percent-owned entity within the EFH group, is the largest
regulated transmission and distribution utility in Texas.

The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth.  EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.

On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.

The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS).  The Debtors are seeking to have their cases
jointly administered for procedural purposes.

As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4
billion in book value and total liabilities of $49.7 billion.  The
Debtors have $42 billion of funded indebtedness.

EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal.  The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.

The EFIH unsecured creditors supporting the restructuring
agreement are represented by Akin Gump Strauss Hauer & Feld LLP,
as legal advisor, and Centerview Partners, as financial advisor.
The EFH equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor.  Epiq
Systems is the claims agent.

Wilmington Savings Fund Society, FSB, the successor trustee for
the second-lien noteholders owed about $1.6 billion, is
represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and
Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S.
Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq.,
Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors.  The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring.  The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.


ENERGY FUTURE: To Pursue Alternatives; Cancels Plan Support Deal
----------------------------------------------------------------
In anticipation of their bankruptcy filing, Energy Future Holdings
Corp. and the substantial majority of its direct and indirect
subsidiaries, including Energy Future Intermediate Holding Company
LLC, Energy Future Competitive Holdings Company LLC and Texas
Competitive Electric Holdings Company LLC, on April 29, 2014,
entered into a Restructuring Support and Lock-Up Agreement with
various stakeholders to effect an agreed upon restructuring of the
Reorganizing Entities through a pre-arranged Chapter 11 plan of
reorganization.

On July 24, 2014, pursuant to Section 8.06(c) of the RSA, each of
EFH Corp., EFIH, EFCH, TCEH, EFIH Finance, Inc. and TCEH Finance
Inc. provided a notice of termination of the RSA in accordance
with its terms to the Consenting Parties. The Termination will be
effective five business following delivery of the notice, July 31.

The Reorganizing Entities believe the RSA has provided significant
benefit to the Reorganizing Entities, including, without
limitation:

     (a) enabling the Reorganizing Entities to obtain the
         support of holders of the TCEH first lien secured
         claims for the TCEH debtor-in-possession financing
         facility and the use of cash collateral for 18 months
         without any milestones, and

     (b) providing a framework for the restructuring transactions
         involving EFH Corp. and EFIH described in the RSA,
         which prompted competing proposals (including, among
         others, an alternative proposal from NextEra Energy,
         Inc.).

In cooperation with their various stakeholders, the Reorganizing
Entities have focused (and will continue to focus) on formulating
and implementing an effective and efficient plan of reorganization
for each of the Reorganizing Entities under Chapter 11 of the
Bankruptcy Code that maximizes enterprise value.  Each of the
Reorganizing Entities remains committed to the tax-free spin of
TCEH and its subsidiaries -- TCEH Debtors -- described in the RSA.
Moreover, the TCEH first lien creditors who were party to the RSA
have advised the Reorganizing Entities that, notwithstanding the
RSA Termination, they intend to continue to work cooperatively
with the Reorganizing Entities and other parties in interest to
pursue transactions that can be achieved expeditiously, including
a possible tax-free spin of the TCEH Debtors, which will maximize
the value of the TCEH Debtors' estates and resolve the Chapter 11
Cases.

The Reorganizing Entities are encouraged by the interest in EFIH
and it subsidiaries, including Oncor Electric Delivery Company
LLC.  The Reorganizing Entities intend to conduct a court
supervised bid process with respect to the restructuring of EFH
and EFIH to maximize their respective enterprise values for all
stakeholders.  In addition, EFH and EFIH intend to continue to
negotiate with each party that has submitted bids to date with
respect to the reorganization of EFH and EFIH.

Peg Brickley, writing for Daily Bankruptcy Review, reported that
NextEra is pitching the board of Energy Future Intermediate
Holding Co. on a takeover plan that it claims would mean higher
recoveries for creditors of the Dallas power company, which is
tackling some $42 billion in debt in Chapter 11 bankruptcy.  The
proposal was unveiled in court documents, according to the report.

Ms. Brickley also reported that Edward Sassower, Esq., lawyer for
EFH, said the company is entertaining takeover overtures from
NextEra and others that have expressed an interest in a new deal
for the company.  According to the report, speaking at a
bankruptcy court hearing, Mr. Sassower said EFH considers
NextEra's proposal "very promising," and it gives Energy Future
reason to pause and "take stock of the situation" before forging
ahead with its restructuring strategy.

            EFIH 2nd Lien Notes Settlement Cancelled

On May 9, 2014, EFIH and EFIH Finance Inc. commenced an offer to
purchase the Issuer's 11% Senior Secured Second Lien Notes due
2021 and 11.750% Senior Secured Second Lien Notes due 2022 for
cash as a voluntary settlement with respect to the Issuer's
obligations under the EFIH Second Lien Notes.  The Offer expires
at 5:00 p.m. Eastern Standard Time on July 25, 2014.

Due to the RSA Termination and the transactions contemplated
thereunder, the Issuer will not be able to satisfy certain
conditions to the Offer as of the Expiration Time or thereafter
that are necessary for the consummation of the EFIH Second Lien
Settlement, and the Issuer is unable to waive such conditions. As
a result, the EFIH Second Lien Settlement will not be consummated
after the Expiration Time, and none of the EFIH Second Lien Notes
that have been tendered in the EFIH Second Lien Settlement will be
accepted for purchase and no consideration will be paid or become
payable to holders of EFIH Second Lien Notes who have tendered
their EFIH Second Lien Notes in the EFIH Second Lien Settlement.
All EFIH Second Lien Notes previously tendered and not withdrawn
will be returned or credited back to their respective holders
promptly after the Expiration Time. The Issuer reserves the right
to commence a new tender offer, or to otherwise redeem or
repurchase some or all of the outstanding EFIH Second Lien Notes,
at a later date but is under no obligation to do so.

            About Energy Future Holdings fka TXU Corp.

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas.  Oncor,
an 80 percent-owned entity within the EFH group, is the largest
regulated transmission and distribution utility in Texas.

The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth.  EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.

On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.

The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS).  The Debtors are seeking to have their cases
jointly administered for procedural purposes.

As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4
billion in book value and total liabilities of $49.7 billion.  The
Debtors have $42 billion of funded indebtedness.

EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal.  The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.

The EFIH unsecured creditors supporting the restructuring
agreement are represented by Akin Gump Strauss Hauer & Feld LLP,
as legal advisor, and Centerview Partners, as financial advisor.
The EFH equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor.  Epiq
Systems is the claims agent.

Wilmington Savings Fund Society, FSB, the successor trustee for
the second-lien noteholders owed about $1.6 billion, is
represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and
Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S.
Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq.,
Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors.  The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring.  The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.


ENERGY FUTURE: Separate 401(k) Plan for Oncor Workers Approved
--------------------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware approved a separate 401(k) Plan for Oncor
Electric Delivery Holdings Co.'s employees who participate in
Energy Future Holdings Corp.

As previously reported, the new plan would help reduce
administrative burden on the part of Energy Future.  About 4,000
current and former employees of Oncor participate in Energy
Future's 401(k) plan.  Approximately $626 million or 40% of the
assets in the plan are attributable to these employees.

            About Energy Future Holdings fka TXU Corp.

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas.  Oncor,
an 80 percent-owned entity within the EFH group, is the largest
regulated transmission and distribution utility in Texas.

The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth.  EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.

On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.

The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS).  The Debtors are seeking to have their cases
jointly administered for procedural purposes.

As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4
billion in book value and total liabilities of $49.7 billion.  The
Debtors have $42 billion of funded indebtedness.

EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal.  The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.

The EFIH unsecured creditors supporting the restructuring
agreement are represented by Akin Gump Strauss Hauer & Feld LLP,
as legal advisor, and Centerview Partners, as financial advisor.
The EFH equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor.  Epiq
Systems is the claims agent.

Wilmington Savings Fund Society, FSB, the successor trustee for
the second-lien noteholders owed about $1.6 billion, is
represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and
Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S.
Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq.,
Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors.  The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring.  The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.


ENERGY FUTURE: Indenture Trustee Wants EFC Creditors' Committee
---------------------------------------------------------------
American Stock Transfer & Trust Company, LLC, as successor trustee
to The Bank of New York Mellon Trust Company, N.A., under certain
indentures ask the U.S. Bankruptcy Court for the District of
Delaware to require the appointment of an official committee of
unsecured creditors for Energy Future Holdings Corp.

In its request, American Stock says "not only is the appointment
of an EFH Committee mandatory, but the recent changes to the
circumstances in this case make it advisable for the following
reasons: (i) These cases are among the largest and most
complicated ever filed; (ii) The Restructuring Support Agreement
has been terminated and/or is subject to termination, and thus the
path forward for these cases, especially to unsecured creditors of
EFH, is uncertain; and (iii) As evidenced by the litigation to
date, the path to a resolution of these cases may be highly
contentious and no fiduciary, with sufficient resources and free
of potential conflicts imposed by other interests, has been
appointed pursuant to the provisions of the Bankruptcy Code to
represent the interests of the unsecured creditors of EFH."

A hearing on the request is scheduled for Aug. 13, 2014, at 9:30
a.m.  Objections are due Aug. 6.

The Indenture Trustee is represented by:

         Christopher P. Simon, Esq.
         CROSS&SIMON, LLC
         913 North Market Street, 11th Floor
         Wilmington, DE 19801
         Tel: (302) 777-4200
         Fax: (302) 777-4224
         E-mail: csimon@crosslaw.com

            -- and --

         Amanda D. Darwin, Esq.
         Richard C. Pedone, Esq.
         Erik Schneider, Esq.
         NIXON PEABODY LLP
         100 Summer Street
         Boston, MA 02110
         Tel: (617) 345-1300
         Fax: (855) 739-9081
         E-mail: adarwin@nixonpeabody.com
                 rpedone@nixonpeabody.com
                 eschneider@nixonpeabody.com

            About Energy Future Holdings fka TXU Corp.

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas.  Oncor,
an 80 percent-owned entity within the EFH group, is the largest
regulated transmission and distribution utility in Texas.

The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth.  EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.

On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.

The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS).  The Debtors are seeking to have their cases
jointly administered for procedural purposes.

As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4
billion in book value and total liabilities of $49.7 billion.  The
Debtors have $42 billion of funded indebtedness.

EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal.  The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.

The EFIH unsecured creditors supporting the restructuring
agreement are represented by Akin Gump Strauss Hauer & Feld LLP,
as legal advisor, and Centerview Partners, as financial advisor.
The EFH equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor.  Epiq
Systems is the claims agent.

Wilmington Savings Fund Society, FSB, the successor trustee for
the second-lien noteholders owed about $1.6 billion, is
represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and
Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S.
Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq.,
Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq.

An Official Committee of Unsecured Creditors has been appointed in
the case.  The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors.  The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring.  The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.


ESSAR STEEL: Donlin Recano to Provide Noticing & Website Services
-----------------------------------------------------------------
Donlin, Recano & Company, Inc., an affiliate of American Stock
Transfer & Trust Company, LLC, on July 21 disclosed that it is
providing noticing, website and related services in the Essar
Steel Algoma Inc., et al. Chapter 15 cases.

The Canadian steelmaker filed Chapter 15 petitions in the United
States Bankruptcy Court for the District of Delaware.  The company
listed over $1 billion in assets.

Kirkland & Ellis LLP is counsel for the debtor and Richards,
Layton & Finger, P.A. is local counsel in Wilmington, Delaware.

Case information can be found by visiting DRC's website at:

         http://www.donlinrecano.com/Clients/essar/Index

                            About AST

AST and its affiliates in the Link Group network are providers of
registry services and technology to financial market participants
around the globe.  AST and its affiliate, CST Trust Company (CST),
form the North American division of the Link Group.  Together AST
and CST provide comprehensive stock transfer and employee plan
services to more than 8,000 public issues and over 5.5 million
shareholders.  The division serves clients located throughout
North America and in over 22 foreign countries, ranging in
size from initial public offerings to Fortune 100 companies.

               About Donlin, Recano & Company, Inc.

Founded in 1989, Donlin, Recano & Company is a bankruptcy
administration company that has served over 200 national clients
across a broad range of industries and business sectors.  Working
with counsel, turnaround advisors and the affected company, Donlin
Recano helps organize and guide Chapter 11 clients through
required bankruptcy tasks, including provision of creditor
notification, website-accessible information, formation of
professional call centers, management of claims, balloting,
distribution and other administrative services.

                        About Essar Steel

Essar Steel Algoma Inc. is Canada's second-largest integrated
steel producer.


FIRST DATA: Inks Repricing Amendment to 2007 Credit Agreement
-------------------------------------------------------------
First Data Corporation, on July 18, 2014, entered into a 2014 July
Repricing Amendment to its Credit Agreement, dated as of Sept. 24,
2007, as amended several times among the Company, the lenders and
Credit Suisse AG, Cayman Islands Branch, as administrative agent.

Pursuant to the Amendment, the Company incurred an aggregate
principal amount of approximately $4,600 million in new U.S.
dollar denominated term loans and approximately EUR311 million in
new euro denominated term loans maturing on March 24, 2018.  The
interest rate applicable to the 2018 New Term Loans is a rate
equal to, at the Company's option, either (a) LIBOR for deposits
in the applicable currency plus 350 basis points or (b) solely
with respect to term loans denominated in U.S. dollars, a base
rate plus 250 basis points.  The Company used a portion of the
proceeds from the incurrence of the 2018 New Term Loans to repay
its outstanding term loan borrowings maturing on March 24, 2018,
with approximately $350 million in remaining aggregate principal
amount of 2018 New Term Loans to be used for general corporate
purposes.

Pursuant to the Amendment, the Company also incurred an aggregate
principal amount of approximately $1,008 million in new U.S.
dollar denominated term loans maturing on Sept. 24, 2018.  The
interest rate applicable to the 2018B Second New Term Loans is a
rate equal to, at the Company's option, either (a) LIBOR for
deposits in U.S. dollars plus 350 basis points or (b) a base rate
plus 250 basis points.  The Company used the proceeds from the
incurrence of the 2018B Second New Term Loans to repay an equal
amount of its outstanding U.S. dollar denominated term loan
borrowings maturing on Sept. 24, 2018.

Pursuant to the Amendment, the Company also modified certain other
provisions of the Credit Agreement to provide for greater
operational flexibility.

A full-text copy of the 2014 July Repricing Amendment is available
for free at http://is.gd/CHWJKK

                         About First Data

Based in Atlanta, Georgia, First Data Corporation provides
commerce and payment solutions for financial institutions,
merchants, and other organizations worldwide.

First Data reported a net loss attributable to the Company of
$869.1 million in 2013, a net loss attributable to the Company of
$700.9 million in 2012 and a net loss attributable to the Company
of $516.1 million in 2011.

                           *     *     *

The Company carries a 'B3' corporate family rating, with a
stable outlook, from Moody's Investors Service, a 'B' corporate
credit rating, with stable outlook, from Standard & Poor's, and
a 'B' long-term issuer default rating from Fitch Ratings.


FLORIDA GAMING: Liquidation Plan Confirmed by Judge
---------------------------------------------------
Law360 reported that a bankruptcy judge confirmed the liquidation
plan for Casino Miami Jai-Alai's former owner, Florida Gaming
Centers Inc., that is centered on its $155 million sale to its
lead creditor, according to counsel for the unsecured creditors
committee.  According to Law360, no objections were filed against
the plan, which wrapped up about three months after U.S.
Bankruptcy Judge Robert A. Mark approved the sale on April 7 to
Fronton Holdings LLC, an entity formed by lead creditor ABC
Funding LLC, which came out with the winning bid in a bankruptcy
auction for the assets of FGCI.

BankruptcyData reported that the documents filed with the Court
stated: "On and after the Effective Date, the Creditor Trustee
shall be authorized, in his sole and absolute discretion, to take
all actions reasonably necessary to dissolve the Debtors and their
subsidiaries under applicable laws, including the laws of the
jurisdictions in which they may be organized or registered, and to
pay all reasonable costs and expenses in connection with such
dissolutions, including the costs of preparing or Filing any
necessary paperwork or documentation. Whether or not dissolved,
the Debtors shall have no authorization to implement the
provisions of this Plan from and after the Effective Date except
as specifically provided otherwise in the Plan. The Debtors have
selected Soneet R. Kapila to act as creditor trustee commencing on
the Plan's effective date."

                       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.

Bankruptcy Judge Robert A. Mark oversees the case.  The Debtors
are represented by Luis Salazar, Esq. and Jesse R. Cloyd, Esq. at
Salazar Jackson, LLP of Miami, Florida.

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.

Counsel to the Official Joint Committee of Unsecured Creditors are
Glenn D. Moses, Esq., and Paul J. Battista, Esq., at Genovese
Joblove & Battista, P.A., in Miami, Florida.

                           *     *     *

The Debtors have sold their assets to Fronton Holdings, LLC, an
entity established by ABC Funding.  The $140,000,000 purchase
price consisted of a credit bid of $99,907,336 on account
of the Loan Claim and cash in the amount of $40,092,664.  The
Bankruptcy Court approved the sale on April 7, 2014.  The parties
consummated the 363 Sale on April 30.

The Debtors have submitted to the Bankruptcy Court a Disclosure
Statement explaining their Second Amended Joint Plan of
Liquidation dated June 16, 2014.  The Plan serves as a separate
plan of liquidation for each of the Debtors.  The Plan does not
seek to effect a substantive consolidation or other combination of
the separate estates of each Debtor but instead provides that
creditors of each Debtor will be permitted to assert their claims
only against the Debtor(s) which they hold Allowed Claims.


FOOT LOCKER: Moody's Raises Corporate Family Rating to Ba1
----------------------------------------------------------
Moody's Investors Service upgraded Foot Locker, Inc.'s Corporate
Family Rating to Ba1 from Ba2, Probability of Default Rating to
Ba1-PD from Ba2-PD, and the rating on the senior unsecured
debentures to Ba2 from Ba3. The speculative-grade liquidity rating
was affirmed at SGL-1. The ratings outlook is stable.

"Foot Locker has delivered consistent growth in spite of weak mall
traffic and challenges in the teen apparel space," said Moody's
analyst Raya Sokolyanska. "We believe the company's execution
capabilities, near-term support to same store sales from on-going
remodeling initiatives, and a strong athletic footwear innovation
cycle will continue to support earnings going forward."

The upgrade reflects the meaningful improvement in Foot Locker's
operations as a result of good execution on its strategic
initiatives. Over the past several years, the company has created
a more differentiated and targeted consumer offering, closed and
remodeled stores, and enhanced its ecommerce platform and
inventory management. The resulting earnings growth has brought
Foot Locker's credit metrics, including lease-adjusted leverage of
3.8 times as of May 2014, in-line with levels appropriate for the
Ba1 rating category. The upgrade also incorporates Moody's
expectations that the company will maintain leverage at or below
current levels and a low funded debt balance.

Rating Actions:

Issuer: Foot Locker, Inc.

Corporate Family Rating, upgraded to Ba1 from Ba2

Probability of Default Rating, upgraded to Ba1-PD from Ba2-PD

$200 million ($118 million outstanding) senior unsecured
debentures due 2022, upgraded to Ba2 (LGD4) from Ba3 (LGD4)

Speculative-Grade Liquidity Rating, affirmed at SGL-1

Outlook, revised from Positive to Stable

Ratings Rationale

Foot Locker's Ba1 Corporate Family rating reflects its moderate
leverage with debt/EBITDA at 3.8 times as of May 4, 2014, low
level of funded debt, a well-recognized brand name, meaningful
scale, geographic diversification, and very good liquidity. The
rating is constrained by the company's high vendor concentration,
which elevates the impact of any adverse changes in vendor
relationships, and narrow focus on the fashion-sensitive premium
athletic footwear and apparel market. The rating also considers
Foot Locker's current financial policy, which favors share
repurchases and dividends, as well as its high operating leases
that will make it difficult for the company to materially
deleverage further.

The stable outlook reflects Moody's expectations that financial
policies will continue to be shareholder- friendly, including use
of free cash flow for dividends and share repurchases, but that
the company will not incur material additional debt such that
lease-adjusted leverage will remain below 4 times.

An upgrade is unlikely until Foot Locker reduces its reliance on
NIKE (whose products currently account for over two thirds of its
revenue), articulates clear financial targets that would be
consistent with a higher rating, and expands its apparel, women's
and kids' businesses. In addition, an upgrade would require the
company to achieve and maintain lease-adjusted debt/EBITDA below
3.25 times.

The ratings could be downgraded if Foot Locker adopts a more
aggressive financial policy, including debt-financed share
repurchases or acquisitions, or if liquidity worsens. An adverse
change in the company's operating environment could also pressure
the ratings, including a deterioration in its relationship with
NIKE, or a lasting shift in consumer preference away from premium
basketball shoes, which represent an important and high-margin
part of the business. Quantitatively, the ratings could be
downgraded if lease-adjusted debt/EBITDA is sustained above 4
times or EBITA to interest expense falls below 3.5 times.

Foot Locker, Inc. (NYSE: FL) is a specialty athletic retailer
operating more than 3,400 in 23 countries in North America,
Europe, and Asia Pacific, as well as through its e-commerce
channel. Banners include Foot Locker, Footaction, Lady Foot
Locker, Kids Foot Locker, Champs Sports, Runners Point, Sidestep,
Eastbay, SIX:02 and CCS. Revenues for the twelve months ended May
4, 2014 were approximately $6.7 billion.

The principal methodology used in this rating was the Global
Retail Industry published in June 2011. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009
(and/or) the Government-Related Issuers methodology published in
July 2010.


GETTY IMAGES: Bank Debt Trades at 4% Off
----------------------------------------
Participations in a syndicated loan under which Getty Images Inc.
is a borrower traded in the secondary market at 95.66 cents-on-
the-dollar during the week ended Friday, July 25, 2014, according
to data compiled by LSTA/Thomson Reuters MTM Pricing and reported
in The Wall Street Journal.  This represents an increase of 1.15
percentage points from the previous week, The Journal relates.
Getty Images Inc. pays 350 basis points above LIBOR to borrow
under the facility.  The bank loan matures on Oct. 14, 2019, and
carries Moody's B2 rating and Standard & Poor's B rating.  The
loan is one of the biggest gainers and losers among 205 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.


GLACIAL ENERGY: Bankruptcy Stays "Motylinski" Lawsuit
-----------------------------------------------------
Chief District Judge Wilma A. Lewis stayed proceedings in the
lawsuit, MICHAEL MOTYLINSKI, Plaintiff, v. GLACIAL ENERGY (V.I.),
LLC and MARILYN LOBEL, Defendants, Civil Action No. 2013-127
(D.V.I.), following Glacial's bankruptcy filing.

The Plaintiff filed the complaint on December 26, 2013, alleging
that Glacial, his former employer, terminated Motylinski's
employment in violation of Title 29 U.S.C. 2617(a) of the Family
Medical Leave Act, and that the termination constituted wrongful
discharge under Title 24 V.I.C. Sec. 76.  The Complaint further
alleges that Lobel, as Glacial's Chief Financial Officer, was
authorized to act with respect to Plaintiff's employment, and is
an "employer" subject to liability under the FMLA.

The Plaintiff argued that the stay should not be extended to his
claims against Lobel, because she is not a debtor in the
bankruptcy proceedings.  The Defendants countered that the
proceedings should be stayed as to Lobel because Glacial is
contractually obligated to indemnify her against any liability,
legal fees, and costs arising out of these proceedings.

A copy of the Court's July 21 Memorandum Opinion and Order is
available at http://is.gd/eOrjVkfrom Leagle.com.

                    About Gridway Energy

Gridway Energy Holdings, Inc., and its affiliates, including
Glacial Energy Holdings -- providers of electricity and natural
gas in markets that have been restructured to permit retail
competition -- sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Lead Case No. 14-10833) on April 10, 2014.

The Debtors have 200,000 electric residential customers and 55,000
gash residential customers across the U.S.  A large portion of the
customers' energy consumption and revenue is generated in the
northeast U.S., Ohio, Illinois and Texas (collectively accounting
for 80% of revenue), with the remaining portion coming from
California and other states.

The Debtors blamed the bankruptcy due to lower revenue brought by
increased market competition, which caused the Debtors to default
on certain of their obligations.  Gridway defaulted on $60 million
of debt.

Prepetition, the Debtors negotiated a stock purchase transaction
with an interested buyer.  But in March 2014, the purchaser
withdrew from the transaction because of the large amount of debt
that the purchaser would become liable through a stock
transaction.

The Debtors are represented by Michael R. Nestor, Esq., Joseph M.
Barry, Esq., and Donald J. Bowman, Jr., Esq., at Young Conaway
Stargatt & Taylor, LLP; and Alan M. Noskow, Esq., and Mark A.
Salzberg, Esq., at Patton Boggs LLP.  They employed Omni
Management Group, LLC, as claims and notice agent.

Gridway Energy estimated assets of $500 million to $1 billion and
debt of more than $1 billion.

The Creditors' Committee is represented by Sharon Levine, Esq.,
and Philip J. Gross, Esq., at Lowenstein Sandler LLP; and
Frederick B. Rosner, Esq., and Julia B. Klein, Esq., at The Rosner
Law Group LLC.

Vantage is represented in the case by Ingrid Bagby, Esq., David E.
Kronenberg, Esq., Kenneth Irvin, Esq., and Karen Dewis, Esq., at
Cadwalader, Wickersham & Taft LLP, and Jason M. Madron, Esq., at
Richards, Layton & Finger, P.A.


GLOBAL GEOPHYSICAL: Autoseis Inc. Has Until Sept. 24 to File Plan
-----------------------------------------------------------------
The Bankruptcy Court extended Autoseis, Inc.'s exclusive periods
to file a Plan of Reorganization until Sept. 24, 2014, and solicit
acceptances for that Plan until Nov. 19.

As reported in the Troubled Company Reporter on July 21, 2014, the
Debtor, in its application stated that if the request is granted,
the Debtor's plan would be due on Sept. 23.

Since the petition date of March 24, 2014, the Debtor has
undergone litigation with its prepetition lenders regarding DIP
financing.  Ultimately the dispute was resolved, and the Debtor
has been able to focus on operational restructuring.  The Debtor
has also publicly restated its financial statements which were
incorrect due to internal control issues.  The Debtor has also
filed over one thousand pages of Schedules and Statements of
Financial Affairs.  The Debtor also calmed the fears of suppliers
and vendors so that its operations could continue.  Additionally
the Debtor has instituted the equivalent of a Chapter 15 ancillary
proceeding in Colombia in order to stop a prepetition creditor's
attempt to recoup $2.5 million in prepetition debt.

The Debtor submitted that it is now in position to focus on
formulating a Plan.  The Debtor's prepetition noteholders well as
the Official Committee of Unsecured Creditors support a 60-day
extension.

The Debtor contended that it is entitled to an extension for
"cause" pursuant to Sec. 1121(d) of the Bankruptcy Code based on
the significant progress it has made towards reorganization, the
size and complexity of its case, the fact that it is current on
its postpetition obligations, its timely filing of operating
reports, and the fact that it is not seeking the extension as a
means to pressure its creditors.

                     About Global Geophysical

Global Geophysical Services Inc., a provider of seismic data for
the oil and gas drilling industry, sought bankruptcy protection,
intending to reorganize on its own with additional capital or
explore a sale or other transaction.

Based in Missouri City, Texas, Global Geophysical disclosed assets
of $468.7 million and liabilities totaling $407.3 million as of
Sept. 30, 2013.  Liabilities include $81.8 million on a secured
term loan owing to TPG Specialty Lending Inc. and Tennenbaum
Capital Partners LLC.  TPG is the lenders' agent.  Global also
owes $250 million on two issues of 10.5 percent senior unsecured
notes, with Bank of New York Mellon Trust Co. as indenture
trustee.

Global Geophysical and five affiliates, including Autoseis, Inc.
(lead debtor), filed Chapter 11 petitions in Corpus Christi, Texas
(Bankr. S.D. Tex. Lead Case No. 14-20130) on March 25, 2014.

The Debtors are represented by C. Luckey McDowell, Esq., Omar
Alaniz, Esq., and Ian E. Roberts, Esq., at Baker Botts, LLP, in
Dallas, Texas; and Shelby A. Jordan, Esq., and Nathanial Peter
Holzer, Esq., at Jordan, Hyden, Womble, Culbreth, & Holzer, PC in
Corpus Christi, Texas.  Alvarez & Marsal serves as the Debtors'
restructuring advisors, Fox Rothschild Inc. as financial advisor,
and Prime Clerk as claims and noticing agent.

The U.S. Trustee for Region 7, has selected seven creditors to the
Official Committee of Unsecured Creditors.  The Committee tapped
Greenberg Traurig, LLP as counsel; and Lazard Freres & Co. LLC and
Lazard Middle Market LLC, as financial advisors and investment
bankers.

The Ad Hoc Group of Noteholders and the DIP Lenders are
represented by Marty L. Brimmage, Jr., Esq., Charles R. Gibbs,
Esq., Michael S. Haynes, Esq., and Lacy M. Lawrence, Esq., at Akin
Gump Strauss Hauer & Feld LLP.

Prepetition secured lender TPG is represented by David M. Bennett,
Esq., Tye C. Hancock, Esq., and Joseph E. Bain, Esq., at Thompson
& Knight LLP; and Adam C. Harris, Esq., Lawrence V. Gelber, Esq.,
David M. Hillman, Esq., and Brian C. Tong, Esq., at Schulte Roth &
Zabel LLP.


GLOBAL GEOPHYSICAL: May Obtain Up to $5MM in Performance Bonds
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas
authorized Autoseis, Inc., et al., to:

   -- obtain performance bonds, sureties, letters of credit, or
similar securities up to $5 million; and

   -- open an account and establish a corporate credit card
program with Bank of America.

The Court held an expedited hearing on July 22, 2014.

The Debtors, in their application, stated that as routine in their
industry, the Debtors obtain new work through competitive bidding
on contracts offered by potential customers.  In addition to
offering competitive pricing terms and superior service, the
Debtors are often required to provide a letter of credit, surety,
performance bond, or similar security as a condition of submitting
a bid.  The Debtors regularly obtained such forms of financial
assurance prepetition.

In this relation, the Debtors sought Court approval to continue
the practice on a postpetition basis as a way to manage and grow
their businesses flexibly and efficiently.

Debtor Global Geophysical Services, Inc., the pledgor, Bank of
America, N.A., as collateral agent, for itself, FIA Card Services,
N.A. and any other subsidiaries or affiliates of Bank of America
Corporation and its successors and assigns, entered into a
Treasury Management Services Cash Collateral Assignment, Security
and Control Agreement on June 13, 2014, extending indebtedness to
the Debtors, and Bank of America, N.A., as depository under the
Account.

Pursuant to the agreement, among other things:

   1. the pledgor will deposit $160,000 into the account on the
Effective Date;

   2. the pledgor agrees that it will at all times maintain funds
in the account at least equal to $160,000, or such other amount as
the secured party may from time to time in its sole discretion
determine, based upon the amount and types of indebtedness and the
creditworthiness of the Debtors;

   3. the pledgor will deposit any required additional funds in
the account within three business days of any notice by the
secured party to do so; and

   4. requiring or permitting funds in the account does not
constitute a commitment by the secured party to extend credit to
the Debtor.

The Debtors are represented by:

          C. Luckey McDowell, Esq.
          Omar Alaniz, Esq.
          Ian E. Roberts, Esq.
          BAKER BOTTS L.L.P.
          2001 Ross Avenue
          Dallas, TX 75201
          Tel: (214) 953-6500
          Fax: (214) 953-6503
          E-mail: luckey.mcdowell@bakerbotts.com
                  omar.alaniz@bakerbotts.com
                  ian.roberts@bakerbotts.com

               - and -

          Shelby A. Jordan, Esq.
          Nathaniel Peter Holzer, Esq.
          JORDAN, HYDEN, WOMBLE, CULBRETH & HOLZER, P.C.
          Suite 900, Bank of America
          500 North Shoreline
          Corpus Christi, TX 78471
          Tel: (361) 884-5678
          Fax: (361) 888-5555
          E-mail: sjordan@jhwclaw.com
                  pholzer@jhwclaw.com

            About Global Geophysical, Autoseis et al.

Global Geophysical Services Inc., a provider of seismic data for
the oil and gas drilling industry, sought bankruptcy protection,
intending to reorganize on its own with additional capital or
explore a sale or other transaction.

Based in Missouri City, Texas, Global Geophysical disclosed assets
of $468.7 million and liabilities totaling $407.3 million as of
Sept. 30, 2013.  Liabilities include $81.8 million on a secured
term loan owing to TPG Specialty Lending Inc. and Tennenbaum
Capital Partners LLC.  TPG is the lenders' agent.  Global also
owes $250 million on two issues of 10.5 percent senior unsecured
notes, with Bank of New York Mellon Trust Co. as indenture
trustee.

Global Geophysical and five affiliates, including Autoseis, Inc.
(lead debtor), filed Chapter 11 petitions in Corpus Christi, Texas
(Bankr. S.D. Tex. Lead Case No. 14-20130) on March 25, 2014.

The Debtors are represented by C. Luckey McDowell, Esq., Omar
Alaniz, Esq., and Ian E. Roberts, Esq., at Baker Botts, LLP, in
Dallas, Texas; and Shelby A. Jordan, Esq., and Nathanial Peter
Holzer, Esq., at Jordan, Hyden, Womble, Culbreth, & Holzer, PC in
Corpus Christi, Texas.  Alvarez & Marsal serves as the Debtors'
restructuring advisors, Fox Rothschild Inc. as financial advisor,
and Prime Clerk as claims and noticing agent.

Judy A. Robbins, the U.S. Trustee for Region 7, has selected seven
creditors to the Official Committee of Unsecured Creditors.  The
Committee tapped Greenberg Traurig, LLP as counsel; and Lazard
Freres & Co. LLC and Lazard Middle Market LLC, as financial
advisors and investment bankers.

The Ad Hoc Group of Noteholders and the DIP Lenders are
represented by Marty L. Brimmage, Jr., Esq., Charles R. Gibbs,
Esq., Michael S. Haynes, Esq., and Lacy M. Lawrence, Esq., at Akin
Gump Strauss Hauer & Feld LLP.

Prepetition secured lender TPG is represented by David M. Bennett,
Esq., Tye C. Hancock, Esq., and Joseph E. Bain, Esq., at Thompson
& Knight LLP; and Adam C. Harris, Esq., Lawrence V. Gelber, Esq.,
David M. Hillman, Esq., and Brian C. Tong, Esq., at Schulte Roth &
Zabel LLP.


GLOBAL GEOPHYSICAL: Hilco Industrial Approved as Sales Agent
------------------------------------------------------------
The Bankruptcy Court authorized Global Geophysical Services, Inc.,
et al., to employ Hilco Industrial, LLC as marketing and
sales agent.

As reported in the Troubled Company Reporter on June 30, 2014,
Hilco Industrial, together with Alex Lyon & Son Sales Managers and
Auctioneers, Inc., as joint venture partners, has agreed to
provide the Debtors with certain liquidation services regarding
the Debtors' De Minimis Assets, including, but not limited to, the
strategic marketing of the assets to potential buyers, conducting
sales negotiations, and holding sales auctions, as further
discussed herein.  As a general sales strategy, the De Minimis
Assets will be offered in two distinct phases including: a
private-treaty negotiated offering of a specific, mutually agreed-
upon group of assets to strategically chosen potential buyers, to
be followed by a global live and webcast-based auction sale to
sell any remaining assets.  The marketing plan will include, as
applicable, advertising in newspapers, and trade publications, the
development and distribution of a direct mail brochure or
postcard, listing the sales on Hilco's website, distributing e-
mail correspondence to prospects, and making direct contact with
prospective purchasers.  The De Minimis Asset Sale Agent will also
oversee all aspects of managing the sale of the assets including
qualifying prospects, previewing the assets, marshaling and
arranging the assets for sale, lotting and cataloging,
photographing, conducting the auction sale, and supervising the
removal of the assets.

The De Minimis Asset Sales Agent has guaranteed that the Debtors
will not receive less than $2,500,000 (the "Guaranteed Amount") on
account of the sale of the De Minimis Assets.  Upon entry of the
order approving the De Minimis Asset Sales Agent's retention, the
De Minimis Asset Sales Agent will commence its marketing efforts
and, to the extent applicable, relocation of the De Minimis Assets
to the De Minimis Asset Sales Agent's sale yards After the De
Minimis Asset Sales Agent's payment of the Guaranteed Amount to
the Debtors, the De Minimis Asset Sales Agent shall be entitled to
retain all gross sale proceeds up to the Guaranteed Amount and an
additional $110,000.

After these amounts have been satisfied through sales proceeds,
any further proceeds from the sale of assets, including any
buyer's premiums, shall be shared between the Debtors and the De
Minimis Asset Sales Agent, at percentage rates of 80% to the
Debtors and 20% to the De Minimis Asset Sales Agent.

Ian S. Fredericks, vice president and assistant general counsel of
Hilco Trading, LLC, the managing member of Hilco Industrial, LLC,
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.

            About Global Geophysical, Autoseis et al.

Global Geophysical Services Inc., a provider of seismic data for
the oil and gas drilling industry, sought bankruptcy protection,
intending to reorganize on its own with additional capital or
explore a sale or other transaction.

Based in Missouri City, Texas, Global Geophysical disclosed assets
of $468.7 million and liabilities totaling $407.3 million as of
Sept. 30, 2013.  Liabilities include $81.8 million on a secured
term loan owing to TPG Specialty Lending Inc. and Tennenbaum
Capital Partners LLC.  TPG is the lenders' agent.  Global also
owes $250 million on two issues of 10.5 percent senior unsecured
notes, with Bank of New York Mellon Trust Co. as indenture
trustee.

Global Geophysical and five affiliates, including Autoseis, Inc.
(lead debtor), filed Chapter 11 petitions in Corpus Christi, Texas
(Bankr. S.D. Tex. Lead Case No. 14-20130) on March 25, 2014.

The Debtors are represented by C. Luckey McDowell, Esq., Omar
Alaniz, Esq., and Ian E. Roberts, Esq., at Baker Botts, LLP, in
Dallas, Texas; and Shelby A. Jordan, Esq., and Nathanial Peter
Holzer, Esq., at Jordan, Hyden, Womble, Culbreth, & Holzer, PC in
Corpus Christi, Texas.  Alvarez & Marsal serves as the Debtors'
restructuring advisors, Fox Rothschild Inc. as financial advisor,
and Prime Clerk as claims and noticing agent.

The U.S. Trustee for Region 7, has selected seven creditors to the
Official Committee of Unsecured Creditors.  The Committee tapped
Greenberg Traurig, LLP as counsel; and Lazard Freres & Co. LLC and
Lazard Middle Market LLC, as financial advisors and investment
bankers.

The Ad Hoc Group of Noteholders and the DIP Lenders are
represented by Marty L. Brimmage, Jr., Esq., Charles R. Gibbs,
Esq., Michael S. Haynes, Esq., and Lacy M. Lawrence, Esq., at Akin
Gump Strauss Hauer & Feld LLP.

Prepetition secured lender TPG is represented by David M. Bennett,
Esq., Tye C. Hancock, Esq., and Joseph E. Bain, Esq., at Thompson
& Knight LLP; and Adam C. Harris, Esq., Lawrence V. Gelber, Esq.,
David M. Hillman, Esq., and Brian C. Tong, Esq., at Schulte Roth &
Zabel LLP.


GLOBAL GEOPHYSICAL: UHY LLP Approved as Independent Auditor
-----------------------------------------------------------
The Bankruptcy Court authorized Global Geophysical Services, Inc.,
et al., to employ UHY LLP as independent auditor, nunc pro tunc to
June 9, 2014.

As reported in the Troubled Company Reporter on July 22, 2014, UHY
will provide a variety of audit-related services to the Debtors,
including:

   -- auditing the Debtors' consolidated financial statements;

   -- conducting quarterly reviews of the Debtors' unaudited
      interim financial information; and

   -- auditing the Debtors' internal controls over financial
      reporting.

UHY will provide the financial statement audit services to the
Debtors at its standard hourly rates and will seek reimbursement
of all reasonable and necessary out-of-pocket expenses.  UHY's fee
estimate:

   -- Integrated audit of the financial statements, and the
      effectiveness of internal control over the Company's
      financial reporting and review of SEC Form 10-K as of and
      for the year ending Dec. 31, 2014: estimated $480,000 to
      $520,000.

   -- Review of quarterly financial statements included in SEC
      Form 10-Q in accordance with Public Company Accounting
      Oversight Board standards for the quarters ending Mar. 31,
      2014, June 30, 2014, and Sept. 30, 2014: estimated $65,000
      per quarter.

UHY will also provide 401(k) audit services to the Debtors,
including:

   -- audit the financial statements of the Global Geophysical
      Services, Inc. 401(k) Plan; and

   -- perform certain procedures directed at considering
      compliance by the Global Geophysical Services, Inc. 401(k)
      Plan with applicable Internal Revenue Service requirements
      for tax exempt status and ERISA plan qualification
      requirements.

UHY will provide the 401(k) Audit Services at its standard hourly
rates and will seek reimbursement of all reasonable and necessary
out-of-pocket expenses as set forth in the 401(k) Engagement
Letter and the Declaration.  UHY's fee estimate for the 401(k)
Audit Services is approximately $13,500, exclusive of
administrative and other out-of-pocket expenses.

Fees for services under both the financial statement fee structure
and the 401(k) fee structure will generally be based on time
expended at UHY's standard hourly rates.  The range of UHY's
standard hourly rates is:

       Partner                $535 - $560
       Principal              $425 - $515
       Senior Manager         $340 - $400
       Manager                $245 - $285
       Seniors                $180 - $200
       Senior Staff           $155 - $165
       Staff                  $140 - $150

On April 30, 2014, the Debtors paid UHY a cure payment in the
amount of $777,000, the amount necessary to cure the defaults
under and to assume the agreement.  After such payment, UHY had no
claim against the Debtors related to its provision of prepetition
auditing and tax services.

Mark Anderson, partner of UHY, 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.

            About Global Geophysical, Autoseis et al.

Global Geophysical Services Inc., a provider of seismic data for
the oil and gas drilling industry, sought bankruptcy protection,
intending to reorganize on its own with additional capital or
explore a sale or other transaction.

Based in Missouri City, Texas, Global Geophysical disclosed assets
of $468.7 million and liabilities totaling $407.3 million as of
Sept. 30, 2013.  Liabilities include $81.8 million on a secured
term loan owing to TPG Specialty Lending Inc. and Tennenbaum
Capital Partners LLC.  TPG is the lenders' agent.  Global also
owes $250 million on two issues of 10.5 percent senior unsecured
notes, with Bank of New York Mellon Trust Co. as indenture
trustee.

Global Geophysical and five affiliates, including Autoseis, Inc.
(lead debtor), filed Chapter 11 petitions in Corpus Christi, Texas
(Bankr. S.D. Tex. Lead Case No. 14-20130) on March 25, 2014.

The Debtors are represented by C. Luckey McDowell, Esq., Omar
Alaniz, Esq., and Ian E. Roberts, Esq., at Baker Botts, LLP, in
Dallas, Texas; and Shelby A. Jordan, Esq., and Nathanial Peter
Holzer, Esq., at Jordan, Hyden, Womble, Culbreth, & Holzer, PC in
Corpus Christi, Texas.  Alvarez & Marsal serves as the Debtors'
restructuring advisors, Fox Rothschild Inc. as financial advisor,
and Prime Clerk as claims and noticing agent.

The U.S. Trustee for Region 7, has selected seven creditors to the
Official Committee of Unsecured Creditors.  The Committee tapped
Greenberg Traurig, LLP as counsel; and Lazard Freres & Co. LLC and
Lazard Middle Market LLC, as financial advisors and investment
bankers.

The Ad Hoc Group of Noteholders and the DIP Lenders are
represented by Marty L. Brimmage, Jr., Esq., Charles R. Gibbs,
Esq., Michael S. Haynes, Esq., and Lacy M. Lawrence, Esq., at Akin
Gump Strauss Hauer & Feld LLP.

Prepetition secured lender TPG is represented by David M. Bennett,
Esq., Tye C. Hancock, Esq., and Joseph E. Bain, Esq., at Thompson
& Knight LLP; and Adam C. Harris, Esq., Lawrence V. Gelber, Esq.,
David M. Hillman, Esq., and Brian C. Tong, Esq., at Schulte Roth &
Zabel LLP.


GREEN EARTH: Paul Andrecola Reports 39% Equity Stake
----------------------------------------------------
In a Schedule 13D filed with the U.S. Securities and Exchange
Commission, Paul N. Andrecola disclosed that as of May 20, 2014,
he beneficially owned 112,382,603 shares of common stock of
Green Earth Technologies, Inc., representing 39 percent of the
shares outstanding.

On May 20, 2014, the Company issued 100,000,000 Shares to Mr.
Andrecola in consideration for exclusive licenses to certain of
InventeK's intellectual property pursuant to the Intellectual
Property Exclusive License and Distribution Agreement dated as of
May 20, 2014, between the Company, on the one hand, and Mr.
Andrecola and InventeK, on the other hand.

A full-text copy of the regulatory filing is available at:

                        http://is.gd/WxfjFn

                  About Green Earth Technologies

White Plains, N.Y.-based Green Earth Technologies, Inc. (OTC QB:
GETG) -- http://www.getg.com/-- markets, sells and distributes
bio-degradable performance and cleaning products.  The Company's
product line crosses multiple industries including the automotive
aftermarket, marine and outdoor power equipment markets.

Green Earth reported a net loss of $6.59 million on $8.03 million
of net sales for the year ended June 30, 2013, as compared with a
net loss of $11.26 million on $7.38 million of net sales during
the prior year.  The Company's balance sheet at March 31, 2014,
showed $10.30 million in total assets, $26.76 million in total
liabilities and a $16.46 million total stockholders' deficit.

Friedman LLP, in East Hanover, New Jersey, issued a "going
concern" qualification on the consolidated financial statements
for the year ended June 30, 2013.  The independent auditors noted
that the Company's losses, negative cash flows from operations,
working capital deficit, related party note currently in default
and its ability to pay its outstanding liabilities through fiscal
2014 raise substantial doubt about its ability to continue as a
going concern.


GREEN MOUNTAIN: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Green Mountain Management, LLC
        100 Green Mountain Parkway
        Adamsville, AL 35005

Case No.: 14-64287

Type of Business: Environmental Services, Construction/Engineering

Chapter 11 Petition Date: July 25, 2014

Court: United States Bankruptcy Court
       Northern District of Georgia (Atlanta)

Judge: Hon. Barbara Ellis-Monro

Debtor's Counsel: Sage M. Sigler, Esq.
                  ALSTON & BIRD, LLP
                  1201 W. Peachtree Street
                  Atlanta, GA 30309-3424
                  Tel: (404) 881-4531
                  Fax: (404) 253-8561
                  Email: sage.sigler@alston.com

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Daniel B. Cowart, sole member of
Georgia Flattop Partners, LLC, and chairman of Green Mountain
Management, LLC.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
ET Environmental                   Consulting         $203,383
Corporation, LLC

Adams and Reese, LLP               Professional       $154,581
                                   Services

Dan Cowart, Inc.                   Professional       $149,902
                                   Services

Michael J. Selwood                 Consulting          $90,000

Solid Waste Authority of           Waste               $59,828
the City of Adamsville,            Collection
Alabama                            Services

Crumbley Backhoe Service           Equipment Rental    $41,193

Hager Oil Co                       Vendor              $38,559

Veterans Landscaping               Vendor              $28,746
Company, Inc.

Kitchens Kelley Gaynes,            Professional        $28,077
P.C.                               Services

Mintz, Levin, Cohn, Ferris,        Professional        $22,495
Glovsky and Popeo, P.C.            Services

Crusher Works LLC                  Vendor              $15,976

Inertia Machine Corporation        Vendor              $15,826

Scotts's Excavating &              Vendor              $12,097
Hauling, Inc.

Stone & Sons Electrical            Vendor              $11,980
Contractors, Inc.

Tractor & Equipment Company        Vendor              $10,202

M&M Tire and Mechanical            Vendor               $9,326
Services, Inc.

Truckpro - Birmingham              Vendor               $8,996

Cintas                             Vendor               $8,536

Carroll's Truck & Repair Inc.      Vendor               $7,538


Green Worx, LLC                    Vendor               $6,275


GREENCHOICE BANK: FDIC Is Receiver; Providence Assumes Deposits
---------------------------------------------------------------
GreenChoice Bank, fsb, Chicago, Illinois, was closed July 25 by
the Office of the Comptroller of the Currency, which appointed the
Federal Deposit Insurance Corporation (FDIC) as receiver. To
protect the depositors, the FDIC entered into a purchase and
assumption agreement with Providence Bank, LLC, South Holland,
Illinois, to assume all of the deposits of GreenChoice Bank, fsb.

The three branches of GreenChoice Bank, fsb would reopen as
branches of Providence Bank, LLC during their normal business
hours. Depositors of GreenChoice Bank, fsb will automatically
become depositors of Providence Bank, LLC. Deposits will continue
to be insured by the FDIC, so there is no need for customers to
change their banking relationship in order to retain their deposit
insurance coverage up to applicable limits. Customers of
GreenChoice Bank, fsb should continue to use their existing branch
until they receive notice from Providence Bank, LLC that it has
completed systems changes to allow other Providence Bank, LLC
branches to process their accounts as well.

Friday evening and over the weekend, depositors of GreenChoice
Bank, fsb were able to access their money by writing checks or
using ATM or debit cards. Checks drawn on the bank will continue
to be processed. Loan customers should continue to make their
payments as usual.

As of March 31, 2014, GreenChoice Bank, fsb had approximately
$72.9 million in total assets and $71.0 million in total deposits.
In addition to assuming all of the deposits of the failed bank,
Providence Bank, LLC agreed to purchase approximately $67.7
million of the failed bank's assets. The FDIC will retain the
remaining assets for later disposition.

Customers with questions about the transaction should call the
FDIC toll-free at 1-800-894-2927. The phone number will be
operational this evening until 9:00 p.m., Central Daylight Time
(CDT); on Saturday from 9:00 a.m. to 6:00 p.m., CDT; on Sunday
from noon to 6:00 p.m., CDT; on Monday from 8 a.m. to 8 p.m., CDT;
and thereafter from 9:00 a.m. to 5:00 p.m., CDT. Interested
parties also can visit the FDIC's Web site at
http://www.fdic.gov/bank/individual/failed/greenchoice.html

The FDIC estimates that the cost to the Deposit Insurance Fund
(DIF) will be $14.2 million. Compared to other alternatives,
Providence Bank, LLC's acquisition was the least costly resolution
for the FDIC's DIF. GreenChoice Bank, fsb is the 14th FDIC-insured
institution to fail in the nation this year, and the fourth in
Illinois. The last FDIC-insured institution closed in the state
was Valley Bank, Moline, on June 20, 2014.


GUIDED THERAPEUTICS: Granted Additional Key Patent for LuViva
-------------------------------------------------------------
Guided Therapeutics, Inc., announced that U.S. Patent and
Trademark Office granted a new patent with 22 claims that support
the technology behind the LuViva(R) Advanced Cervical Scan.

Patent number 8,781,560 B2 entitled "Method and Apparatus for
Rapid Detection and Diagnosis of Tissue Abnormalities" covers the
use of two types of spectroscopy in conjunction with images of
tissue to detect abnormalities in tissue.  Most importantly, the
inventions described in the patent function as an additional
bridge from theoretical models of tissue spectroscopy to a fully
functional, commercially viable cancer detection system that can
be utilized as a platform for many types of epithelial cancers.

"This is an important patent that extends additional protections
to key aspects of the underlying technology that make LuViva such
a powerful tool in the early detection of disease that leads to
cervical cancer," said Gene Cartwright, chief executive officer of
Guided Therapeutics.  "Our intellectual property creates a
foundation on which we build shareholder value and we will
continue to aggressively develop additional patents in the U.S.
and worldwide."

Guided Therapeutics now holds 21 patents with four additional
patents pending for its light-based biophotonic disease detection
technology.  For more information, visit:

                   www.guidedinc.com/Patents.htm

                     About Guided Therapeutics

Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP)
-- http://www.guidedinc.com/-- is developing a rapid and painless
test for the early detection of disease that leads to cervical
cancer.  The technology is designed to provide an objective result
at the point of care, thereby improving the management of cervical
disease.  Unlike Pap and HPV tests, the device does not require a
painful tissue sample and results are known immediately.  GT has
also entered into a partnership with Konica Minolta Opto to
develop a non-invasive test for Barrett's Esophagus using the
LightTouch technology platform.

Guided Therapeutics reported a net loss attributable to common
stockholders of $10.39 million on $820,000 of contract and grant
revenue for the year ended Dec. 31, 2013, as compared with a net
loss of $4.35 million on $3.33 million of contract and grant
revenue during the prior year.

UHY LLP, in Sterling Heights, Michigan, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company's recurring losses from operations and accumulated
deficit raise substantial doubt about its ability to continue as a
going concern.

                         Bankruptcy Warning

"The Company's capital-raising efforts are ongoing.  If sufficient
capital cannot be raised by the end of 2014, the Company has plans
to curtail operations by reducing discretionary spending and
staffing levels, and attempting to operate by only pursuing
activities for which it has external financial support and
additional NCI, NHI or other grant funding.  However, there can be
no assurance that such external financial support will be
sufficient to maintain even limited operations or that the Company
will be able to raise additional funds on acceptable terms, or at
all.  In such a case, the Company might be required to enter into
unfavorable agreements or, if that is not possible, be unable to
continue operations, and to the extent practicable, liquidate
and/or file for bankruptcy protection," the Company stated in the
Form 10-Q for the quarter ended March 31, 2014.


H&M OIL: Dallas Judge Rules in Suit Against Former Manager
----------------------------------------------------------
Douglas Brickley, Chapter 7 trustee of the bankruptcy estate of
H&M Oil & Gas, LLC, alleged various claims and causes of action
against H&M's former Manager, Leon Greenblatt, III, and H&M's
postpetition lender, Scattered Corporation, including:

     Count 1 -- breach of the Court-approved debtor-in-possession
financing agreement (the "DIP Agreement") against Scattered;

     Count 2 -- negligence and gross negligence against Scattered;

     Count 3 -- alter ego/control theory against Scattered;

     Count 4 -- breach of fiduciary duty against Greenblatt;

     Count 5 -- equitable subordination of claims against
Scattered and Greenblatt;

     Count 6 -- objection to the administrative claim filed by
Greenblatt;

     Count 7 -- alter ego against Greenblatt;

     Count 8 -- fraudulent conveyances under 11 U.S.C. Sec. 548
against Scattered and Greenblatt;

     Count 9 -- fraudulent conveyance under 11 U.S.C. Sec. 544 and
Texas law against Scattered and Greenblatt;

     Count 10 -- recovery of avoided transfers under 11 U.S.C.
Sec. 550 against Scattered and Greenblatt;

     Count 11 -- disallowance of claims under 11 U.S.C. Sec.
502(d) against Scattered and Greenblatt; and

     Count 12 -- recovery of attorneys' fees against Scattered.

In his Second Amended Answer to Original Complaint and
Counterclaim, Greenblatt alleged a counterclaim against the H&M
estate for indemnification under the DIP Agreement and H&M's
Amended Regulations of Limited Liability Company.  Scattered has
alleged no counterclaims against the estate.

The majority of the claims were resolved prior to trial through
either orders on dispositive motions or by voluntary withdrawal by
the Trustee.

The Court held a trial on June 9 to 11, 2014.  At the conclusion
of the trial, the Court directed briefing on several issues raised
at trial.  The last of the post-trial briefs was submitted on June
17, 2014, following which the Court took the matter under
advisement.

The only counts tried by the Court were: (1) as against Scattered,
(Count 1) breach of the DIP Agreement and (Count 12) attorneys'
fees;4 (2) as against Greenblatt, (Count 4) breach of fiduciary
duty, (Count 5) equitable subordination, and (Count 6) objection
to administrative claim; and (3) as against the estate,
Greenblatt's counterclaim for indemnification.

In a July 21, 2014 Memorandum Opinion available at
http://is.gd/u1wRxgfrom Leagle.com, Bankruptcy Judge Barbara J.
Houser ruled that, "Greenblatt is entitled to a judgment in his
favor on his counterclaim for indemnification under the DIP
Agreement in the amount of $448,976.40, plus prospective costs in
the event that such judgment is appealed in the following amounts:
(1) $30,000 for post-trial motions before this Court, (2) $35,000
for an appeal to the district court, (3) $25,000 for an appeal to
the Fifth Circuit, (4) $25,000 for an application for writ of
certiorari to the U.S. Supreme Court, and (5) $15,000 if that writ
is granted, which shall be allowed as an administrative expense
claim against H&M's Chapter 11 bankruptcy estate.  Alternatively,
if the Court erred in allowing Greenblatt's indemnification claim
under the DIP Agreement, Greenblatt is entitled to a judgment in
his favor on his counterclaim for indemnification under the LLC
Regulations in the same amounts, which shall be allowed as a
prepetition general unsecured claim in H&M's bankruptcy case."

The case is, DOUGLAS J. BRICKLEY, CHAPTER 11 TRUSTEE, PLAINTIFF,
v. SCATTERED CORPORATION and LEON A. GREENBLATT, III, DEFENDANTS.
United States Bankruptcy Court, N.D. Texas, Dallas Division, ADV.
PROC. NO. 13-3066-BJ (Bankr. N.D. Tex.).

                          About H&M Oil

H&M Oil & Gas, LLC, filed a Chapter 11 petition (Bankr. N.D. Tex.
Case No. 12-32785) in its hometown Dallas on April 30, 2012.
Another entity, Anglo-American Petroleum Corp. (Case No. 12-32786)
simultaneously filed for Chapter 11.  H&M Oil disclosed
$297,119,773 in assets and $77,463,479 in liabilities as
of the Chapter 11 filing.

H&M Oil is an oil and gas production and development company.
H&M, through its operating company, H&M Resources LLC, is focused
on developing its leases in the Permian basin and Texas panhandle.
Dallas, Texas-based Anglo-American Petroleum --
http://www.angloamericanpetroleum.com/-- is the holding
corporation for H&M Oil.

Judge Barbara J. Houser presides over the case.  The Debtors are
represented by Keith William Harvey, Esq., at Anderson Tobin PLLC,
in Dallas.  Lain Faulkner & Co., PC, serves as financial adviser.

The Debtor filed a Plan in October 2012, designed to pay lender
Prospect Capital Corp. by delivery of crude oil rather than cash.

In November 2012, the bankruptcy judge approved the appointment of
a trustee to replace management.  The advent of a trustee
automatically allows creditors to file reorganization plans.  In
addition to seeking appointment of a trustee, Prospect had been
seeking permission to file a plan competing with H&M's.

Douglas J. Brinkley, of The Claro Group, LLC, has been appointed
as the Chapter 11 trustee.  The U.S. Trustee selected Mr. Brinkley
following after consultation with Keith Harvey, counsel for the
Debtors, and Jason Brookner, counsel for the creditor.


HARLAND CLARKE: Debt Financed Dividend No Impact on Moody's CFR
---------------------------------------------------------------
Moody's says Harland Clarke Holdings Corp.'s $200 million debt
financed dividend will not change the B2 Corporate Family Rating
(CFR) or the B1 rating for the term loan tranches B-2, B-3 and B-4
and senior secured notes due in 2018 and 2020. The senior
unsecured notes due 2021 that will be upsized from $540 million to
$740 million will also remain unchanged at Caa1, but the LGD
changes to LGD5 from LGD6. The outlook remains stable.

Ratings Rationale

The principal methodology used in this rating/analysis was the
Global Publishing Industry published in December 2011. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.

Harland Clarke Holdings Corp., headquartered in San Antonio, TX,
is a provider of check and check-related products, direct
marketing services and customized business and home office
products to financial services, retail and software providers as
well as consumers and small business, and through its Scantron
business, data collection, testing products, scanning equipment
and tracking services to educational, commercial, healthcare and
government entities. M&F Worldwide Corp. ("M&F") acquired check
and related product provider Clarke American Corp. ("Clarke
American") in December 2005 for $800 million and subsequently
acquired the John H. Harland Company ("Harland") in May 2007 for
$1.4 billion. M&F merged Clarke American and Harland to form
Harland Clarke. M&F's remaining publicly traded shares were
acquired by portfolio company, MacAndrews & Forbes Holdings Inc
(MacAndrews) in December 2011. MacAndrews is wholly owned by
Ronald O. Perelman. Harland entered into an agreement to acquire
Valassis Communications, Inc. ("Valassis") in December 2013.
Valassis is headquartered in Livonia, Michigan, provides
promotional and advertising products including Shared Mail,
Neighborhood Targeted, Free Standing Inserts, and International,
Digital Media, & Services (coupon clearing, consulting and
analytic services). Moody's expect revenue of combined companies
to be over $3 billion over the next twelve months.


HERCULES OFFSHORE: Posts $6.6-Mil. Net income in Second Quarter
---------------------------------------------------------------
Hercules Offshore, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income of $6.64 million on $242.96 million of revenue for the
three months ended June 30, 2014, as compared with a net loss of
$27.37 million on $211.45 million of revenue for the same period
in 2013.

For the six months ended June 30, 2014, the Company reported net
income of $26.56 million on $499.69 million of revenue as compared
with net income of $7.78 million on $397.65 million of revenue for
the same period last year.

The Company's balance sheet at June 30, 2014, showed $2.30 billion
in total assets, $1.44 billion in total liabilities and $853.56
million in stockholders' equity.

John T. Rynd, chief executive officer and president of Hercules
Offshore stated, "Second quarter results reflect a general
slowdown in domestic drilling activity, as well as idle time on
certain international rigs.  The slowdown in the U.S. Gulf of
Mexico has largely been driven by significant property transfers
and consolidation among our customer base, which has led to
disruptions in their respective drilling programs.  Our latest
discussions with various domestic customers suggest activity
levels will rebound late this year.  In the meantime, we have
taken proactive measures to reduce costs, including our recent
decision to postpone the regulatory survey on one of our domestic
rigs until visibility improves.  Dayrates remain firm in the U.S.
Gulf of Mexico, as stable crude oil prices support customer
economics.  Our International Offshore segment was impacted by
downtime, due in part to the contract termination on the Hercules
267 in Angola.  Lastly, International Liftboats experienced wide
fluctuations in utilization, principally due to poor weather in
West Africa.  Customer capital spending reductions in Nigeria has
also hindered activity."

"While our third quarter results will likely be impacted by the
current operational challenges, conditions are expected to improve
toward year end.  We are also making progress on the construction
of our newbuild rig, which holds a five year contract with Maersk
Oil.  This award demonstrates how we are able to leverage the
skillset of our organization to advance the Company's strategic
initiatives of expanding our operational footprint and high-
grading our fleet."

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

                         http://is.gd/kGSxar

                         Fleet Status Report

On July 23, 2014, Hercules Offshore posted on its Web site at
www.herculesoffshore.com a report entitled "Hercules Offshore
Fleet Status Report".  The Fleet Status Report includes the
Hercules Offshore Rig Fleet Status (as of July 23, 2014), which
contains information for each of the Company's drilling rigs,
including contract dayrate and duration.  The Fleet Status Report
also includes the Hercules Offshore Liftboat Fleet Status Report,
which contains information by liftboat class for June 2014,
including revenue per day and operating days.  The Fleet Status
Report can be found at http://is.gd/RrLHVf

                       About Hercules Offshore

Hercules Offshore Inc. (NASDAQ: HERO) --
http://www.herculesoffshore.com/-- provides shallow-water
drilling and marine services to the oil and natural gas
exploration and production industry in the United States, Gulf of
Mexico and internationally.  The Company provides these services
to integrated energy companies, independent oil and natural gas
operators and national oil companies.  The Company operates in six
business segments: Domestic Offshore, International Offshore,
Inland, Domestic Liftboats, International Liftboats and Delta
Towing.

Hercules incurred a net loss of $68.11 million in 2013, a net loss
of $127 million in 2012 and a net loss of $76.12 million in 2011.

                           *     *     *

The Troubled Company Reporter said on April 11, 2013, that
Moody's Investors Service upgraded Hercules Offshore, Inc.'s
Corporate Family Rating to B2 from B3.  Hercules' B2 CFR is
supported by its improved cash flow and lower leverage on the back
of increased drilling activity and higher day-rates in the Gulf of
Mexico (GOM)

As reported by the TCR on Nov. 6, 2012, Standard & Poor's Ratings
Services raised its corporate credit rating on Houston-based
Hercules Offshore Inc. to 'B' from 'B-'.  "The upgrade reflects
the improving market conditions in the Gulf of Mexico and our
expectations that Hercules' fleet will continue to benefit," said
Standard & Poor's credit analyst Stephen Scovotti.


HYDROCARB ENERGY: Three Directors Resigned
------------------------------------------
Hydrocarb Energy Corporation disclosed that on July 18, 2014,
Gregory M. Larberg, Paul C. Schillmoller and Pasquale V. Scaturro
resigned as directors of the Company.

On July 20, 2014, the Board appointed Kent Watts as executive
chairman.

Also on July 20, the Board of Directors approved amendments to the
Bylaws to set forth the duties of the executive chairman, giving
him authority over financings, analyst relations, investor
relations, public relations, transfer agent relations, legal
counsel, and the business plan.

The amendments also state that the bylaws may be amended by
majority written consent of shareholders.

                       About Hydrocarb Energy

Hydrocarb Energy, formerly known as Duma Energy Corp, is a
publicly-traded Domestic and International energy exploration and
production company targeting major under-explored oil and gas
projects in emerging, highly prospective regions of the world.
With exploration concessions in Africa, production in Galveston
Bay and Oil Field Services in the United Arab Emirates, the
Company maintain offices in Houston, Texas, Abu Dhabi, UAE and
Windhoek, Namibia.

Duma Energy incurred a net loss of $40.47 million for the year
ended July 31, 2013, a net loss of $4.57 million for the year
ended July 31, 2012, and a net loss of  $10.28 million for the
year ended July 31, 2011.

The Company's balance sheet at April 30, 2014, showed $26.73
million in total assets, $15.22 million in total liabilities and
$11.50 million in total equity.


INTERLEUKIN GENETICS: 2 Directors Elected at Annual Meeting
-----------------------------------------------------------
At the 2014 annual meeting of stockholders of Interleukin
Genetics, Inc., held on July 23, 2014, the stockholders:

   (1) elected Kenneth S. Kornman and Dayton Misfeldt as Class II
       directors to each serve for a three-year term expiring at
       the Company's 2017 annual meeting of stockholders;

   (2) ratified the appointment of Grant Thornton LLP as the
       Company's independent registered public accounting firm for
       the fiscal year ending Dec. 31, 2014; and

   (3) approved, on an advisory basis, the compensation of the
       Company's named executive officers.

                         About Interleukin

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

Interleukin Genetics incurred a net loss of $7.05 million on $2.42
million of total revenue for the year ended Dec. 31, 2013, as
compared with a net loss of $5.12 million on $2.23 million of
total revenue in 2012.

Grant Thornton LLP, in  Boston, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 3, 2013.  The independent auditors noted
that the Company has incurred recurring losses from operations and
has an accumulated deficit that raise substantial doubt about the
Company's ability to continue as a going concern.

The Company's balance sheet at March 31, 2014, showed $7.83
million in total assets, $4.11 million in total liabilities, all
current, and $3.72 million in total stockholders' equity.

                         Bankruptcy Warning

"The amount of cash we generate from operations is currently not
sufficient to continue to fund operations and grow our business.
We expect that our current and anticipated financial resources,
including the proceeds from the May 2013 Private Placement and
assuming the receipt of an additional $5 million in gross proceeds
from the second tranche of the May 2013 Private Placement will be
adequate to maintain our current and planned operations at least
through the next twelve months.  If we do not receive the
additional $5 million from our current investors we will be forced
to seek additional funding sources.  If we are unable to obtain
such funding, we may have to end our operations and seek
protection under bankruptcy laws," the Company said in the
Quarterly Report for the period ended March 31, 2014.


KEMET CORP: Incurs $3.5 Million Net Loss in Second Quarter
----------------------------------------------------------
Kemet Corporation reported a net loss of $3.54 million on $212.88
million of net sales for the quarter ended June 30, 2014, as
compared with a net loss of $35.14 million on $202.05 million of
net sales for the same period in 2013.

As of June 30, 2014, the Company had $838.64 million in total
assets, $620.39 million in total liabilities and $218.25 million
in total stockholders' equity.

"We were pleased that the financial results for the quarter were
consistent with our expectations.  Our operating margins continued
to improve even though revenue, in line with our forecast,
declined slightly from the prior quarter," stated Per Loof,
KEMET's chief executive officer.  "Margins remain our primary
focus now that the majority of our restructuring efforts have
concluded and we expect to see noteworthy improvement in our
operating margins next quarter with continued improvement each
quarter throughout this fiscal year driven by our prior cost
reduction actions," continued Loof.

A full-text copy of the preliminary report is available for free
at http://is.gd/uYA37M

                      Annual Meeting Results

On July 24, 2014, the Company held its annual meeting of
stockholders at which four proposals were voted upon.  The
stockholders:

   (1) elected Frank G. Brandenberg, Joseph V. Borruso and
       Erwin Maddrey, II, as directors to serve for three-year
       terms to expire in 2017;

   (2) ratified the appointment of Ernst & Young LLP as the
       Company's independent registered public accounting firm for
       the fiscal year ending March 31, 2015;

   (3) approved the 2014 Amendment and Restatement of the KEMET
       Corporation 2011 Omnibus Equity Incentive Plan; and

   (4) approved, on an advisory basis, the compensation paid to
       the Company's named executive officers.

The Amended Plan had previously been unanimously approved and
adopted by the Company's Board of Directors, subject to
stockholder approval.  The Amended Plan amends and restates the
2011 KEMET Corporation Omnibus Equity Incentive Plan, in the
following key respects:

   * increases the number of shares authorized for issuance under
     the Original Plan by 2,600,000 shares;

   * allows any unexercised, unconverted or undistributed portion
     of any award made under the under the Original Plan, the 2004
     Long-Term Equity Incentive Plan, the 1995 Executive Stock
     Option Plan and the 1992 Key Employee Stock Option or the
     Amended Plan resulting from termination, expiration or
     forfeiture of such award, any shares subject to any award
     made under the Amended Plan or Prior Plans settled for cash
     and any shares issued pursuant to restricted stock awards
     under the Amended Plan and subsequently reacquired by the
     Company due to termination, expiration or forfeiture of the
     restricted stock award, to be again available for issuance as
     an award under the Amended Plan;

   * limits the number of shares during any fiscal year that may
     be granted to director and non-director participants pursuant
     to options or stock appreciation rights and the number of
     shares that may be earned by director and non-director
     participants with respect to restricted stock awards,
     restricted stock unit awards, performance awards and other
     share-based awards; and

   * subject to certain limited exceptions, imposes a minimum
     vesting period for options and SARs of not less than one year
     from the date of grant.

                            About KEMET

KEMET, based in Greenville, South Carolina, is a manufacturer and
supplier of passive electronic components, specializing in
tantalum, multilayer ceramic, film, solid aluminum, electrolytic,
and paper capacitors.  KEMET's common stock is listed on the NYSE
under the symbol "KEM."

The Company's balance sheet at March 31, 2014, showed $843.01
million in total assets, $620.08 million in total liabilities and
$222.93 million in total stockholders' equity.

                            *     *     *

As reported by the TCR on March 26, 2013, Moody's Investors
Service downgraded KEMET Corp.'s Corporate Family Rating to Caa1
from B2 and the Probability of Default Rating to Caa1-PD from B2-
PD based on Moody's expectation that KEMET's liquidity will be
pressured by maturing liabilities and negative free cash flow due
to the interest burden and continued operating losses at the Film
and Electrolytic segment.

As reported by the TCR on Aug. 9, 2013, Standard & Poor's Ratings
Services lowered its corporate credit rating on Simpsonville,
S.C.-based KEMET Corp. to 'B-' from 'B+'.

"The downgrade is based on continued top-line and margin pressures
and lagging results from the restructuring of the Film &
Electrolytic [F&E] business, which combined with cyclical weak
end-market demand, has resulted in sustained, elevated leverage
well in excess of 5x, persistent negative FOCF, and diminishing
liquidity," said Standard & Poor's credit analyst Alfred
Bonfantini.


KEY SAFETY: Moody's Rates Upsized $525MM 1st Lien Loan 'Ba2'
------------------------------------------------------------
Moody's Investors Service affirmed the rating on new Key Safety
Systems, Inc.'s upsized first lien senior secured bank credit
facilities at Ba2. In a related action, Moody's affirmed Key
Safety's Corporate Family Rating at B1 and lowered the Probability
of Default Ratings to B2-PD from B1-PD. The rating outlook is
stable.

The upsized first lien senior secured bank credit facilities
results from a revision to the company's proposed capital
structure following the acquisition by FountainVest Partners of a
67.9% majority stake in Key Safety from Crestview Partners.  The
upsized amount of the first lien senior secured term loan by $105
million will be used to replace the formerly proposed $100 million
second lien senior secured term loan. Concurrently, the commitment
amount of the proposed first lien senior secured revolving credit
facility will be reduced to $75 million from $80 million. The
revised structure is expected to result in lower interest costs.
See Moody's press release dated 7 July 2014.

The following ratings were affirmed:

  Corporate Family Rating, at B1;

  Upsized $525 million first lien senior secured term loan, at
  Ba2 (LGD2);

  Revised $75 million first lien senior secured revolving credit
  facility, at Ba2 (LGD2)

  Outlook at Stable

The following rating was lowered:

  Probability of Default, to B2-PD from B1-PD;

The following rating was withdrawn:

  B2 (LGD5), for the $100 million second lien senior secured term
  loan.

The ratings for Key Safety under its prior ownership structure
will be withdrawn following the closing of the current
transaction.

Rating Rationale

The lowering of Key Safety's Probability of Default Rating to B2-
PD reflects the change in the company's capital structure to an
all first lien bank transaction. Under this scenario Moody's Loss
Given Default methodology assumes that the bank lenders have a
stronger ability to call a default earlier than under a mixed
capital structure scenario. Under distressed conditions, this
ability helps preserve more enterprise value which may deteriorate
with the passage of time involved in negotiating with other
creditor classes. As a result, the potential for a higher recovery
mitigates the dilution of asset coverage resulting from the
upsizing of the first lien term loan leaving its rating unchanged.

Key Safety Systems, Inc., headquartered in Sterling Heights,
Michigan, primarily designs, engineers and manufactures airbags
and inflators, seat belts, and steering wheels for the global
automotive industry.

The principal methodology used in this rating was Global
Automotive Supplier Industry published in May 2013. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.


KID BRANDS: Committee Opposes DIP Loan From Salus
-------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of Kid Brands, Inc.'s object the Debtors' request to obtain
postpetition financing and use cash collateral, complaining that,
while it does not object to DIP financing that is necessary,
reasonable and adequate, the DIP Facility proposed by the Debtors
is nothing more than a vehicle for Salus Capital Partners to
foreclose on its collateral quickly in a favorable forum, while
simultaneously burdening the Debtors' estates with excessive costs
and encumbering assets that are presently available for general
unsecured creditors.

Law360 said Kid Brands proposes to tap $49 million in DIP
financing from Salus and Sterling National Bank.  The DIP Lenders
were also the lenders on a $60 million revolving credit before
bankruptcy, Bill Rochelle, the bankruptcy columnist for Bloomberg
News, reported.  The U.S. Trustee also objects to giving Salus
liens on lawsuits that weren't already in the collateral package
and called release provisions "broad, open-ended, and wide
reaching," Mr. Rochelle said.

                       About Kid Brands

Based in Rutherford, New Jersey, Kid Brands, Inc., is a designer,
importer, marketer, and distributor of infant and juvenile
consumer products.  Its operating subsidiaries consist of Kids
Line, LLC, CoCaLo, Inc., Sassy, Inc., and LaJobi, Inc.  Providing
"everything but the baby" for a child's nursery, the company sells
infant bedding and accessories under the Kids Line and CoCaLo
brands; nursery furniture under the LaJobi brand; and baby care
items under the Kokopax and Sassy brands.

Citing their inability to raise capital due to contingent
liabilities and operational issues, Kid Brands and six of its U.S.
subsidiaries each filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No.
14-22582) on June 18, 2014.  To preserve the value of their
assets, the Debtors are pursuing a sale of the assets pursuant to
section 363 of the Bankruptcy Code.

As of April 30, 2014, the Debtors had $32.40 million in total
assets and $109.1 million in total liabilities.  As of the
Petition Date, unsecured debts totaled $54 million.

Judge Donald H. Steckroth oversees the cases.  The Debtors have
sought and obtained an order directing joint administration of
their Chapter 11 cases.

Lowenstein Sandler LLP serves as the Debtors' counsel.
PricewaterhouseCoopers LLP is the Debtors' financial advisor.  GRL
Capital Advisors acts as the Debtors' restructuring advisors.
Rust Consulting/Omni Bankruptcy is the Debtors' claims and
noticing agent.


LEO MOTORS: Appoints Jeong Youl Choi as Chief Financial Officer
---------------------------------------------------------------
The Board of Directors of Leo Motors, Inc., appointed Mr. Jeong
Youl Choi to serve as the Company's chief financial officer.  Mr.
Choi currently serves as a member of the Company's Board of
Directors.

Mr. Choi joined the Company in January of 2012.  Currently, Mr.
Choi serves as the chief executive officer of Leo Motors, Co.,
Ltd., one of the Company's Korean branches.  Previously, from 2008
through 2012, Mr. Choi worked as an independent financial
consultant.  Mr. Choi worked as chief executive officer of Neo
Solar, a solar power company, from 2006 to 2007.  Mr. Choi was
chief executive officer of Good EMG, an entertainment company,
from 2007 to 2008.  Mr. Choi helped to stage the A1 Grand prix
Korea, World Motor Racing Challenge for National team, 2007 while
at Good EMG.  Mr. Choi received his degree at the Business School
of Yonsei University.

On July 23, 2014, the Board of Directors of the Company appointed
Mr. Jun Hee Won and Mr. Seok Heo to each serve as members of the
Company's Board of Directors.

Mr. Jun Hee Won joined the Company in 2007 and served as a
research engineer until 2010. Beginning in 2010 and until the
present, Mr. Won has served as chief executive officer of LGM Co.,
Ltd., one of the Company's newly acquired Korean branches.  Mr.
Won received his Bachelor's degree in aerospace engineering and
electronic engineering from Sejong University and his Master's
degree in converging technology from Hansung University.

Mr. Seok Heo founded and served as chief executive officer of
Summer Rain Communication Co., Ltd.  From 2004 until 2006 during
which time he managed on and off line integrated communication
services.  In 2008, Mr. Heo co-founded and, until 2011, served as
chief executive officer of Templicher Game Studio where he managed
and produced on-line gaming systems.  From 2011 until the present
time Mr. Heo worked as a freelance programmer.  Mr. Heo received
his bachelor's degree in computer science from Korea Advanced
Institute of Science and Technology and his Master's degree in
computer science from Yonsei University.

There is no family relationship between either of Mr. Jun Hee Won
or Mr. Seok Heo and any of the Company's other officers and
directors.

Except for the aforementioned appointment and actions, there has
been no transaction or currently proposed transaction, in which
the Company was or is to be a participant and the amount involved
exceeds $120,000, and in which Mr. Won or Mr. Heo had or will have
a direct or indirect material interest since the beginning of the
Company's last fiscal year.

                         About Leo Motors

Headquartered in Hanam City, Gyeonggi-do, Republic of Korea, Leo
Motors, Inc., a Nevada corporation, is currently engaged in the
research and development of multiple products, prototypes and
conceptualizations based on proprietary, patented and patent
pending electric power generation, drive train and storage
technologies.

In 2011, the Company determined its investment in Leo B&T Inc. an
investment account was impaired and recorded an expense of
$4.5 million.  During the 2012 year the Company had a net non
operating income largely from the result of the forgiveness of
debt for $1.3 million.

Leo Motors reported a net loss of $1.24 million on $0 of revenues
for the year ended Dec. 31, 2013, as compared with a net loss of
$1.88 million on $25,605 of revenues during the prior year.  The
Company's balance sheet at March 31, 2014, showed $1.14
million in total assets, $1.80 million in total liabilities and a
$656,382 total deficit.

John Scrudato CPA, in Califon, New Jersey, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has incurred significant losses since inception
of $16,871,850.  This and other factors raise substantial doubt
about the Company's ability to continue as a going concern.


LEO MOTORS: Asher Enterprises Holds 5% Equity Stake
---------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Asher Enterprises, Inc., reported that as of
July 25, 2014, it beneficially owned 971,337 shares of common
stock of Leo Motors, Inc., representing 5 percent of the shares
outstanding.  A copy of the regulatory filing is available for
free at http://is.gd/ksW21W

                         About Leo Motors

Headquartered in Hanam City, Gyeonggi-do, Republic of Korea, Leo
Motors, Inc., a Nevada corporation, is currently engaged in the
research and development of multiple products, prototypes and
conceptualizations based on proprietary, patented and patent
pending electric power generation, drive train and storage
technologies.

In 2011, the Company determined its investment in Leo B&T Inc. an
investment account was impaired and recorded an expense of
$4.5 million.  During the 2012 year the Company had a net non
operating income largely from the result of the forgiveness of
debt for $1.3 million.

Leo Motors reported a net loss of $1.24 million on $0 of revenues
for the year ended Dec. 31, 2013, as compared with a net loss of
$1.88 million on $25,605 of revenues during the prior year.  The
Company's balance sheet at March 31, 2014, showed $1.14
million in total assets, $1.80 million in total liabilities and a
$656,382 total deficit.

John Scrudato CPA, in Califon, New Jersey, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company has incurred significant losses since inception
of $16,871,850.  This and other factors raise substantial doubt
about the Company's ability to continue as a going concern.


LPATH INC: Reports Interim Data From Phase 2a ASONEP Study
----------------------------------------------------------
Lpath, Inc., reported interim results in a Phase 2a single-arm,
open-label trial where ASONEP is being investigated as a treatment
for metastatic renal cell carcinoma in patients that have failed
at least one therapy involving a VEGF inhibitor (e.g., Sutent(R)/
sunitinib maleate) and no more than one mTOR inhibitor (e.g.,
Afinitor(R)/everolimus), with a maximum of three failed treatments
in all.  This patient population is considered "last line," and
the literature suggests cancer progression in this population
within a one-to-two month time frame.

Lpath has enrolled 26 patients in the study.  ASONEP has a
favorable safety profile thus far, with no serious adverse events
(SAEs) deemed to be drug-related.

The first 17 patients were initiated at a dose of 15 mg/kg.  Of
these "lower-dose" patients: 7 had progressive disease at or
before the end of four months; 8 were progression-free at the
four-month mark (with 1 of these patients deemed a partial
responder per Response Evaluation Criteria in Solid Tumors
(RECIST) criteria and with 3 of these patients experiencing
reduced tumor volume, but not enough to be categorized as a
RECIST-based partial responder); and 2 exited the study due to
SAEs unrelated to the drug prior to the four-month mark (and are
not considered evaluable).  Notably, of the 8 patients that were
stable or better as of month four, 2 are now in their fifteenth
month on the study, 1 is in month thirteen, and 1 is in month ten.
An additional patient was stable through month seven, but then
missed six treatments during a vacation, and shortly thereafter
progressed.

The next 9 patients were initiated at a dose of 24 mg/kg.  Of
these higher-dose patients: 4 had progressive disease at or before
the end of four months; 2 were progression-free at the four-month
mark (with 1 of these 2 deemed a partial responder per RECIST
criteria); and the remaining 3 have not yet reached their four-
month mark.

"A bimodal distribution of patients has emerged, whereby half the
patients experience disease progression early, consistent with
their "last line" prognosis, while the other half experience
stable disease, with a number of them still progression-free
beyond one year," said Dario Paggiarino, M.D., chief development
officer of Lpath.  "Based on the safety profile and the promising
results, we have moved beyond the first cohort of 22 evaluable
patients into a second cohort, allowing us to enroll up to a total
of 54 evaluable patients."

"I have been impressed with the preliminary signs of activity that
I am observing with ASONEP," commented Sumanta Pal, M.D., from the
City of Hope in Los Angeles, one of the lead investigators in the
study.  He continued, "The bimodal distribution is promising and
supports an extension of the study.  Furthermore, ASONEP appears
to be well tolerated by the patients, which is not often the case
with experimental cancer drugs."

Extending the study to a second cohort will enable Lpath to
confirm the preliminary results seen to date, as well as provide
additional data as Lpath explores whether a biomarker could be
predictive of activity.  In the interim, Lpath will consider
studying ASONEP (i) in RCC patients as a first-line or second-line
treatment in combination with other drugs and (ii) in patients
with other tumor types, either in combination or as a single
agent.

This clinical trial of ASONEP has been partially funded by a $3.0
million grant from the National Cancer Institute (NCI) under its
Small Business Innovation Research (SBIR) Program.

                         About Lpath, Inc.

San Diego, Calif.-based Lpath, Inc. is a biotechnology company
focused on the discovery and development of lipidomic-based
therapeutics, an emerging field of medical science whereby
bioactive lipids are targeted to treat human diseases.

LPath reported a net loss of $6.56 million in 2013, a net loss of
$2.75 million in 2012 and a net loss of $3.11 million in 2011.
The Company's balance sheet at March 31, 2014, showed $21.63
million in total assets, $6.25 million in total liabilities and
$15.37 million in total stockholders' equity.


MCCLATHCY CO: Posts $91.6 Million Net Income in Second Quarter
--------------------------------------------------------------
The McClatchy Company reported net income from continuing
operations of $91.64 million on $291.95 million of revenues for
the quarter ended June 29, 2014, as compared with net income from
continuing operations of $10.96 million on $301.60 million of
revenues for the quarter ended June 30, 2013.

For the six months ended June 29, 2014, the Company reported net
income from continuing operations of $75.58 million on $572.62
million of revenues as compared with a net loss from continuing
operations of $2.23 million on $590.24 million of revenues for the
six months ended June 30, 2013.

ommenting on McClatchy's 2014 second quarter results, Pat
Talamantes, McClatchy's president and CEO, said, "In the second
quarter we saw a slowdown in print advertising among retail
clients in the quarter.  Still, we continued to see growth in
direct marketing and digital advertising revenues and together
these two sources accounted for 43% of our total advertising
revenue in the quarter.

"We continue to make significant progress with the digital
transformation of our business," Talamantes said.  "For the
quarter, we posted just over 10% growth in total digital-only
revenue, which increases to nearly 14% when excluding
Apartments.com-related advertising revenue from both 2014 and
2013. Our audience metrics also continue to be strong.  Monthly
unique visitors were up 7.7% in the quarter compared to the same
quarter last year and mobile users represented 43.8% of total
monthly unique visitors in the quarter."

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

                        http://is.gd/7YjUEp

                     About The McClatchy Company

Sacramento, Cal.-based The McClatchy Company (NYSE: MNI)
-- http://www.mcclatchy.com/-- is the third largest newspaper
company in the United States, publishing 30 daily newspapers, 43
non-dailies, and direct marketing and direct mail operations.
McClatchy also operates leading local Web sites in each of its
markets which extend its audience reach.  The Web sites offer
users comprehensive news and information, advertising, e-commerce
and other services.  Together with its newspapers and direct
marketing products, these interactive operations make McClatchy
the leading local media company in each of its premium high growth
markets.  McClatchy-owned newspapers include The Miami Herald, The
Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City
Star, The Charlotte Observer, and The News & Observer (Raleigh).

The Company reported net income of $18.80 million for the year
ended Dec. 29, 2013, as compared with a net loss of $144,000 for
the year ended Dec. 30, 2012.  As of Dec. 29, 2013, the Company
had $2.61 billion in total assets, $2.37 billion in total
liabilities, and $240.38 million in stockholders' equity.

                           *     *     *

McClatchy carries a 'Caa1' corporate family rating from Moody's
Investors Service.  In May 2011, Moody's changed the rating
outlook from stable to positive following the company's
announcement that it closed on the sale of land in Miami for
$236 million.  The outlook change reflects Moody's expectation
that McClatchy will utilize the net proceeds to reduce debt,
including its underfunded pension position, which will reduce
leverage by approximately half a turn and lower required
contributions to the pension plan over the next few years.

McClatchy Co. carries a 'B-' Corporate Credit Rating from
Standard & Poor's Ratings Services.


MICRON TECHNOLOGY: Moody's Rates New Senior Unsecured Notes 'Ba3'
-----------------------------------------------------------------
Moody's Investors Service, rated Micron Technology, Inc.'s new
Senior Notes ("Senior Notes") due 2025 at Ba3. Proceeds of the
Senior Notes are being used to refinance all of the 1.875%
Convertible Senior Notes due 2031 ("2031B Notes"), with the
remaining funds building Micron's pool of liquidity for further
debt repayments and other general corporate purposes.

Assignments:

Issuer: Micron Technology, Inc.

Senior Unsecured Regular Bond/Debenture, Assigned Ba3, LGD4

Ratings Rationale

The issuance of the Senior Notes to refinance convertible debt
with a GAAP book value of $86 million, will lead to a modest
increase in debt to EBITDA (Moody's adjusted) to about 1.5x from
1.3x currently (latest twelve months ended May 29, 2014).
Nevertheless, Moody's expect Micron to continue reducing debt over
the next year given Micron's strong free cash flow generation and
cash balance ($4.3 billion at May 29, 2014) [$4.8 billion
including long term marketable investments].

While debt to EBITDA is low relative to many other companies at
the Ba rating level, leverage metrics can increase considerably
during a cyclical downturn or a heavy capital program. The
financial flexibility reflected by this level of leverage and
liquidity is appropriate given the capital intensive and highly
cyclical nature of the memory chip business, though a large
contributor to the revenue cycles historically was the highly
volatile DRAM segment, which now more closely resembles NAND
following the segment's consolidation in 2013.

Micron has good liquidity, based mostly on its $4.3 billion cash
position [$4.8 billion including long term marketable
investments], which provides the ability to maintain capital
expenditures and to make opportunistic acquisitions during
industry downturns. Furthermore, Moody's recognize the flexibility
that Micron exhibited during the last industry downturn (2008-
2009) to temporarily defer capital expenditures, limiting the
negative FCF and thus preserving cash.

The stable outlook reflects Moody's expectation that Micron will
continue to maintain financial leverage below 1.5x (Moody's
adjusted) and improve financial flexibility as revenue and EBITDA
increase due to strong end-market demand, disciplined market
pricing, and Micron's improved operating efficiencies. Moody's
expect that Micron will manage the DRAM production node
transitions and both the NAND node transition and the technology
transition to 3D NAND without material disruption to output
levels.

The rating could be upgraded as Micron both increases gross profit
margin, indicating greater market pricing power, and shows
evidence of improved operational efficiency, such that Moody's
expect that operating margins (Moody's adjusted) will be sustained
above the low digit teens percent through the cycle. Moody's would
expect these improvements to occur within a market environment of
continued stable market pricing and core growth in demand for DRAM
and NAND. Maintenance of very strong liquidity, through access to
cash and generally positive free cash flow, and for Micron to
maintain a financial policy balancing the interests of creditors
and shareholders would also be important considerations for any
possible upgrade.

The ratings could be downgraded if Micron does not execute
successfully on its node transitions in DRAM and NAND, or in its
transition to mass production of 3D NAND. The ratings could also
come under pressure if industry pricing volatility returns to
patterns experienced prior to the industry consolidation in 2013.
If Moody's expect leverage to be sustained above 2.0x EBITDA
(Moody's adjusted), the rating could be downgraded.

The principal methodology used in this rating was Global
Semiconductor Industry Methodology published in December 2012.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

Micron Technology, Inc., based in Boise, Idaho, manufactures and
markets semiconductor devices, principally DRAM, NAND Flash and
NOR Flash memory, as well as other innovative memory technologies,
packaging solutions and semiconductor systems.


MINT LEASING: Sells $158,500 Convertible Note to KBM Worldwide
--------------------------------------------------------------
The Mint Leasing, Inc., on July 9, 2014, sold KBM Worldwide, Inc.,
Convertible Promissory Note in the principal amount of $158,500,
pursuant to a Securities Purchase Agreement, dated the same day.
The Convertible Note bears interest at the rate of 8% per annum
(22% upon an event of default) and is due and payable on April 15,
2015.  All or any portion of the principal amount of the
Convertible Note and all accrued interest is convertible at the
option of the holder thereof into the Company's common stock at
any time following the 180th day after the Convertible Note was
issued.  The conversion price of the Convertible Note is equal to
the greater of (a) $0.00005 per share, and (b) 61% multiplied by
the average of the three lowest trading prices of the Company's
common stock on the ten trading days before any conversion
(representing a discount of 39%).  The conversion price is also
subject dilutive protection as provided in the Convertible Note.

At no time may the Convertible Note be converted into shares of
common stock of the Company if that conversion would result in the
Investor and its affiliates owning an aggregate of in excess of
4.99% of the then outstanding shares of the Company's shares of
common stock.

The Company may prepay in full the unpaid principal and interest
on the Convertible Note, upon notice any time prior to the 180th
day after the issuance date.  Any prepayment is subject to payment
of a prepayment amount ranging from 110% to 135% of the then
outstanding balance on the Convertible Note (inclusive of accrued
and unpaid interest and any default amounts then owing), depending
on when that prepayment is made.

The Company plans to repay the loan prior to any conversion.

Jerry Parish Loan

On July 18, 2014, Jerry Parish, the Company's sole officer and
director and majority shareholder, loaned the Company $240,000
which accrues interest at the rate of 10% per annum, is due and
payable on July 18, 2015, and is evidenced by a Promissory Note.

                         About Mint Leasing

Houston, Texas-based The Mint Leasing, Inc., is in the business of
leasing automobiles and fleet vehicles throughout the United
States.

Mint Leasing reported net income of $3.22 million on $6.45 million
of total revenues for the year ended Dec. 31, 2013, as compared
with a net loss of $238,969 on $9.97 million of total revenues in
2012.  The Company's balance sheet at March 31, 2014, showed
$18.72 million in total assets, $14.78 million in total
liabilities and $3.94 million in total stockholders' equity.

                         Bankruptcy Warning

"We do not currently have any commitments of additional capital
from third parties or from our sole officer and director or
majority shareholders.  We can provide no assurance that
additional financing will be available on favorable terms, if at
all.  If we choose to raise additional capital through the sale of
debt or equity securities, such sales may cause substantial
dilution to our existing shareholders and/or trigger the anti-
dilution protection of the Warrants.  If we are not able to obtain
additional funding to repay the Amended Loan and our other
outstanding notes payable and debt facilities, we may be forced to
abandon or curtail our business plan, which may cause any
investment in the Company to become worthless.  Our independent
auditor has expressed substantial doubt regarding our ability to
continue as a going concern.  If we are unable to continue as a
going concern, we may be forced to file for bankruptcy protection,
may be forced to cease our filings with the Securities and
Exchange Commission, and the value of our securities may decline
in value or become worthless," the Company said in the 2013 Annual
Report.


MOMENTIVE SPECIALTY: 2014 Annual Incentive Plan Okayed
------------------------------------------------------
As previously disclosed on a Current Report on Form 8-K that
Momentive Specialty Chemicals Inc. filed on March 26, 2014, the
Compensation Committee of the Board of Directors of the Company
and the Compensation Committee of the Board of Managers of
Momentive Performance Materials Holdings LLC, the Company's
indirect parent company, approved the 2014 annual incentive
compensation plan for the Company.  The Company's named executive
officers and other specified members of management are eligible to
participate in the Plan.

On July 24, 2014, the MSC Compensation Committee agreed that,
following the audit of the 2014 financial results and the
determination of the achievement of the performance targets under
the Plan, any participant, including each of the Company's named
executive officers, who does not receive a payment of at least 30%
of such participant's target payout, will receive a discretionary
bonus payment in an amount that raises such participant's payout
to 30% of their target payout.  Payment of the Guaranteed Amount
is conditioned upon the participant meeting the employment
requirements described in the Plan.

                     About Momentive Specialty

Momentive Specialty Chemicals, Inc., headquartered in Columbus,
Ohio, is a leading producer of thermoset resins (epoxy,
formaldehyde and acrylic).  The company is also a supplier of
specialty resins for inks and specialty coatings sold to a diverse
customer base as well as a producer of commodities such as
formaldehyde, bisphenol A, epichlorohydrin, versatic acid and
related derivatives.

Momentive Specialty reported a net loss of $634 million on $4.89
billion of net sales for the year ended Dec. 31, 2013, as compared
with net income of $346 million on $4.75 billion of net sales for
the year ended Dec. 31, 2012.  As of March 31, 2014, the Company
had $2.95 billion in total assets, $5.05 billion in total
liabilities and a $2.10 billion total deficit.

                           *     *     *

Momentive Specialty carries a 'B-' issuer credit rating from
Standard & Poor's Ratings Services.  It has 'B3' corporate family
and probability of default ratings from Moody's Investors Service.

As reported by the TCR on May 5, 2014, Moody's Investors Service
affirmed Momentive Specialty Chemicals Inc's (MSC) corporate
family rating (CFR) at B3 but changed the ratings outlook to
negative due to weak credit metrics and the expectation that
credit metrics will not return to levels fully supportive of the
B3 Corporate Family Rating in 2014.


MOTORS LIQUIDATION: GUC Trust Report for June 30 Quarter Filed
--------------------------------------------------------------
Pursuant to the Amended and Restated Motors Liquidation Company
GUC Trust Agreement dated as of June 11, 2012, and between the
parties thereto, as amended, Wilmington Trust Company, acting
solely in its capacity as trust administrator and trustee of the
Motors Liquidation Company GUC Trust, is required to file certain
GUC Trust Reports with the Bankruptcy Court for the Southern
District of New York.

In addition, pursuant to that certain Bankruptcy Court Order
Authorizing the GUC Trust Administrator to Liquidate New GM
Securities for the Purpose of Funding Fees, Costs and Expenses of
the GUC Trust and the Avoidance Action Trust, dated March 8, 2012,
the GUC Trust Administrator is required to file certain quarterly
variance reports as described in the third sentence of Section 6.4
of the GUC Trust Agreement with the Bankruptcy Court.

On July 25, 2014, the GUC Trust Administrator filed the GUC Trust
Report required by Section 6.2(c) of the GUC Trust Agreement
together with the Budget Variance Report, each for the fiscal
quarter ended June 30, 2014.  In addition, the Motors Liquidation
Company GUC Trust announced that no distribution in respect of its
Units is anticipated for the fiscal quarter ended June 30, 2014.
A copy of the Bankruptcy Court filing is available for free at:

                         http://is.gd/0bXpNx

                      About Motors Liquidation

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

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

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

On Dec. 15, 2011, Motors Liquidation Company was dissolved.  On
the Dissolution Date, pursuant to the Plan and the Motors
Liquidation Company GUC Trust Agreement, dated March 30, 2011,
between the parties thereto, the trust administrator and trustee
-- GUC Trust Administrator -- of the Motors Liquidation Company
GUC Trust, assumed responsibility for the affairs of and certain
claims against MLC and its debtor subsidiaries that were not
concluded prior to the Dissolution Date.


NATIONAL FINANCIAL: Moody's Keeps B3 CFR Over Increased Term Loan
-----------------------------------------------------------------
Moody's Investors Service says the ratings of National Financial
Partners Corp. (NFP - corporate family rating B3, probability of
default rating B3-PD) are not affected by its plan to borrow an
incremental $75 million under the accordion feature of its senior
secured term loan. The company plans to use net proceeds to fund
two management contract buyouts, one acquisition, repay existing
revolver borrowings and for general corporate purposes. In
addition to the corporate family rating, Moody's maintains a B2
rating on NFP's senior secured credit facilities and a Caa2 rating
on its senior unsecured notes. The rating outlook for NFP is
stable.

Ratings Rationale

NFP's ratings reflect its expertise and favorable market position
in insurance brokerage, particularly providing employee benefit
plans to mid-sized businesses. NFP's business is well diversified
across products, clients and regions spanning the US and Canada.
These strengths are tempered by the company's aggressive financial
leverage and moderate interest coverage following a leveraged
buyout in July 2013. The rating agency expects that NFP will
continue to pursue a combination of organic revenue growth and
acquisitions, the latter giving rise to integration and contingent
risks.

NFP can absorb the incremental borrowing at its current rating
level based on its continuing revenue growth and fairly steady
EBITDA margins. Giving effect to the proposed borrowing, Moody's
estimates that NFP's pro forma debt-to-EBITDA ratio for the 12
months through March 2014 was approximately 8x when excluding the
unusually high stock-based compensation expense in 2013. The
rating agency views such leverage as aggressive for the rating
category, and expects it to decline gradually as NFP increases its
EBITDA.

NFP's pro forma financing arrangement as of March 31, 2014,
included a $135 million senior secured revolving credit facility
maturing in 2018 (rated B2, unused after giving effect to
repayment), a $940 million senior secured term loan maturing in
2020 (rated B2, includes proposed incremental borrowing of $75
million) and $300 million of senior unsecured notes due in 2021
(rated Caa2).

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

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

Giving effect to the proposed incremental borrowing, NFP's ratings
(and loss given default (LGD) assessments) are as follows:

  Corporate family rating B3;

  Probability of default rating B3-PD;

  Senior secured revolving credit facility maturing in July 2018
  rated B2 (LGD3, 35%);

  Senior secured term loan maturing in July 2020 rated B2 (LGD3,
  35%);

  Senior unsecured notes due in July 2021 rated Caa2 (LGD5, 88%).

The methodologies used in this rating were Global Rating
Methodology for Insurance Brokers and Service Companies published
in February 2012, and Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.

Based in New York City, NFP is a leading provider of benefits,
insurance and wealth management services to middle market
companies, high net worth individuals and independent financial
advisors. The company generated revenue of $1.1 billion for the 12
months through March 2014.


NAVISTAR INTERNATIONAL: Appoints SVP and Corporate Controller
-------------------------------------------------------------
Navistar International Corporation said that Samara Strycker will
join the company on August 4 as senior vice president and
corporate controller.  Strycker will replace Richard Tarapchak,
who is leaving Navistar to pursue other career opportunities after
a distinguished 22-year career at the Company.

Strycker joins Navistar from GE Healthcare where she most recently
served as Americas Regional Controller.  Samara joined GE
Healthcare in 2008 as global assistant controller following a
15-year career at PricewaterhouseCoopers, LLP.  She is a graduate
of Syracuse University and a certified public accountant.

Tarapchak joined Navistar in 1992 as an associate in the Financial
Management Development program and progressed through a number of
Finance & Accounting roles of increasing responsibility at the
company.  Tarapchak served as corporate controller and principal
accounting officer for Navistar since 2010.

"Rich has been a valuable asset to Navistar and the Finance &
Accounting organization for more than 20 years, and we wish him
well in his future endeavors," said Walter Borst, executive vice
president and chief financial officer.  "At the same time, we're
proud to add Samara to the team.  She is a technically skilled,
highly collaborative financial executive who will contribute a
wealth of experience and knowledge to Navistar."

In connection with Ms. Strycker's appointment as senior vice
president and corporate controller, the Company entered into a
letter agreement with Ms. Strycker that establishes her
compensation.  Under this letter agreement, Ms. Strycker is
entitled to:

    (i) a sign on bonus of $175,000, payable in two equal
        installments to make her whole for the loss of unvested
        equity and a potential bonus for fiscal 2014 from her
        prior employer;

   (ii) a base salary of $325,000;

  (iii) an annual incentive target opportunity of 55% of her base
        salary under the Company's annual incentive plan; and

   (iv) a long-term incentive award and other benefits consistent
        with those of other Company executives at her level.

                    About Navistar International

Navistar International Corporation (NYSE: NAV) --
http://www.Navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The Company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

Navistar International reported a net loss attributable to the
Company of $898 million for the year ended Oct. 31, 2013,
following a net loss attributable to the Company of $3.01 billion
for the year ended Oct. 31, 2012.  The Company's balance sheet at
April 30, 2014, showed $7.72 billion in total assets, $11.79
billion in total liabilities and a $4.07 billion total
stockholders' deficit.

                          *     *     *

In the Oct. 9, 2013, edition of the TCR, Moody's Investors Service
affirmed the ratings of Navistar International Corporation,
including the B3 Corporate Family Rating (CFR).  The ratings
reflect Moody's expectation that Navistar's successful
incorporation of Cummins engines throughout its product line up
will enable the company to regain lost market share, and that
progress in addressing component failures in 2010 vintage-engines
will significantly reduce warranty expenses.

As reported by the TCR on Oct. 9, 2013, Standard & Poor's Ratings
Services lowered its long-term corporate credit rating on
Illinois-based truckmaker Navistar International Corp. (NAV) to
'CCC+' from 'B-'.  "The rating downgrades reflect our increased
skepticism regarding NAV's prospects for achieving the market
shares it needs for a successful business turnaround," said credit
analyst Sol Samson.

In January 2013, Fitch Ratings affirmed the Issuer Default Ratings
(IDR) for Navistar International Corporation and Navistar
Financial Corporation at 'CCC' and removed the Negative Outlook on
the ratings.  The removal reflects Fitch's view that immediate
concerns about liquidity have lessened, although liquidity remains
an important rating consideration as NAV implements its selective
catalytic reduction (SCR) engine strategy.  Other rating concerns
are already incorporated in the 'CCC' rating.


NAVISTAR INTERNATIONAL: Amends ABL Credit Agreement with BofA
-------------------------------------------------------------
Navistar, Inc., on July 3, 2014, entered into an Amendment No. 2
to (a) the Amended and Restated ABL Credit Agreement, dated as of
Aug. 17, 2012, among Navistar, the Lenders from time to time party
thereto, and Bank of America, N.A., as Administrative Agent, and
(b) the Amended and Restated Security Agreement, dated as of
Aug. 17, 2012, between the Borrower and the ABL Agent, pursuant to
which:

   (i) the borrowing base was amended to remove used truck
       inventory;

  (ii) the calculation of availability was revised to include cash
       collateral posted to support outstanding designated letters
       of credit, subject to a $40,000,000 cap; and

(iii) the cash management provisions were amended to reflect
       intercreditor arrangements with respect to a proposed
       financing with Navistar Financial Corporation secured by a
       first priority lien on used truck inventory (and certain
       related assets).

In connection with the removal of used truck inventory from the
borrowing base, certain adjustments were made to the covenants to
reflect that those assets were no longer included in the borrowing
base.  The ABL amendment also provides for a 1.00% reduction in
the amount of the participation fee with respect to designated
letters of credit in the event that all outstanding letters of
credit are in excess of $50,000,000, that reduction applying only
to the portion of designated letters of credit in excess of
$50,000,000 for all outstanding letters of credit.  The Borrower
paid a fee of $175,000 to its asset based lenders in connection
with the ABL Amendment.

A full-text copy of the Amended ABL Credit Agreement is available
for free at http://is.gd/dxHRK8

                    About Navistar International

Navistar International Corporation (NYSE: NAV) --
http://www.Navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The Company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

Navistar International reported a net loss attributable to the
Company of $898 million for the year ended Oct. 31, 2013,
following a net loss attributable to the Company of $3.01 billion
for the year ended Oct. 31, 2012.  The Company's balance sheet at
April 30, 2014, showed $7.72 billion in total assets, $11.79
billion in total liabilities and a $4.07 billion total
stockholders' deficit.

                          *     *     *

In the Oct. 9, 2013, edition of the TCR, Moody's Investors Service
affirmed the ratings of Navistar International Corporation,
including the B3 Corporate Family Rating (CFR).  The ratings
reflect Moody's expectation that Navistar's successful
incorporation of Cummins engines throughout its product line up
will enable the company to regain lost market share, and that
progress in addressing component failures in 2010 vintage-engines
will significantly reduce warranty expenses.

As reported by the TCR on Oct. 9, 2013, Standard & Poor's Ratings
Services lowered its long-term corporate credit rating on
Illinois-based truckmaker Navistar International Corp. (NAV) to
'CCC+' from 'B-'.  "The rating downgrades reflect our increased
skepticism regarding NAV's prospects for achieving the market
shares it needs for a successful business turnaround," said credit
analyst Sol Samson.

In January 2013, Fitch Ratings affirmed the Issuer Default Ratings
(IDR) for Navistar International Corporation and Navistar
Financial Corporation at 'CCC' and removed the Negative Outlook on
the ratings.  The removal reflects Fitch's view that immediate
concerns about liquidity have lessened, although liquidity remains
an important rating consideration as NAV implements its selective
catalytic reduction (SCR) engine strategy. Other rating concerns
are already incorporated in the 'CCC' rating.


NEWLEAD HOLDINGS: Voluntarily Delists Common Shares from NASDAQ
---------------------------------------------------------------
The common shares of NewLead Holdings Ltd. were halted from
trading on The NASDAQ Stock Market system as a result of a NASDAQ
inquiry regarding the Company's efforts to switch transfer agents.
Consequently, as a result of the halt, which would have continued
through a determination pursuant to the upcoming delisting hearing
before a NASDAQ Listing Qualifications Panel, and discussions with
the NASDAQ Staff about the likelihood of success at that upcoming
hearing, the Company determined to voluntarily delist from NASDAQ
and transfer to the over-the-counter market.

As a result of its recent trading halts, the Company will be
required to have a market maker file an application on Form
15c2-11 with FINRA in order to have its common shares trade on an
OTC market other than the Grey Market on which it is currently
trading.  Once the Form 15c-211 is cleared, the Company hopes to
have its shares trade on the OTCQB market.  The Company has
engaged a market maker to file the necessary application with
FINRA.  The Company intends to make a further announcement
regarding its trading market once the application is cleared.

                     About NewLead Holdings Ltd.

Based in Athina, Greece, NewLead Holdings Ltd. --
http://www.newleadholdings.com/-- is an international, vertically
integrated shipping company that owns and manages product tankers
and dry bulk vessels.  NewLead currently controls 22 vessels,
including six double-hull product tankers and 16 dry bulk vessels
of which two are newbuildings.  NewLead's common shares are traded
under the symbol "NEWL" on the NASDAQ Global Select Market.

NewLead Holdings reported a net loss of $158.22 million on $7.34
million of operating revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $403.92 million on $8.92 million of
operating revenues in 2012.  The Company's balance sheet at
Dec. 31, 2013, showed $151.33 million in total assets, $292.68
million in total liabilities and a $141.34 million total
shareholders' deficit.

EisnerAmper LLP, in New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has incurred a net loss, negative operating cash
flows, a working capital deficiency, and shareholders' deficiency
and has defaulted under its credit facility agreements.  Those
conditions raise substantial doubt about the Company's ability to
continue as a going concern.


NORTEL NETWORKS: U.S. Bondholders Agree to $1B Bond Interest Cap
----------------------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
Nortel Networks Corp.'s U.S. division said it has reached a deal
with bondholders owed nearly $4 billion to cap the interest they
can collect at $1.01 billion.

Richard Blackwel, writing for The Globe and Mail, reported that
the settlement would see bondholders receive $876 million, plus as
much as $134 million more if they have not been repaid by the
middle of next year.

According to DBR, the proposed settlement was unveiled on the eve
of a crucial court hearing at which creditors and officials of the
Canadian parent Nortel company are poised to challenge bondholders
over the interest calculation.  The Globe and Mail said the
settlement still has to be approved by the court at a hearing set
for mid-September.

                        About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation and
its various affiliated entities provided next-generation
technologies, for both service provider and enterprise networks,
support multimedia and business-critical applications.  Nortel did
business in more than 150 countries around the world.  Nortel
Networks Limited was the principal direct operating subsidiary of
Nortel Networks Corporation.

On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited and certain of their Canadian affiliates
commenced a proceeding with the Ontario Superior Court of Justice
under the Companies' Creditors Arrangement Act (Canada) seeking
relief from their creditors.  Ernst & Young was appointed to serve
as monitor and foreign representative of the Canadian Nortel
Group.  That same day, the Monitor sought recognition of the CCAA
Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No.
09-10164) under Chapter 15 of the U.S. Bankruptcy Code.

That same day, NNI and certain of its affiliated U.S. entities
filed voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10138).

In addition, the High Court of England and Wales placed 19 of
NNI's European affiliates into administration under the control of
individuals from Ernst & Young LLP.  Other Nortel affiliates have
commenced and in the future may commence additional creditor
protection, insolvency and dissolution proceedings around the
world.

On May 28, 2009, at the request of administrators, the Commercial
Court of Versailles, France, ordered the commencement of secondary
proceedings in respect of Nortel Networks S.A.  On June 8, 2009,
Nortel Networks UK Limited filed petitions in U.S. Bankruptcy
Court for recognition of the English Proceedings as foreign main
proceedings under Chapter 15.

U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and
15 cases.  Mary Caloway, Esq., and Peter James Duhig, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as
Chapter 15 petitioner's counsel.

In the Chapter 11 case, James L. Bromley, Esq., at Cleary Gottlieb
Steen & Hamilton, LLP, in New York, serves as the U.S. Debtors'
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel.  The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.

The United States Trustee appointed an Official Committee of
Unsecured Creditors in respect of the U.S. Debtors.  An ad hoc
group of bondholders also was organized.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
New York, and Christopher M. Samis, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware, represent the Official
Committee of Unsecured Creditors.

An Official Committee of Retired Employees and the Official
Committee of Long-Term Disability Participants tapped Alvarez &
Marsal Healthcare Industry Group as financial advisor.  The
Retiree Committee is represented by McCarter & English LLP as
Delaware counsel, and Togut Segal & Segal serves as the Retiree
Committee.  The Committee retained Alvarez & Marsal Healthcare
Industry Group as financial advisor, and Kurtzman Carson
Consultants LLC as its communications agent.

Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.

As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated
assets of $11.6 billion and consolidated liabilities of $11.8
billion.  The Nortel Companies' U.S. businesses are primarily
conducted through Nortel Networks Inc., which is the parent of
majority of the U.S. Nortel Companies.  As of Sept. 30, 2008, NNI
had assets of about $9 billion and liabilities of $3.2 billion,
which do not include NNI's guarantee of some or all of the Nortel
Companies' about $4.2 billion of unsecured public debt.

Since the commencement of the various insolvency proceedings,
Nortel has sold its business units and other assets to various
purchasers.  Nortel has collected roughly $9 billion for
distribution to creditors.  Of the total, $4.5 billion came from
the sale of Nortel's patent portfolio to Rockstar Bidco, a
consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation.  The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction.  The
deal closed in July 2011.

Nortel has filed a proposed plan of liquidation in the U.S.
Bankruptcy Court.  The Plan generally provides for full payment on
secured claims with other distributions going in accordance with
the priorities in bankruptcy law.

Judge Gross and the court in Canada scheduled trials in 2014 on
how to divide proceeds among creditors in the U.S., Canada, and
Europe.


OVERLAND STORAGE: To Offer 1.4MM Shares Under Incentive Plan
------------------------------------------------------------
Overland Storage, Inc., filed with the U.S. Securities and
Exchange Commission a Form S-8 registration statement to register
1,400,000 shares of common stock issuable under the Company's
2009 Equity Incentive Plan for a proposed offering price of $6.05
million.  A full-text copy of the prospectus is available for free
at http://is.gd/FIyh86

                       About Overland Storage

San Diego, Cal.-based Overland Storage, Inc. (Nasdaq: OVRL) --
http://www.overlandstorage.com/-- is a global provider of unified
data management and data protection solutions designed to enable
small and medium enterprises (SMEs), corporate departments and
small and medium businesses (SMBs) to anticipate and respond to
change.

Overland Storage incurred a net loss of $19.64 million on $48.02
million of net revenue for the fiscal year ended June 30, 2013, as
compared with a net loss of $16.16 million on $59.63 million of
net revenue during the prior fiscal year.

Moss Adams LLP, in San Diego, California, issued a "going concern"
qualification on the consolidated financial statements for the
year ended June 30, 2013, citing recurring losses and negative
operating cash flows which raise substantial doubt about the
Company's ability to continue as a going concern.


OVERLAND STORAGE: Files Financial Statements of Tandberg
--------------------------------------------------------
Overland Storage, Inc., filed a report on Form 8-K on Jan. 22,
2014, to report the completion of the acquisition of Tandberg Data
Holdings S.a r.l., which was consummated on Jan. 21, 2014.
Although not required to be filed, the Company filed with the SEC
Tandberg's audited financial statements as of, and for the year
ended Dec. 31, 2013, a copy of which is available at:

                          http://is.gd/9B3ix5

For the year ended Dec. 31, 2013, Tandberg reported a net loss of
$18.47 million on $61.51 million of total net revenue as compared
with a net loss of $11.46 million on $67.61 million of total net
revenue for the year ended Dec. 31, 2012.  As of Dec. 31, 2013,
Tandberg had $42.34 million in total assets, $74.31 million in
total liabilities and a $31.96 million total deficit.

                        About Overland Storage

San Diego, Cal.-based Overland Storage, Inc. (Nasdaq: OVRL) --
http://www.overlandstorage.com/-- is a global provider of unified
data management and data protection solutions designed to enable
small and medium enterprises (SMEs), corporate departments and
small and medium businesses (SMBs) to anticipate and respond to
change.

Overland Storage incurred a net loss of $19.64 million on $48.02
million of net revenue for the fiscal year ended June 30, 2013, as
compared with a net loss of $16.16 million on $59.63 million of
net revenue during the prior fiscal year.

Moss Adams LLP, in San Diego, California, issued a "going concern"
qualification on the consolidated financial statements for the
year ended June 30, 2013, citing recurring losses and negative
operating cash flows which raise substantial doubt about the
Company's ability to continue as a going concern.


OVERSEAS PAN-KOREAN: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Overseas Pan-Korean Center
        10527 Belmont Blvd
        Lorton, VA 22079

Case No.: 14-12789

Chapter 11 Petition Date: July 24, 2014

Court: United States Bankruptcy Court
       Eastern District of Virginia (Alexandria)

Judge: Hon. Brian F. Kenney

Debtor's Counsel: Weon Geun Kim, Esq.
                  WEON G. KIM LAW OFFICE
                  8200 Greensboro Drive, Suite 900
                  McLean, VA 22102
                  Tel: (571)-278-3728
                  Fax: (703) 462-5459
                  Email: jkkchadol99@gmail.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jung Woo Lee, director and president.

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


PASCO COUNTY, FL: Moody's Puts Ba3 Bonds Rating on Review
---------------------------------------------------------
Moody's Investors Service has placed the Ba3 rating on $0.9
million of outstanding Pasco County (FL) Federal Assistance
Housing Inc, Mortgage Revenue Bonds, Series 1979 (Hudson Hills -
Section 8) on review for possible downgrade or withdrawal. The
action is based on lack of sufficient information necessary to
maintain the rating.

The bonds are secured by revenues and trustee-held reserve funds
from Hudson Hills Manor (the "Project"), a 64-unit multifamily
rental property located in Hudson Hills, Pasco County, Florida.
The pledged revenues also include payments from a Housing
Assistance Payment (HAP) contract with the U.S. Department of
Housing and Urban Development (HUD). Though the Project has been
receiving discretionary financial support from the Pasco County
Housing Authority, the Authority is not legally obligated to cover
debt service on the bonds.

What could change the rating - UP?

-- Several years of substantial growth in debt service coverage
    ratio

-- Sustainable operation, independent of external financial
    support from the Authority

What could change the rating - DOWN?

-- Continued decline in debt service coverage ratio

-- A significant in average occupancy levels

-- An instance of tapping on debt service reserve funds

Rating Methodology

The principal methodology used in this rating was Global Housing
Projects published in July 2010.


PEABODY ENERGY: Moody's Lowers Corporate Family Rating to 'Ba3'
---------------------------------------------------------------
Moody's downgraded the ratings of Peabody Energy Corporation,
including its Corporate Family Rating (CFR) to Ba3 from Ba2;
Probability of Default Rating (PDR) to Ba3-PD from Ba2-PD; senior
secured ratings to Ba2 from Ba1, senior unsecured rating to Ba3
from Ba2, and the junior subordinate debt rating to B2 from B1.
Speculative Grade Liquidity (SGL) rating is affirmed at SGL-2. The
outlook is negative.

Issuer: Peabody Energy Corporation

Downgrades:

Probability of Default Rating, Downgraded to Ba3-PD from Ba2-PD

Corporate Family Rating, Downgraded to Ba3 from Ba2

Junior Subordinated Conv./Exch. Bond/Debenture Dec 15, 2066,
Downgraded to B2 (LGD6) from B1(LGD6)

Senior Secured Bank Credit Facility, Downgraded to Ba2 (LGD3)
from Ba1(LGD2)

Senior Unsecured Regular Bond/Debenture, Downgraded to Ba3(LGD4)
from Ba2(LGD4)

Outlook Actions:

Outlook, Changed To Negative From Stable

Affirmations:

Speculative Grade Liquidity Rating, Affirmed SGL-2

Ratings Rationale

The downgrade reflects the prolonged weak industry conditions for
seaborne metallurgical and thermal coal, with little improvement
expected over the next 12-18 months, which will especially
challenge the company's Australian division. Moody's also expect
average realizations in the US to decline in 2014 relative to year
prior. Although Moody's expect the company's Western US operations
to show improved realizations in 2015, Moody's believe Midwest
pricing will remain under pressure as the company's higher priced
long-term commitments continue to roll-off.

Although Moody's expect the company to undertake cost containment
efforts and non-core asset sales to mitigate the impact on
leverage and cash flows, credit metrics will continue to
deteriorate and remain weak over the next eighteen months. Moody's
expect Debt/ EBITDA, as adjusted by Moody's, of roughly 8x in
2014, with no material recovery expected in 2015. Absent
meaningful metallurgical coal market recovery, Moody's anticipate
negative free cash flows of $350 - $400 million per year,
excluding any proceeds from asset sales. Moody's believe that met
coal prices will need to recover to the range of $150 - $160 per
tonne for Peabody to return to neutral or positive cash flows.

The stress to Peabody's metrics is predominantly rooted in the
company's Australian platform, which does not utilize long term
commitments for most of its production (with most metallurgical
coal sales made on spot basis or under quarterly contracts), and
has suffered the impact of the low pricing environment in the
seaborne metallurgical and thermal markets. While generating
almost 40% of the company's revenues, the Australian division
generated negligible EBITDA in the first two quarters of 2014.

Meanwhile, the third quarter benchmark price for high quality
coking coal settled at a level identical to the second quarter,
$120 per metric tonne. Already at a six year low (and steeply
below the $160 average price in 2013 and the $145 benchmark for
the first quarter), metallurgical coal prices look set for a
prolonged pricing trough. While Moody's expect that production
cuts should bring prices closer to $140 per tonne by the end of
2015, Moody's don't anticipate sustained or substantial recovery
beyond these levels for the next few years, due to additional
supplies coming online globally. Moody's also expect take-or-pay
transportation contracts in Australia will continue to delay
production cuts, which will contribute to the softness in prices.
Peabody in particular has substantial take-or-pay rail and port
arrangements, predominately in Australia, totaling $3.7 billion,
with terms ranging up to 26 years and near-term annual commitments
of $350 -- 400 million.

The Ba3 corporate family rating reflects Peabody's significant
size and scale, broadly diversified reserves and production base,
efficient surface mining operations, and a solid portfolio of
long-term coal supply agreements with electric utilities. The
rating also reflects its competitive cost structure compared to
other US-based producers and organic growth opportunities.
Challenges for the rating include regulatory and other pressures
facing the US coal industry, volatility of the company's
Australian operations due to its exposure to metallurgical coal,
foreign currency fluctuations, and operational risks inherent in
the coal industry.

The company's Speculative Grade Liquidity Rating of SGL-2 reflects
Peabody's cash on hand and substantial revolver capacity. At June
30, 2014, Peabody had almost $500 million in cash and cash
equivalents, and almost full availability of its $1.65 billion
revolving credit facility, which matures in 2018. Peabody's next
significant maturity will be $650 million in senior notes coming
due in 2016. Moody's expect Peabody to be in compliance with the
covenants under its secured credit facility. Peabody has several
alternatives for arranging back-door liquidity if necessary.
Peabody's large number of mines and its operational diversity
across the PRB and Illinois Basin give it the flexibility to sell
non-core assets if necessary.

The negative outlook reflects Moody's expectation that any
material recovery in metallurgical coal markets is at least
eighteen months away, with Peabody's as-adjusted Debt/ EBITDA
approaching 8x. While Moody's anticipate that management will
continue cost containment efforts and initiate asset sales to
mitigate the impact on cash flows, the negative outlook reflects
Moody's expectation that the company is likely to burn cash over
the next eighteen months.

Although an upgrade is unlikely in the near term, the outlook
could be stabilized if the company was expected to remain cash
flow neutral and Debt/ EBITDA, as adjusted, was expected to trend
towards 4x.

A downgrade would be considered if Peabody's liquidity position
deteriorated, free cash flows were persistently negative, debt
capitalization ratio was expected to persistently track above 65%,
and/or Debt/ EBITDA, as adjusted, was not expected to track
towards 5x over the next two to three years.

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

Peabody Energy Corporation is the world's largest private sector
coal company with 28 coal mining operations in the US and
Australia and over 8 billion tons of proven and probable reserves.
For the twelve months ended June 30, 2014, the company sold 257
million tons of coal and generated $6.9 billion in revenues.


PENINSULA HOSPITAL: Second Amended Motion to Hire BDO USA Approved
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York
approved the second supplemental application of the Chapter 11
Trustee for the estates of Peninsula Hospital Center and Peninsula
General Nursing Home Corp., dba Peninsula Center for Extended Care
& Rehabilitation, to amend employment and retention of BDO USA,
LLP as auditor for the Trustee.

BDO will provide, inter alia, the following services to the
Trustee and the Debtors' estates:

   (a) audit the financial statements of the Tax Deferred
       Retirement Plan for Employees of PHC for the year ended
       Dec. 31, 2013; and

   (b) audit the financial statements of the Tax Deferred
       Retirement Plan for Employees of PHC for the year ended
       Dec. 31, 2014.

The Trustee seeks to retain BDO on a fixed-fee basis.  For
auditing financial statements of the Tax Deferred Retirement Plan
of Employees of Peninsula Hospital Center for the year ended Dec.
31, 2013, the fee will be $20,000. For auditing financial
statements of the Tax Deferred Retirement Plan for Employees of
Peninsula Hospital Center for the year ended Dec. 31, 2014, the
fee will be $20,000.

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

Adam Cole, a partner of BDO, 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.

BDO can be reached at:

       Adam Cole
       BDO USA, LLP
       100 Park Avenue
       New York, NY 10017
       Tel: (212) 885-8327
       E-mail: acole@bdo.com

                      About Peninsula Hospital

Wayne S. Dodakian, Vinod Sinha, and Shannon Gerardi filed an
involuntary Chapter 11 bankruptcy protection against Peninsula
Hospital Center -- http://www.peninsulahospital.org/-- (Bankr.
E.D.N.Y. Case No. 11-47056) on Aug. 16, 2011.  Judge Elizabeth S.
Stong presides over the case.  Marilyn Cowhey Macron, Esq., at
Macron & Cowhey, represents the petitioners.

Peninsula Hospital Center and Peninsula General Nursing Home
Corp., employed Alvarez & Marsal Healthcare Industry Group, LLC,
as financial advisors.  The Hospital employed Abrams Fensterman,
et al., as their attorneys.  Nixon Peabody served as their special
counsel; GCG, Inc., serves as claims and noticing agent.

Judge Stong appointed Daniel T. McMurray at Focus Management Group
as patient care ombudsman.  Neubert, Pepe & Monteith P.C. serves
as PCO's counsel.  In April 2013, the bankruptcy court discharged
Daniel T. McMurray from his duties and responsibilities as patient
care ombudsman.

Richard J. McCord, Esq., was appointed by the Court as examiner in
the Debtors' cases.  His task was to conduct an investigation of
the Debtors' relationship and transactions with Revival Home
Health Care, Revival Acquisitions Group LLC, Revival Funding Co.
LLC, and any affiliates.  Mr. McCord's own firm, Certilman Balin,
& Hyman, LLP, served as the Examiner's counsel.

CBIZ Accounting, Tax & Advisory of New York, LLC and CBIZ, Inc.,
serve as financial advisors for the Official Committee of
Unsecured Creditors.  Robert M. Hirsh, Esq., at Arent Fox LLP, in
New York, N.Y., represents the Committee as counsel.

At the behest of the U.S. Trustee, Lori Lapin Jones, Esq. was
named Chapter 11 Trustee in March 2012, replacing Todd Miller, the
Debtors' Chief Executive Officer.  The Chapter 11 trustee is
represented by LaMonica Herbst & Maniscalco LLP as her counsel.
Storch Amini & Munves, PC, serves as the Chapter 11 Trustee's
special counsel in connection with her investigation of the
Debtors.  She obtained approval to employ Garfunkel Wild, P.C., as
her special health care, regulatory, corporate, finance and
litigation counsel; and Foy Advisors LLC as consultant.


PLUG POWER: Two Directors Elected at Annual Meeting
---------------------------------------------------
At Plug Power Inc.'s 2014 annual meeting held on July 23, the
Company's stockholders:

  1. elected Larry G. Garberding and Douglas T. Hickey as
     directors each to hold office until the Company's 2017 annual
     meeting of stockholders and until such director's successor
     is duly elected and qualified or until such director's
     earlier resignation or removal;

  2. approved an amendment and restatement of the 2011 Plan to
     increase the number of shares of the Company's common stock
     authorized for issuance under that plan from 6,500,000 shares
     to 17,000,000 shares;

  3. approved the Third Certificate of Amendment of the Amended
     and Restated Certificate of Incorporation of the Company to
     increase the number of authorized shares of the Company's
     common stock by 205,000,000 shares;

  4. approved an advisory resolution regarding the compensation of
     the Company's named executive officers; and

  5. ratified KPMG LLP as the Company's independent auditors for
     2014.

On July 25, 2014, the Company filed a Third Certificate of
Amendment to its Amended and Restated Certificate of Incorporation
with the Secretary of State of the State of Delaware.  The
Amendment increases the number of authorized shares of common
stock, par value $0.01 per share, from 245,000,000 shares to
450,000,000 shares.  After giving effect to the Amendment, the
authorized capital stock of the Company consists of 450,000,000
shares of Common Stock and 5,000,000 shares of undesignated
preferred stock, par value $0.01 per share.

                          About Plug Power

Plug Power Inc. is a provider of alternative energy technology
focused on the design, development, commercialization and
manufacture of fuel cell systems for the industrial off-road
(forklift or material handling) market.

Plug Power reported a net loss attributable to common shareholders
of $62.79 million on $26.60 million of total revenue for the year
ended Dec. 31, 2013, as compared with a net loss attributable to
common shareholders of $31.86 million on $26.10 million of total
revenue during the prior year.

The Company's balance sheet at March 31, 2014, showed $95.20
million in total assets, $46.85 million in total liabilities,
$2.37 million in redeemable preferred stock and $45.97 million in
total stockholders' equity.

                        Bankruptcy Warning

"Our cash requirements relate primarily to working capital needed
to operate and grow our business, including funding operating
expenses, growth in inventory to support both shipments of new
units and servicing the installed base, funding the growth in our
GenKey "turn-key" solution which also includes the installation of
our customer's hydrogen infrastructure as well as delivery of the
hydrogen molecule, and continued development and expansion of our
products.  Our ability to achieve profitability and meet future
liquidity needs and capital requirements will depend upon numerous
factors, including the timing and quantity of product orders and
shipments; the timing and amount of our operating expenses; the
timing and costs of working capital needs; the timing and costs of
building a sales base; the timing and costs of developing
marketing and distribution channels; the timing and costs of
product service requirements; the timing and costs of hiring and
training product staff; the extent to which our products gain
market acceptance; the timing and costs of product development and
introductions; the extent of our ongoing and any new research and
development programs; and changes in our strategy or our planned
activities.  If we are unable to fund our operations, we may be
required to delay, reduce and/or cease our operations and/or seek
bankruptcy protection," the Company said the Report.


PRECISION OPTICS: MHW Partners Holds 5.6% Equity Stake
------------------------------------------------------
In a Schedule 13D filed with the U.S. Securities and Exchange
Commission, MHW Partners, L.P., and its affiliates disclosed that
as of July 14, 2014, they beneficially owned 347,223 shares of
common stock of Precision Optics Corporation, Inc., representing
5.6 percent of the shares outstanding.  A full-text copy of the
regulatory filing is available at http://is.gd/cZ2NLZ

                      About Precision Optics

Headquartered in Gardner, Massachusetts, Precision Optics
Corporation, Inc., has been a developer and manufacturer of
advanced optical instruments since 1982.  The Company designs and
produces high-quality micro-optics, medical instruments and other
advanced optical systems.  The Company's medical instrumentation
line includes laparoscopes, arthroscopes and endocouplers and a
world-class product line of 3-D endoscopes for use in minimally
invasive surgical procedures.

Precision Optics reported a net loss of $1.78 million for the
year ended June 30, 2013, as compared with net income of $960,972
for the year ended June 30, 2012.  The Company's balance sheet at
March 31, 2014, showed $1.89 million in total assets, $919,074 in
total liabilities, all current, and $975,505 in total
stockholders' equity.


PREFERRED SANDS: K.K.R. Provides Financing
------------------------------------------
William Alden, writing for The New York Times' DealBook, reported
that private equity giant Kohlberg Kravis Roberts said it would
provide $680 million of financing to Preferred Sands, a company
that had been on the verge of bankruptcy.

According to the report, the deal, with capital primarily from
K.K.R.'s special situations fund, is the largest private rescue
the company has made in the United States.

Preferred Sands, which makes sand used in hydraulic fracturing,
fell on hard times as natural gas prices dropped in 2012 and 2013
and exploration companies drilled fewer wells, the DealBook
related.  As earnings fell, the company violated debt covenants
that required it to maintain a certain level of financial health,
the report further related.

                            *     *     *

The Troubled Company Reporter, on Nov. 25, 2011, reported that
Standard & Poor's Ratings Services assigned its preliminary 'B+'
corporate credit rating to Radnor, Pa.-based Preferred Sands
Holding Co. LLC and Preferred Resin Holding Co. LLC (collectively
referred to as Preferred Sands). The rating outlook is stable.


QBS HOLDING: Moody's Assigns 'B2' Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service assigned a B2 Corporate Family Rating
("CFR") and a B3-PD Probability of Default rating to QBS Holding
Company, Inc., which operates under the name Quorum Business
Solutions, Inc. The ratings have been assigned in connection with
the acquisition of Quorum by funds advised by Silver Lake Partners
and Silver Lake Kraftwerk ("the sponsors") for approximately $334
million, including fees and other transaction-related
considerations. Moody's also assigned a B2-LGD3 rating to both a
proposed $15 million senior secured revolving credit facility
expiring in 2019 and a $125 million senior secured term loan B
maturing in 2021. The ratings outlook is stable.

Ratings Rationale

Despite the strength of Quorum's product offerings to a dedicated
customer base operating in an industry that is experiencing
dramatic change and growth, Moody's believes that Quorum's very
small scale partly offsets those positive fundamentals,
positioning the company somewhat weakly at a B2 rating. The CFR
also takes into account the moderately high, roughly 5.5 times
debt-to-EBITDA leverage Quorum will operate under during the first
few quarters of operation under its new sponsors, who,
significantly, are contributing equity representing 63% of the
company's total capitalization.

Moody's also believes Quorum's strong recent gains in new client
software installations, combined with rapid energy sector growth,
will drive low-double-digit organic revenue increases that, in
turn, will help Quorum to deleverage gradually. Moody's expects
that Quorum, by next year, will generate free cash flows
representing mid- to high-single-digit percentages of total debt,
and interest coverage of near 3.0 times, both solid measures for a
B2 rating. Moody's considers Quorum's liquidity good, by virtue of
Moody's expectations for annual free cash flows approaching $10
million in the intermediate term and an undrawn revolving credit
facility.

The stable outlook reflects Quorum's good revenue growth
prospects, steadily improving profitability as it benefits from
scale, and ample opportunities for software companies to provide
ERP solutions to the energy sector, which has historically
underinvested in IT services.

Moody's could upgrade the ratings if both revenue and EBITDA reach
or exceed expectations such that total debt to EBITDA remains
below 4.5 times and free-cash-flow-to-total-debt exceeds 10% on a
sustained basis. Moody's could downgrade the ratings if revenue
growth falls off considerably, reflective, perhaps, of the loss of
a large customer or customers, leading Moody's to expect growth
prospects will remain pressured over a protracted period. The
ratings could also be downgraded if total debt-to-EBITDA remains
above 5.75 times for an extended period of time and if free cash
flow falls close to breakeven.

Issuer: QBS Holding Company, Inc.

Assignments:

Corporate Family Rating, Assigned B2

Probability of Default Rating, Assigned B3-PD

Senior Secured Revolving Credit Facility due 2019, Assigned B2,
LGD3

Senior Secured Term Loan B due 2021, Assigned B2, LGD3

The principal methodology used in this rating was Global Software
Industry published in October 2012. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.

Headquartered in Houston, Texas, Quorum is a software development
and consulting company that designs, develops, implements, and
supports business software solutions to companies in the North
American energy industry. Moody's estimates that Quorum's 2014
revenues will be at least $90 million.


QUANTUM CORP: Incurs $4.3 Million Net Loss in Fiscal 1st Quarter
----------------------------------------------------------------
Quantum Corp. reported a net loss of $4.32 million on $128.12
million of total revenue for the three months ended June 30, 2014,
as compared with net income of $3.28 million on $147.84 million of
total revenue for the same period last year.

As of June 30, 2014, the Company had $351.21 million in total
assets, $439.81 million in total liabilities and a $88.59 million
stockholders' deficit.

"Our strong first quarter results reflect the adjustments in our
business model and other strategic actions we've taken over the
past five quarters to drive shareholder value by generating
increased profit and cash flow while positioning the company to
deliver overall revenue growth," said Jon Gacek, president and CEO
of Quantum.  "These results also demonstrate the market traction
we're seeing from our continued focus on technology and product
innovation.  We had strong revenue momentum at quarter end,
particularly related to our scale-out storage solutions and DXi
appliances, and this momentum has carried over into the current
quarter."

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

                        http://is.gd/ooGhJ0

                         About Quantum Corp.

Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com/-- is a storage company specializing in
backup, recovery and archive.  Quantum provides a comprehensive,
integrated range of disk, tape, and software solutions supported
by a world-class sales and service organization.

Quantum Corporation incurred a net loss of $21.47 million on
$553.16 million of total revenue for the year ended March 31,
2014, as compared with a net loss of $52.17 million on $587.43
million of total revenue for the year ended March 31, 2013.


RADIO DESIGN: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Radio Design Group, Inc.
        8925 Rogue River Hwy
        Grants Pass, OR 97527

Case No.: 14-62732

Chapter 11 Petition Date: July 24, 2014

Court: United States Bankruptcy Court
       District of Oregon

Judge: Hon. Frank R Alley III

Debtor's Counsel: Julia I Manela, Esq.
                  THE SCOTT LAW GROUP
                  497 Oakway Rd #245
                  Eugene, OR 97401
                  Tel: (541) 868-8005
                  Email: ecf@scott-law-group.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Alan Young, chief operating officer.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/orb14-62732.pdf


RADIOSHACK CORP: Fails to Comply with NYSE's $1 Bid Price Rule
--------------------------------------------------------------
RadioShack Corporation received a continued listing standards
notice from the New York Stock Exchange on July 24, 2014, because
the average closing price of the Company's common stock had fallen
below $1.00 per share over a period of 30 consecutive trading
days.

The Company's common stock continues to trade on the NYSE.  Under
NYSE rules, the Company has six months following receipt of the
notification to regain compliance with the minimum share price
requirement.  The Company can regain compliance during the six-
month cure period if the Company's common stock has a closing
share price of at least $1.00 on the last trading day of any
calendar month during the period and also has an average closing
share price of at least $1.00 over the 30 trading-day period
ending on the last trading day of that month or on the last day of
the cure period.  The Company intends to notify the NYSE that it
intends to cure the issue and regain compliance.

The Company's Securities and Exchange Commission reporting
requirements and debt obligations are not affected by the receipt
of the NYSE notification.

                    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 reported a net loss of $400.2 million in 2013, a net
loss of $139.4 million in 2012, and net income of $72.2 million in
2011.  As of May 3, 2014, Radioshack had $1.32 billion in total
assets, $1.25 billion in total liabilities and $72.6 million in
total stockholders'
equity.

                           *     *     *

As reported by the TCR on June 18, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating on the Fort Worth,
Texas-based RadioShack Corp. to 'CCC' from 'CCC+'.  "The downgrade
reflects the company's very weak operating trends, which have led
to significant liquidity usage.  Even if performance trends
moderate, we expect the company to be using cash over the near
term," said credit analyst Charles Pinson-Rose.

In the Dec. 30, 2013, edition of the TCR, Fitch Ratings has
affirmed its 'CCC' Long-term Issuer Default Rating (IDR) on
RadioShack Corporation.  The IDR reflects the significant decline
in RadioShack's profitability and cash flow, which has become
progressively more pronounced over the past two years.

The TCR reported on March 13, 2014, that Moody's Investors Service
downgraded RadioShack Corporation's corporate family rating to
Caa2 from Caa1.  "The continuing negative trend in RadioShack's
sales and margins has resulted in a precipitous drop in
profitability causing continued deterioration in credit metrics
and liquidity," Mickey Chadha, Senior Analyst at Moody's said.

Troubled Company Reporter, citing The Wall Street Journal,
reported on March 5, 2014, that RadioShack plans to cut back its
store count, after a sharp drop in sales over the holidays left it
with a $400 million loss in 2013.  The electronics retailer said
it could close as many as 1,100 U.S. stores -- one out of every
four that it operates itself -- underscoring the difficulty it has
had adapting to a fast changing consumer landscape.


REGENT PURCHASER: Moody's Rates $130MM 2nd Lien Term Loan 'Caa1'
----------------------------------------------------------------
Moody's Investors Service assigned a B2 Corporate Family Rating
(CFR) to Regent Purchaser Investments Inc. (RGL), a B1 rating to
its proposed first lien US$75 million revolver and US$305 million
term loan, and a Caa1 rating to the second lien US$130 million
term loan. Moody's also assigned a B2-PD Probability of Default
Rating and a SGL-2 Speculative Grade Liquidity rating. The rating
outlook is stable. This is the first time that Moody's has rated
RGL.

The proceeds of the term loans will be used to partially finance
the C$775 million acquisition of RGL by Advent International
Corporation, a private equity firm.

Assignments:

Issuer: Regent Purchaser Investments Inc.

Probability of Default Rating, Assigned B2-PD

Speculative Grade Liquidity Rating, Assigned SGL-2

Corporate Family Rating, Assigned B2

Senior Secured Bank Credit Facility, Assigned B1(LGD3)

Senior Secured Bank Credit Facility, Assigned Caa1(LGD5)

Ratings Rationale

The B2 Corporate Family Rating (CFR) reflects RGL's high leverage
(6.5X adj. debt/EBITDA), concentration in one market (Canadian
bitumen and heavy oil), limited product mix (slotted and seamed
liners), and small size (C$70 million EBITDA). The rating
favorably considers the positive free cash flow generation of the
business with expected debt reduction and deleveraging, a diverse
and high quality customer base, high barriers to entry with
patents and long standing relationships with mostly blue chip
customers, and strong margins as the liners are a critical
component of bitumen and heavy oil production.

RGL's SGL-2 speculative grade liquidity rating reflects good
liquidity. Moody's expect positive free cash flow of about C$35
million from September 30, 2014 to December 31, 2015 and for the
company to have full availability under its US$75 million
revolving credit facility. The revolver contains a springing
covenant (1st Lien Debt > 6.5x), which is tested upon 35% revolver
utilization. Moody's expect RGL to be well in compliance with the
covenant. Alternate sources of liquidity are limited as its assets
are pledged as collateral to the secured credit facilities and as
RGL has a very small asset base.

Under Moody's Loss Given Default (LGD) Methodology, the US$75
million revolving credit facility and the US$305 million first
lien term loan are rated B1, one notch above the CFR, as the lower
ranking US$130 million second lien term loan provides cushion. The
second lien term loan is rated Caa1.

The stable outlook reflects Moody's expectation that EBITDA will
grow as Canadian SAGD development continues, leverage will improve
to a level consistent with the B2 CFR and RGL will maintain good
liquidity over the next few years.

The rating could be raised if RGL exhibits positive EBITDA growth,
while maintaining its strong market position with debt to EBITDA
improving towards 3.5x.

The rating could be lowered if RGL's market position weakened, if
EBITDA declined, or if leverage was likely to remain above 5.5x.

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

RGL is a privately owned, sand control oil field services company
based in Leduc, Alberta. RGL primarily serves Canadian bitumen and
heavy oil producers by supplying them with slotted and seamed
liners.


REMEDENT INC: Vandelanotte Raises Going Concern Doubt
-----------------------------------------------------
Remedent, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K for the fiscal year
ended March 31, 2014.

Vandelanotte Bedrijfsrevisoren CVBA expressed substantial doubt
about the Company's ability to continue as a going concern, citing
that the Company has a history of losses; during the year ended
March 31, 2014, the Company could show a net profit of $524,508,
but nevertheless incurred an operating loss of $767,279; also as
of that date, the Company's current liabilities exceeded its
current assets by $408,931.  The Company also experienced cash
outflows from operating activities during the year ending March
31, 2014 totaling $103,939 and had cash on hand at March 31, 2014
of $775,286.  Also, the reimbursement schedule for a long term
debt commitment has not been complied with.

The Company reported net income of $524,508 on $2.59 million of
net sales for the fiscal year ended March 31, 2014, compared with
a net loss of $981,936 on $2.94 million of net sales last year.

The Company's balance sheet at March 31, 2014, showed
$6.17 million in total assets, $3.85 million in total liabilities,
and stockholders' equity of $2.32 million.

A copy of the Form 10-K is available at:

                       http://is.gd/bkY7IA

Remedent, Inc., is a manufacturer of cosmetic dentistry products
headquartered in Ghent, Belgium.  The Company is engaged in the
research, development and manufacturing of oral care and cosmetic
dentistry products that are distributed in Europe, Asia and the
United States.


RICEBRAN TECHNOLOGIES: Baruch Halpern Holds 9.2% Equity Stake
-------------------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Baruch Halpern disclosed that as of May 30,
2014, he beneficially owned 721,001 shares of common stock of
Ricebran Technologies representing 9.16 percent of the shares
outstanding.  Mr. Halpern is a financial advisor who works with
RiceBran through Halpern Capital, Inc.  Halpern Capital, Inc., has
an agreement with RiceBran under which Halpern Capital may receive
between 2.5% and 5%, depending on the type of security offering,
of cash consideration for security offerings Halpern Capital
arranges for RiceBran.  A full-text copy of the regulatory filing
is available for free at http://is.gd/fIMCNl

                           About RiceBran

Scottsdale, Ariz.-based RiceBran Technologies, a California
corporation, is a human food ingredient and animal nutrition
company focused on the procurement, bio-refining and marketing of
numerous products derived from rice bran.

RiceBran Technologies reported a net loss of $17.64 million on
$35.05 million of revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $11.13 million on $37.72 million of
revenues for the year ended Dec. 31, 2012.  As of March 31, 2014,
the Company had $52.66 million in total assets, $40.78 million in
total liabilities, $6.42 million in temporary equity and $5.44
million in total equity attributable to the Company shareholders.

BDO USA, LLP, in Phoenix, Arizona, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has suffered recurring losses from operations
resulting in an accumulated deficit of $219 million at Dec. 31,
2013.  This factor among other things, raises substantial doubt
about its ability to continue as a going concern.


RICEBRAN TECHNOLOGIES: Shoshana Halpern Reports 7.8% Stake
----------------------------------------------------------
In an amended Schedule 13D filed with the U.S. Securities and
Exchange Commission, Shoshana Halpern disclosed that as of
May 30, 2014, she beneficially owned 614,037 shares of common
stock of Ricebran Technologies representing 7.81 percent of the
shares outstanding.  A full-text copy of the regulatory filing is
available for free at http://is.gd/DH0QGR

                           About RiceBran

Scottsdale, Ariz.-based RiceBran Technologies, a California
corporation, is a human food ingredient and animal nutrition
company focused on the procurement, bio-refining and marketing of
numerous products derived from rice bran.

RiceBran Technologies reported a net loss of $17.64 million on
$35.05 million of revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $11.13 million on $37.72 million of
revenues for the year ended Dec. 31, 2012.  As of March 31, 2014,
the Company had $52.66 million in total assets, $40.78 million in
total liabilities, $6.42 million in temporary equity and $5.44
million in total equity attributable to the Company shareholders.

BDO USA, LLP, in Phoenix, Arizona, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has suffered recurring losses from operations
resulting in an accumulated deficit of $219 million at Dec. 31,
2013.  This factor among other things, raises substantial doubt
about its ability to continue as a going concern.


SINCLAIR BROADCAST: Roystone Capital Holds 5.3% of Class A Shares
-----------------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Roystone Capital Management LP and its affiliates
disclosed that as of July 17, 2014, they beneficially owned
3,782,800 shares of Class A common stock, $.01 par value, of
Sinclair Broadcast Group, Inc., representing 5.3 percent of the
shares outstanding.  A full-text copy of the regulatory filing is
available for free at http://is.gd/uB6Uv3

                      About Sinclair Broadcast

Based in Baltimore, Maryland, Sinclair Broadcast Group, Inc.
(Nasdaq: SBGI) -- http://www.sbgi.net/-- one of the largest and
most diversified television broadcasting companies, currently owns
and operates, programs or provides sales services to 58 television
stations in 35 markets.  The Company's television group reaches
roughly 22 percent of U.S. television households and includes FOX,
ABC, CBS, NBC, MNT, and CW affiliates.

Sinclair Broadcast reported net income of $75.81 million in 2013,
as compared with net income of $144.95 million in 2012.  The
Company's balance sheet at Dec. 31, 2013, showed $4.14 billion in
total assets, $3.74 billion in total liabilities and $405.70
million in total equity.

                           *     *     *

As reported by the TCR on Feb. 24, 2011, Standard & Poor's Ratings
Services raised its corporate credit rating on Sinclair to 'BB-'
from 'B+'.  The rating outlook is stable.  "The 'BB-' rating on
Sinclair reflects S&P's expectation that the company could keep
its lease-adjusted debt to EBITDA below historical levels
throughout the election cycle, absent a reversal of economic
growth, meaningful debt-financed acquisitions, or significant
shareholder-favoring measures," explained Standard & Poor's credit
analyst Deborah Kinzer.

In September 2010, Moody's raised its ratings for Sinclair
Broadcast and subsidiary Sinclair Television Group, including the
Corporate Family Rating and Probability-of-Default Rating, each to
Ba3 from B1, and the ratings for individual debt instruments.
Moody's also assigned a B2 (LGD 5, 87%) rating to the proposed
$250 million issuance of Senior Unsecured Notes due 2018 by STG.
The Speculative Grade Liquidity Rating remains unchanged at SGL-2.
The rating outlook is now stable.


SJC INC: Meeting to Form Creditors' Panel Set for July 31
---------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on July 31, 2014, at 10:00 a.m. in
the bankruptcy case of SJC Inc.  The meeting will be held at:

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

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

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

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


TEM ENTERPRISES: Hires McDonald Carano as Bankruptcy Counsel
------------------------------------------------------------
TEM Enterprises asks permission from the U.S. Bankruptcy Court for
the District of Nevada to employ McDonald Carano Wilson LLP as
bankruptcy counsel, nunc pro tunc to June 4, 2014 petition date.

The Debtor requires McDonald Carano to:

   (a) provide legal advice and assistance to the Debtor relative
       to the administration of the case;

   (b) represent the Debtor at hearings held before the Court and
       communicate with the Debtor regarding issues raised, as
       well as the decisions of the Court;

   (c) assist and advise the Debtor in its examination and
       analysis of the conduct of the Debtor's affairs and the
       reasons for this chapter 11 filing;

   (d) review and analyze all applications, motions, orders,
       statements of operations and schedules filed with the Court
       by the Debtor or third parties, advise the Debtor as to the
       propriety, and, after consultation with the Debtor, take
       appropriate action;

   (e) assist the Debtor in preparing applications, motions and
       orders in support of positions taken by the Debtor, as well
       as prepare witnesses and review documents in this regard;

   (f) apprise the Court of the Debtor's analysis of their
       operations;

   (g) confer with the accountants and any other professionals
       retained by the Debtor, if any are selected and approved,
       so as to advise the Debtor and the Court more fully of
       the Debtor's operations;

   (h) assist the Debtor in its negotiations with creditors and
       other parties-in-interest;

   (i) assist the Debtor in preparing and confirming a plan of
       reorganization proposed by the Debtor or other parties-in-
       interest and advise as to whether it is in the best
       interest of creditors and is feasible;

   (j) assist the Debtor with such other services as may
       contribute to the confirmation of a plan of reorganization;

   (k) advise and assist the Debtor in evaluating and prosecuting
       any claims that the Debtor may have against third parties
       and others; and

   (l) assist the Debtor in performing such other services as may
       be in the interest of creditors, the Debtor and the
       Debtor's estate.

McDonald Carano will be paid at these hourly rates:

       Kaaran E. Thomas, Of Counsel      $500
       Ryan J. Works, Partner            $375
       Kristen T. Gallagher, Partner     $350
       Amanda M. Perach, Associate       $275
       Brian Grubb, Paralegal            $200

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

Ryan J. Works, partner of McDonald Carano, 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.

McDonald Carano can be reached at:

       Ryan J. Works, Esq.
       MCDONALD CARANO WILSON LLP
       2300 West Sahara Ave., Suite 1200
       Las Vegas, NV 89102
       Tel: (702) 873-4100
       Fax: (702) 873-9966
       E-mail: rworks@mcdonaldcarano.com

                     About Tem Enterprises

Tem Enterprises dba Xtra Airways filed a Chapter 11 bankruptcy
petition (Bankr. D. Nev. Case No. 14-13955) on June 4, 2014.
Judge August B. Landis oversees the case.  The Debtor disclosed
$6,129,714 in assets and $18,386,432 in liabilities as of the
Chapter 11 filing.  Lisa Dunn signed the petition as president.
McDonald Carano Wilson LLP serves as the Debtor's counsel.


TRAVELPORT LIMITED: Unit to Sell 34 Million Shares of Orbitz
------------------------------------------------------------
A subsidiary of Travelport Limited entered into an underwriting
agreement to sell 34 million shares of common stock of Orbitz
Worldwide, Inc., in an underwritten public offering for
approximately $280 million before expenses.

The underwriters have a 30 day option to purchase up to an
additional 5 million shares from the Selling Stockholder.  Orbitz
Worldwide will not receive any proceeds from the offering.  The
closing of the sale of the shares is expected to take place on
July 22, 2014, subject to customary closing conditions.

Credit Suisse Securities (USA) LLC is serving as the sole book-
running manager.  The offering of securities is made only by means
of a written prospectus and related prospectus supplement, which
together will form a part of Orbitz Worldwide's effective
registration statement.  The prospectus and prospectus supplement
relating to the offering will be filed with the U.S. Securities
and Exchange Commission and will be available on the SEC's Web
site at www.sec.gov.  Alternatively, when available, copies of the
prospectus and prospectus supplement relating to this offering may
be obtained from Credit Suisse Securities (USA) LLC, Attention:
Prospectus Department, One Madison Avenue, New York, New York
10010, or by calling 800-221-1037 or by emailing a request to
newyork.prospectus@credit-suisse.com.

                     About Travelport Holdings

Headquartered in Atlanta, Georgia, Travelport provides transaction
processing services to the travel industry through its global
distribution system business, which includes the group's airline
information technology solutions business.  During FYE2011, the
group reported revenues and adjusted EBITDA of US$2 billion and
US$507 million, respectively.

For the year ended Dec. 31, 2013, the Company reported a net loss
attributable to the Company of $192 million on $2.07 billion of
net revenue as compared with a net loss attributable to the
Company of $236 million on $2 billion of net revenue in 2012.
The Company's balance sheet at Dec. 31, 2013, showed $3.08 billion
in total assets, $4.39 billion in total liabilities and a $1.31
billion total deficit.

                           *     *     *

As reported by the TCR on May 1, 2013, Standard & Poor's Ratings
Services said that it raised its long-term corporate credit
ratings on Travelport Holdings Ltd. and indirect primary operating
subsidiary Travelport LLC (together, Travelport) to 'CCC+' from
'SD' (selective default).  The rating action follows S&P's review
of Travelport's business and financial risk profiles after it
downgraded the group to 'SD' on April 16, 2013.


TRULAND GROUP: Shuts Down, Will Liquidate in Bankruptcy
-------------------------------------------------------
Tom Corrigan, writing for Daily Bankruptcy Review, reported that
Truland Group Inc., which designs and installs electrical
infrastructure, has filed for Chapter 7 bankruptcy after halting
its operations.


UNITED AIRLINES: Moody's Rates $500MM Incremental Loan 'Ba2'
------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to the $500
million incremental term loan facility due 2021 that United
Airlines, Inc. ("United") announced it plans to arrange. The
Corporate Family rating of UAL is B2. The rating outlook is
positive.

Ratings Rationale

United's parent, United Continental Holdings, Inc. ("UAL") will
guarantee the new term loan, as it does United's existing senior
secured credit facilities: a $900 million term loan and $1.0
billion revolving credit. The revolving credit will be upsized to
$1.35 billion as part of the add-on term loan transaction. The
existing term loan matures on April 1, 2019 and the maturity of
the revolving credit is being extended to January 2, 2019. The
rating of these credit facilities is also Ba2.

United will use the proceeds of the add-on term loan for general
corporate purposes, including to help fund the early retirement of
its $800 million of 6.75% senior secured notes due September 15,
2015. Moody's expects these new credit facilities to close and the
payoff of the 6.75% notes to occur before the end of September
2014. Moody's will withdraw the Ba2 rating on this issue of
secured notes once they are repaid.

The B2 Corporate Family rating considers UAL's good liquidity,
leading market position and credit metrics that remain somewhat
weak relative to the cross-industry medians for the B2 rating
category. The ratings anticipate that UAL will sustain good
liquidity notwithstanding expected negative free cash flow
generation in at least the next two years because of higher
capital expenditures for new aircraft and other capital
investments while it pursues stronger traffic performance and
yields.

The stable outlook reflects Moody's anticipation of about steady
traffic and operating performance in upcoming quarters as the
company focuses on completing the integration of its work groups
under unified labor contracts. The large cash balance provides
sufficient cushion to fund upcoming debt maturities and other
potential calls on cash in the event cash flow from operations was
to unexpectedly decline.

Upwards pressure on the ratings could occur if the company is able
to improve its unit revenues and demonstrate the ability to limit
growth in non-fuel unit costs such that a positive trend of
operating profit and operating cash flow is sustained. Stronger
credit metrics such as Funds from operations + interest to
interest of about 3.0 times, Debt to EBITDA of below 5.5 times and
or Free Cash Flow to Debt of at least 4% could also positively
pressure the ratings. The ratings could face downwards pressure if
the company is unable to maintain its EBIT margin above 5% while
its cost of jet fuel surpassed $3.40 per gallon or if aggregate
liquidity including cash and availability on revolving credit
facilities was sustained below $4.0 billion. Sustained negative
free cash flow generation, Debt to EBITDA of more than 7.0 times
or Funds from operations + interest to interest of below 2.0 times
could also lead to a negative rating action.

United Continental Holdings, Inc. (NYSE: UAL) is the holding
company for United Airlines. UAL's airline operating companies
operate an average of more than 5,200 flights a day to 374
airports across six continents from their hubs in Chicago, Denver,
Houston, Los Angeles, Newark, San Francisco and Washington, D.C.

Assignments:

Issuer: United Airlines, Inc.

Senior Secured Bank Credit Facility, Assigned Ba2, LGD2, 19 %

The principal methodology used in this rating was Global Passenger
Airlines published in May 2012. Other methodologies used include
Loss Given Default for Speculative-Grade Non-Financial Companies
in the U.S., Canada and EMEA published in June 2009.


UNI-PIXEL INC: To Hold Call on 2nd Quarter Results Aug. 7
---------------------------------------------------------
UniPixel, Inc., will hold a conference call on Thursday, Aug. 7,
2014, at 4:30 p.m. Eastern time to discuss the second quarter
ended June 30, 2014.  Financial results will be issued in a press
release prior to the call.

UniPixel management will host the presentation, followed by a
question and answer period.

The call will be webcast live here, as well as via a link in the
Investors section of the company's Web site at
www.unipixel.com/investors.  Webcast participants will be able to
submit a question to management via the webcast player.

Date: Thursday, August 7, 2014
Time: 4:30 p.m. Eastern time (3:30 p.m. Central time)
Webcast: http://public.viavid.com/index.php?id=110260

To participate in the conference call via telephone, dial 1-913-
981-5588 and provide the conference name or conference ID 1760033.
Please call the conference telephone number 5-10 minutes prior to
the start time so the operator can register your name and
organization.

If you have any difficulty with the webcast or connecting to the
call, please contact Liolios Group at 1-949-574-3860.

A replay of the call will be available after 7:30 p.m. Eastern
time on the same day through Sept. 7, 2014, via the same link
above, or by dialing 1-858-384-5517 and entering replay ID
1760033.

                        About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

Uni-Pixel reported a net loss of $15.18 million in 2013, a net
loss of $9.01 million in 2012 and a net loss of $8.56 million in
2011.  The Company's balance sheet at March 31, 2014, showed
$49.38 million in total assets, $5.50 million in total liabilities
and $43.87 million in total shareholders' equity.


USG CORP: Posts $57 Million Net Income in Second Quarter
--------------------------------------------------------
USG Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $57 million on $948 million of net sales for the three months
ended June 30, 2014, as compared with net income of $25 million on
$916 million of net sales for the same period last year.

For the six months ended June 30, 2014, the Company reported net
income of $102 million on $1.79 billion of net sales as compared
with net income of $27 million on $1.73 billion of net sales for
the same period in 2013.

As of June 30, 2014, USG Corporation had $4.15 billion in total
assets, $3.33 billion in total liabilities and $814 million in
total stockholders' equity including noncontrolling interest.

As of June 30, 2014, the Company had $373 million of cash and cash
equivalents and marketable securities compared with $952 million
as of Dec. 31, 2013.

"I'm pleased to report our best quarterly results in seven years,"
said James S. Metcalf, Chairman, president, and CEO.  "Despite
slower than expected acceleration in industry opportunity, most of
our businesses and products improved their performance from a year
ago and we also recorded our first full quarter of operations in
our USG Boral joint venture."

"We remain confident in the recovery, but challenges in the macro-
economic environment still exist," Mr. Metcalf said.  "However, we
believe that the second half of the year will be better than the
first half and we are well positioned to capitalize on the
improving opportunity."

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

                         http://is.gd/x0cBuH

A conference call and webcast to discuss second quarter 2014
results was held at 10:00 a.m. Central Time on July 24, 2014.  A
copy of the slides presented as part of the webcast is available
for free at http://is.gd/kLOgm1

Effective April 1, 2014, the Company changed the composition of
its reportable segments to reflect the change in management over
its businesses in Mexico and Latin America and the contribution of
the Company's businesses in Asia-Pacific, India and Oman into its
50/50 joint venture with Boral Limited, USG Boral Building
Products, or UBBP.  Accordingly, the Company's segments are now
structured around its key products and business units: (1) Gypsum,
(2) Ceilings, (3) Distribution and (4) UBBP.

                       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.

USG Corporation reported net income of $46 million in 2013, as
compared with a net loss of $125 million in 2012.

                            *     *     *

As reported by the TCR on March 12, 2014, Standard & Poor's
Ratings Services raised its corporate credit rating on Chicago-
based USG Corp. to 'B+' from 'B'.  "The upgrade reflects our view
that improving U.S. housing construction will allow for increased
selling prices and higher volume in USG's gypsum and worldwide
ceiling segments, through which USG will continue to improve its
leverage to about 4.7x by the end of 2014, and to below 4.5x by
the end of 2015," said Standard & Poor's credit analyst Maurice
Austin.

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.


USG CORP: Gates Capital Reports 5.1% Equity Stake
-------------------------------------------------
Gates Capital Management, Inc., and its affiliates disclosed in a
regulatory filing with the U.S. Securities and Exchange Commission
that as of July 15, 2014, they beneficially owned 6,991,310 shares
of Common Stock of USG Corporation representing 5.1 percent
(based on 137,856,961 shares of Common Stock issued and
outstanding as of March 31, 2014).  A full-text copy of the
regulatory filing is available for free at http://is.gd/uJuSjL

                      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.

USG Corporation reported net income of $46 million in 2013, as
compared with a net loss of $125 million in 2012.

As of Dec. 31, 2013, the Company had $4.12 billion in total
assets, $3.45 billion in total liabilities and $662 million in
total stockholders' equity including noncontrolling interest.

                            *     *     *

As reported by the TCR on March 12, 2014, Standard & Poor's
Ratings Services raised its corporate credit rating on Chicago-
based USG Corp. to 'B+' from 'B'.  "The upgrade reflects our view
that improving U.S. housing construction will allow for increased
selling prices and higher volume in USG's gypsum and worldwide
ceiling segments, through which USG will continue to improve its
leverage to about 4.7x by the end of 2014, and to below 4.5x by
the end of 2015," said Standard & Poor's credit analyst Maurice
Austin.

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.


USG CORP: Reclassifies Board of Directors
-----------------------------------------
Pursuant to the Restated Certificate of Incorporation of USG
Corporation and the Company's Amended and Restated By-Laws, the
members of the Company's board of directors are elected to serve
staggered terms and are divided into three classes, with each
class being as nearly equal in number as practicable, and with the
term of office of one class of Board members expiring at each
annual meeting of stockholders.  Following the previously
disclosed retirement of Douglas Ford from the Board, the Board
consisted of two directors with terms expiring in 2015, three
directors with terms expiring in 2016 and four directors with
terms expiring in 2017.

At a meeting of the Board held on July 16, 2014, and in order to
ensure that the Board consists of three classes divided as evenly
as practicable, Ms. Gretchen R. Haggerty, previously a director
with a term expiring in 2017, resigned as a director.  Immediately
thereafter, Ms. Haggerty was elected as a director with a term
expiring in 2015 by the remaining members of the Board.

Concurrently with her election as a director with a term expiring
in 2015, Ms. Haggerty was also reelected to the Audit Committee
and Finance Committee of the Board, which are the two committees
of the Board on which Ms. Haggerty had been serving.

Ms. Haggerty's resignation and reelection were effected solely to
reclassify the Board in order to have three classes divided as
evenly as practicable.  For all other purposes, including director
compensation matters, Ms. Haggerty's service on the Board is
deemed to have continued uninterrupted since her initial election
to the Board in May 2011.  Ms. Haggerty, and the other two
directors with a term expiring in 2015, will stand for election at
the annual meeting of the Company's stockholders to be held in May
2015.

On July 16, 2014, the Board amended Article III, Section 2(a) of
the Company's By-Laws, to state that the number of directors
constituting the Board will not be less than eight or more than
twelve.  Previously, the By-laws provided that the number of
directors constituting the Board shall not be less than nine or
more than 13.

At the same time, the Board also amended Article III, Section 2(d)
of the Company's By-Laws, to provide that in general, no non-
employee director will serve beyond the first annual meeting of
stockholders following that director's 72nd birthday.  Previously,
the By-laws provided that no non-employee director will serve
beyond the first annual meeting of stockholders following that
director's 70th birthday.


                      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.

USG Corporation reported net income of $46 million in 2013, as
compared with a net loss of $125 million in 2012.  As of Dec. 31,
2013, the Company had $4.12 billion in total assets, $3.45 billion
in total liabilities and $662 million in total stockholders'
equity including noncontrolling interest.

                            *     *     *

As reported by the TCR on March 12, 2014, Standard & Poor's
Ratings Services raised its corporate credit rating on Chicago-
based USG Corp. to 'B+' from 'B'.  "The upgrade reflects our view
that improving U.S. housing construction will allow for increased
selling prices and higher volume in USG's gypsum and worldwide
ceiling segments, through which USG will continue to improve its
leverage to about 4.7x by the end of 2014, and to below 4.5x by
the end of 2015," said Standard & Poor's credit analyst Maurice
Austin.

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.


VERIS GOLD: U.S. Court Recognizes Canadian Restructuring
--------------------------------------------------------
Veris Gold Corp. on July 24 disclosed that it has been granted
provisional relief under Section 1519 of the Bankruptcy Code in
the United States as of July 23, 2014.  This ruling recognizes the
Canadian proceeding of Companies' Creditors Arrangement Act
("CCAA") and as a result protects the assets of the Company and
the interests of the creditors until such time as a ruling on the
Petition for Recognition and Chapter 15 Relief is granted.

All inquiries regarding Veris' CCAA proceedings should be directed
to the Monitor, Ernst & Young: Mr. Rocky Ho at (604) 891-8425.
Information about the CCAA proceeding, including copies of all
court orders and the Monitor's reports, is available at the
Monitor's Web site: www.ey.com/ca/verisgold

                      About Veris Gold Corp.

Veris Gold Corp. is a growing mid-tier North American gold
producer in the business of developing and operating gold mines in
geo-politically stable jurisdictions.  The Company's primary
assets are the permitted and operating Jerritt Canyon processing
plant and gold mines located 50 miles north of Elko, Nevada, USA.
The Company's primary focus is on the re-development of the
Jerritt Canyon mining and processing plant.  The Company also
holds a portfolio of precious metals properties in British
Columbia and the Yukon Territory, Canada, including the Ketza
River Property.

                           *     *     *

As reported in the TCR on April 11, 2013, Deloitte LLP, in
Vancouver, Canada, expressed substantial doubt about Veris Gold's
ability to continue as a going concern, citing the Company's net
losses over the past several years, working capital deficit in the
amount of US$34.3 million and accumulated deficit of
US$379.0 million as at Dec. 31, 2012.


VERSO PAPER: Amends Subordinated Debt Exchange Offer
----------------------------------------------------
Verso Paper Corp. announced that two of its wholly owned
subsidiaries, Verso Paper Holdings LLC and Verso Paper Inc. have
amended the terms of their exchange offer and consent solicitation
with respect to their outstanding 11 3?8% Senior Subordinated
Notes due 2016.

The Subordinated Notes Exchange Offer, together with the Issuers'
previously announced exchange offer and consent solicitation with
respect to their outstanding 8.75% Second Priority Senior Secured
Notes due 2019 are being conducted pursuant to the Agreement and
Plan of Merger dated as of Jan. 3, 2014, among Verso, Verso Merger
Sub Inc., and NewPage Holdings Inc., pursuant to which Verso will
acquire NewPage by means of the merger of Merger Sub with and into
NewPage on the terms and subject to the conditions set forth in
the Merger Agreement, with NewPage surviving the Merger as an
indirect, wholly owned subsidiary of Verso.  The closing of the
Merger is conditioned upon consummation of the exchange offers.

Verso also announced that the Second Lien Notes Exchange Offer has
been amended to give holders of Old Second Lien Notes who tender
before the Second Lien Notes Expiration Time on July 30, 2014, the
same consideration as those who tendered prior to the Second Lien
Notes Early Tender Time on July 16, 2014.

As of July 23, 2014, holders of approximately $99.7 million in
aggregate principal amount of Old Subordinated Notes have tendered
their Old Subordinated Notes or agreed with Verso and the Issuers
to tender their Old Subordinated Notes in the amended Subordinated
Notes Exchange Offer, and holders of approximately $286.9 million
in aggregate principal amount of Old Second Lien Notes have
tendered their Old Second Lien Notes in the Second Lien Notes
Exchange Offer.

"We thank the holders of our Old Second Lien Notes and Old
Subordinated Notes who have committed to the exchange offers for
their support," said Verso President and CEO Dave Paterson,
"Successful completion of the exchange offers is an important step
toward the closing of our acquisition of NewPage."

Amendment to Subordinated Notes Exchange Offer

The Subordinated Notes Exchange Offer and the Subordinated Notes
consent solicitation have been amended as set forth below.

CUSIP/ISIN:                    92531XAF9/ US92531XAF96

Outstanding                    $142,500,000
Principal Amount of
Old Subordinated
Notes:

Subordinated Notes             $1,000 principal amount of New
Total Consideration            Subordinated Notes and Warrants
if Tendered prior to
or on the Subordinated
Notes Early Tender Time:

Subordinated Notes             $850 principal amount of New
Exchange                       Subordinated Notes and Warrants
Consideration if
Tendered after the
Subordinated Notes
Early Tender Time:

Principal Amount of            $710 principal amount of New
New Subordinated               Subordinated Notes subject to
Notes Following the            adjustment based on participation
Merger per $1,000              in the Subordinated Notes
Principal Amount of            Exchange Offer
New Subordinated
Notes Prior to the
Merger:

The Issuers have also amended the terms of the New Subordinated
Notes as follows: upon the consummation of the Merger, (i) the
principal amount of the outstanding New Subordinated Notes will be
adjusted such that a holder of $1,000 principal amount of New
Subordinated Notes immediately prior to the Merger will hold $710
principal amount of New Subordinated Notes immediately following
the Merger (assuming 100% participation in the Subordinated Notes
Exchange Offer), (ii) the maturity date of the New Subordinated
Notes will be extended to Aug. 1, 2020, and (iii) the interest
rate will be adjusted such that the New Subordinated Notes will
bear interest from and after the date of the consummation of the
Merger at a rate of 11% per annum payable in cash plus 5% per
annum payable by increasing the principal amount of the
outstanding New Subordinated Notes or by issuing additional New
Subordinated Notes.

Following the consummation of the Merger, the Issuers may redeem
the New Subordinated Notes, in whole or in part, at any time prior
to Aug. 1, 2017, at a redemption price equal to 100% of the
principal amount thereof, plus accrued and unpaid interest, if
any, plus a make-whole premium.  At any time following the
consummation of the Merger and on or after Aug. 1, 2017, Aug. 1,
2018 or Aug. 1, 2019, the Issuers may redeem the New Subordinated
Notes at their option at 105.500%, 102.750% and 100.000%,
respectively.

The consummation of the Subordinated Notes Exchange Offer is
conditioned upon, among other things, the valid tender, and not
withdrawal, of at least 70% in aggregate principal amount of
outstanding Old Subordinated Notes.  The Issuers will make
alternative arrangements on similar economic terms to the
Subordinated Notes Exchange Offer for holders who are not Eligible
Holders; the 70% minimum condition will include in it any Old
Subordinated Notes held by such holders that tender pursuant to
such alternative arrangements.

Amendment to Second Lien Notes Exchange Offer

The Issuers have amended the terms of the Second Lien Notes
Exchange Offer so that the Second Lien Notes Exchange
Consideration (as defined in the Offering Documents) per $1,000
principal amount of Old Second Lien Notes tendered after 12:00
midnight, New York City time, at the end of July 16, 2014, will
include $1,000 principal amount of new Second Priority Adjustable
Senior Secured Notes instead of $950 principal amount of New
Second Lien Notes.  As a result, holders of Old Second Lien Notes
that validly tender Old Second Lien Notes after the Second Lien
Notes Early Tender Time, but prior to 12:00 midnight, New York
City time, at the end of July 30, 2014, will now receive for each
$1,000 principal amount of Old Second Lien Notes tendered and
accepted by the Company, $1,000 principal amount of New Second
Lien Notes, without giving effect to the adjustment in principal
amount upon the consummation of the Merger, and the Second Lien
Notes Warrant Consideration.

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

                        http://is.gd/NccDCo

                             About Verso

Verso is a North American producer of coated papers, including
coated groundwood and coated freesheet, and specialty products.
Verso is headquartered in Memphis, Tennessee, and owns three paper
mills located in Maine and Michigan.  Verso's paper products are
used primarily in media and marketing applications, including
magazines, catalogs and commercial printing applications such as
high-end advertising brochures, annual reports and direct-mail
advertising.  Additional information about Verso is available on
its Web site at www.versopaper.com.

                            *    *    *

As reported by the TCR on July 10, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating on Memphis, Tenn.-
based Verso Paper Holdings LLC to 'CC' from 'CCC'.  "The rating
action reflects the announcement that the company plans to conduct
a two-part exchange for its senior secured second-priority notes
and senior subordinated notes," said Standard & Poor's credit
analyst David Kuntz.

The TCR reported on June 24, 2014, that Moody's Investors Service
downgraded Verso Paper Holdings LLC's corporate family rating
(CFR) to Caa3 from B3 and probability of default rating (PDR) to
Caa3-PD from Caa2-PD.  Verso's Caa3 CFR reflects the elevated risk
of a default or distressed exchange in the next 12 months, the
company's weak liquidity, high leverage (adjusted leverage over
13x), and the expectation that the company will continue to face
secular demand declines and weak prices for most of the grades of
coated paper it produces.


VERITEQ CORP: Enters Into Consulting and Marketing Agreements
-------------------------------------------------------------
During the period starting on July 1, 2014, Veriteq Corporation
entered into several consulting agreement and amended a previous
marketing agreement, which, in the aggregate, result in the
issuance of 1,550,000 shares.  The two agreements and the
amendment are as follows:

On July 15, the Company agreed with RedChip Companies Inc. to
modify its marketing agreement such that it would issue 500,000
shares of common stock in lieu of any amounts owed but unpaid, and
would not have to make monthly cash payments during July and
August, 2014.  On Sept. 1, 2014, cash payments of $10,000 per
month would resume.

On July 14, 2014, the Company entered into a consulting agreement
with SmallCap Voice.com Inc. pursuant to which the consultant was
to be compensated in shares of common stock of the Company.  Under
the terms, the Company has issued 500,000 shares of common stock.

On July 1, 2014, the Company entered into an advisory and
consulting agreement with Hanover Financial Services pursuant to
which the consultant was to be compensated partly in shares of
common stock of the Company.  Under the terms, the Company is to
issue 550,000 shares of common stock and paid $5,000 for three
months of consulting services.

           Securities Purchase Agreement and Convertible
              Promissory Note Effective July 15, 2014

Effective July 15, 2014, the funding date, VeriTeQ Corporation
entered into a securities purchase agreement with an accredited
investor.  Pursuant to the terms of the Purchase Agreement, the
Company issued and sold to the purchaser a convertible promissory
note in the aggregate principal amount of $83.500.

The note, which accrues interest at a rate of 8% per annum, will
mature on April 14, 2015.  The note provides the Company with
several pre-payment options with varying amount due depending upon
the timing of the prepayment.  The note may be converted in whole
or in part into the Company's common stock, at the option of the
holder, at any time following 180 days after issuance and until
the maturity date, unless the conversion or share issuance under
the conversion would cause the holder to beneficially own in
excess of 4.99% of the Company's common stock.  The conversion
price will be 61% multiplied by the market price.  Market price
means the average of the lowest three (3) trading prices for the
Company's common stock during the ten (10) trading day period
ending on the latest complete trading day prior to the date of
conversion.  If and whenever the Company issues or sells, or is
deemed to have issued or sold, any shares of common stock for a
consideration per share less than a price equal to the conversion
price in effect immediately prior to such issue or sale or deemed
issuance or sale, then, immediately after such Dilutive Issuance,
the conversion price then in effect will be reduced to an amount
equal to the new issuance price.

               Convertible Note Effective July 16, 2014

Effective July 16, 2014, the funding date, the Company entered
into a convertible note with an accredited investor in an amount
up to $500,000.  On July 16, 2014, the Company received $125,000
as the initial consideration under the terms of the note.  The
Investor may pay additional consideration to the Company in such
amounts and at such dates as the Investor may choose in its sole
discretion.

The note bears an original issue discount of 10% of the amounts
funded by the Investor and bears no interest for the first 90 days
after each payment of consideration.  If any amount funded is not
paid within the 90 day period, a one-time interest payment of 12%
of the amount funded becomes due.  The maturity date is two years
from the effective date of each payment of consideration made to
the Company by the Investor.  The note may be converted in whole
or in part into the Company's common stock, at the option of the
Investor.  The conversion price is the lesser of $0.14 or 60% of
the lowest trade price in the 25 trading days previous to the
conversion.  Unless otherwise agreed in writing by both parties,
at no time will the Investor convert any amount of the note into
common stock that would result in the Investor owning more than
4.99% of the Company's common stock outstanding.

The note provides for the Company to include the shares underlying
the note in any subsequently filed registration statement to the
extent that the Company files a registration statement with the
Securities and Exchange Commission.  Failure to do so will result
in liquidated damages of 25% of the outstanding principal balance
of the note, but not less than $25,000, being immediately due and
payable to the Investor at its election in the form of cash
payment or addition to the balance of this note.

So long as the note is outstanding, upon any issuance by the
Company or any of its subsidiaries of any security with any term
more favorable to the holder of such security or with a term in
favor of the holder of such security that was not similarly
provided to the Investor in the note, then the Company will notify
the Investor of such additional or more favorable term and such
term, at the Investor's option, will become a part of the
transaction documents with the Investor.

                           About VeriTeQ

VeriTeQ (formerly known as Digital Angel Corporation) develops
innovative, proprietary RFID technologies for implantable medical
device identification, and dosimeter technologies for use in
radiation therapy treatment.  VeriTeQ offers the world's first FDA
cleared RFID microchip technology that can be used to identify
implantable medical devices, in vivo, on demand, at the point of
care.  VeriTeQ's dosimeters provide patient safety mechanisms
while measuring and recording the dose of radiation delivered to a
patient in real time.  For more information on VeriTeQ, please
visit www.veriteqcorp.com .

Veriteq Corporation reported a net loss of $15.07 million on
$18,000 of sales for the year ended Dec. 31, 2013, as compared
with a net loss of $1.60 million on $0 of sales for the year ended
Dec. 31, 2012.  As of March 31, 2014, the Company had $7.97
million in total assets, $15.19 million in total liabilities and a
$7.21 million total stockholders' deficit.

EisnerAmper LLP, in New York, New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company has incurred recurring net losses, and at Dec. 31,
2013, had negative working capital and a stockholders' deficit.
These events and conditions raise substantial doubt about the
Company's ability to continue as a going concern.


VIGGLE INC: Study Finds Viggle Improves TV Ad Effectiveness
-----------------------------------------------------------
Viggle Inc. has released findings from its "Brand Effect Study"
showing that exposure to TV advertisements seen on both television
and the Viggle app resulted in higher brand recall.  The study
concluded that Brand and Message Recall, Likeability, and Purchase
Intent were higher for a campaign that took place in May, as a
result of a TV advertising buy being extended to Viggle's
platform.

"This study demonstrates that when a brand establishes a second
screen media presence via the Viggle platform in conjunction with
its TV spend, it drives higher awareness, stronger message recall
and greater purchase intent among its key consumers," said Kevin
Arrix, chief revenue officer of Viggle.  "Furthermore, while we
address this as 'second screen', it's worth noting that mobile
device usage, while the television is on, is de facto in today's
household.  In order to ensure getting the in-home consumer's
attention, brands have to distribute their messaging on both the
TV and the mobile device."

As part of the commissioned study, Nielsen surveyed three groups
of Viggle members that were defined as TV Only Exposed, Viggle
Only Exposed and TV and Viggle Exposed.  Those that watched and
checked into a TV show where the ad aired, but were not served the
ad in the app were defined as TV Only Exposed.  A verified check
in occurs when Viggle's patented technology confirms that a user
is watching a particular program by sampling and accurately
matching the audio.  Users that did not check into or watch a TV
show where the ad aired, but had the opportunity to view the ad on
Viggle were determined as Viggle Only Exposed.  TV and Viggle
Exposed users were Viggle users that watched and checked into a TV
show where the ad aired and were also served the ad in the Viggle
app.

Key findings from the study found that dual exposure to the ad on
both TV and within the Viggle platform boosted resonance,
resulting in a 39% increase in brand recall among TV and Viggle
Exposed users (46%) versus TV Only Exposed users (33%).  Dual
exposure also yielded a significant uptick in likeability and
interest in the creative with users expressing interest to
purchase.  The 20% of TV and Viggle Exposed users who were
interested in purchasing the product seen in the advertisement was
nearly double the number of TV Only users (12 %), who felt
similarly.

Other key findings from the study include:

  * Forty percent of TV and Viggle users were able to recall the
    ad, brand and message of the TV ad in comparison to 25% of TV
    Only users

  * Positive Likeability was higher among TV and Viggle users at
    46% compared to 37% among TV Only users

  * Once respondents recalled the ad, 87% of TV and Viggle exposed
    users were able to recall the correct brand compared to 79% of
    TV Only users

                             About Viggle

New York City-based Viggle Inc. is a loyalty marketing company.
The Company has developed a loyalty program for television that
gives people real rewards for checking into the television shows
they are watching on most mobile operating system.  Viggle users
can redeem their points in the app's rewards catalog for items
such as movie tickets, music, or gift cards.

Viggle incurred a net loss of $91.40 million on $13.90 million of
revenues for the year ended June 30, 2013, as compared with a net
loss of $96.51 million on $1.73 million of revenues during the
prior year.  The Company's balance sheet at March 31, 2014, showed
$68.09 million in total assets, $62.79 million in total
liabilities, $37.54 million in series A convertible redeemable
preferred stock, and a $32.23 million total stockholders' deficit.

BDO USA, LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
June 30, 2013.  The independent auditors noted that the Company
has suffered recurring losses from operations and at June 30,
2013, has deficiencies in working capital and equity that raise
substantial doubt about its ability to continue as a going
concern.


WALTER ENERGY: D. Cartwright No Longer Heads Canadian Operations
----------------------------------------------------------------
Walter Energy, Inc., received notice on July 23, 2014, from Daniel
P. Cartwright, the president-Canadian Operations of the Company,
of his decision to terminate his employment with the Company,
effective July 31, 2014.

Pursuant to his employment arrangement with the Company, Mr.
Cartwright elected to terminate his employment for "good reason,"
based on a material diminution in his authority, duties and
responsibilities brought about as a result of the idling of the
Company's Canadian operations announced in April 2014.  In
connection with his termination for "good reason," Mr. Cartwright
is entitled to receive certain severance payments from the
Company, subject to Mr. Cartwright's execution of a release of
claims and compliance with certain restrictive covenants,
including non-competition and non-solicitation.  From Aug. 1,
2014, through July 31, 2015, Mr. Cartwright is entitled to monthly
payments in the gross amount of approximately $49,088, which
amount is equal to one-twelfth (1/12) times the sum of his annual
base salary and annual target bonus in effect on the Termination
Date.  Mr. Cartwright is also entitled to continuation of the
benefits that he is receiving from the Company as of the
Termination Date until the earliest to occur of (i) July 31, 2015,
(ii) the last date on which he is eligible to participate in the
benefit under applicable law and (iii) the date on which he
becomes eligible to receive comparable benefits from a subsequent
employer.

                        About Walter Energy

Walter Energy is a leading, publicly traded "pure-play"
metallurgical coal producer for the global steel industry with
strategic access to high-growth steel markets in Asia, South
America and Europe.  The Company also produces thermal coal,
anthracite, metallurgical coke and coal bed methane gas.  Walter
Energy employs approximately 2,900 employees with operations in
the United States, Canada and United Kingdom.

The Company's balance sheet at March 31, 2014, showed $5.64
billion in total assets, $4.97 billion in total liabilities and
$669.6 million in total stockholders' equity.

                            *    *    *

As reported by the TCR on July 1, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating on Birmingham, Ala.-
based Walter Energy Inc. to 'CCC+' from 'B-'.  S&P believes the
company's capital structure is likely unsustainable in the long-
term absent an improvement in met coal prices.

The TCR reported on July 10, 2014, that Moody's downgraded the
Corporate Family Rating of Walter Energy, Inc., to Caa2 from Caa1.


WARNER MUSIC: 2010 International Agreement Assigned to WMIS
-----------------------------------------------------------
WEA International, Inc., and WMIS Limited, each a wholly-owned
subsidiary of Warner Music Group Corp., entered into an assignment
and amendment agreement with Cinram Group Inc., Cinram GmbH and
Cinram Operations UK Limited to the International Manufacturing
and PP&S Agreement, dated as of July 1, 2010, as amended, between
WMI and Cinram International Inc., Cinram GmbH and Cinram
Operations UK Limited.  Under the International Agreement, Cinram
supplies the Company with manufacturing and pick/pack/ship
services in the European Union.

Pursuant to the Assignment and Amendment, the parties agreed to
assign the International Agreement from WMI to WMIS with effect
from Feb. 1, 2014.  Notwithstanding the assignment of WMI's
obligations under the International Agreement, WMI, at all times,
shall remain directly and fully liable to Cinram for the
performance of the obligations of WMI and WMIS under the
International Agreement.  In addition, the parties agreed to
certain amendments to its existing manufacturing and
pick/pack/ship arrangements.  Except as expressly modified by the
Assignment and Amendment, the terms of the International Agreement
remain substantially the same as the terms of the International
Agreement.  The International Agreement now expires on Jan. 31,
2017.

A copy of the Assignment and Amendment is available for free at:

                         http://is.gd/ilzUPB

                      About Warner Music Group

Based in New York, Warner Music Group Corp. (NYSE: WMG)
-- http://www.wmg.com/-- was formed by a private equity
consortium of investors on Nov. 21, 2003.  The Company is the
direct parent of WMG Holdings Corp., which is the direct parent of
WMG Acquisition Corp.  WMG Acquisition Corp. is one of the world's
major music-based content companies and the successor to
substantially all of the interests of the recorded music and music
publishing businesses of Time Warner Inc.

The Company classifies its business interests into two fundamental
operations: Recorded Music and Music Publishing.  The Company's
Recorded Music business primarily consists of the discovery and
development of artists and the related marketing, distribution and
licensing of recorded music produced by such artists.  The
Company's Music Publishing operations include Warner/Chappell, its
global Music Publishing company, headquartered in New York with
operations in over 50 countries through various subsidiaries,
affiliates and non-affiliated licensees.

In May 2011, Warner Music Group Corp. and Access Industries, the
U.S.-based industrial group, announced the execution of a
definitive merger agreement under which Access Industries will
acquire WMG in an all-cash transaction valued at $3.3 billion.
The purchase includes WMG's entire recorded music and music
publishing businesses.

On July 20, 2011, the Company notified the New York Stock
Exchange, Inc., of its intent to remove the Company's common stock
from listing on the NYSE and requested that the NYSE file with the
SEC an application on Form 25 to report the delisting of the
Company's common stock from the NYSE.  On July 21, 2011, in
accordance with the Company's request, the NYSE filed the Form 25
with the SEC in order to provide notification of that delisting
and to effect the deregistration of the Company's common stock
under Section 12(b) of the Securities Exchange Act of 1934, as
amended.  On August 2, 2011, the Company filed a Form 15 with the
SEC in order to provide notification of a suspension of its duty
to file reports under Section 15(d) of the Exchange Act.  The
Company continues to file reports with the SEC pursuant to the
Exchange Act in accordance with certain covenants contained in the
instruments governing the Company's outstanding indebtedness.

Warner Music reported a net loss attributable to the Company $198
million on $2.87 billion of revenues for the fiscal year ended
Sept. 30, 2013, as compared with a net loss attributable to the
Company of $112 million on $2.78 billion of revenues for the
fiscal year ended Sept. 30, 2012.

The Company's balance sheet at March 31, 2014, showed $6.13
billion in total assets, $5.48 billion in total liabilities and
$641 million in total equity.

                           *    *     *

As reported by the TCR on March 28, 2014, Standard & Poor's
Ratings Services affirmed its 'B+' corporate credit rating on
recorded music and music publishing company Warner Music Group
Corp. (WMG).  S&P's rating and negative outlook reflect continued
uncertainty surrounding industry wide revenue and profitability
trends affecting WMG over the intermediate term, despite recent
signs of stabilization in the industry.


WILLIAM C. INC: Case Summary & Unsecured Creditor
-------------------------------------------------
Debtor: William C., Inc.
           dba Max Fitness
        1300 Penn Road
        Hartselle, AL 35640

Case No.: 14-82039

Chapter 11 Petition Date: July 24, 2014

Court: United States Bankruptcy Court
       Northern District of Alabama (Decatur)

Debtor's Counsel: Angela Stewart Ary, Esq.
                  HEARD ARY, LLC
                  303 Williams Avenue SW
                  Park Plaza Suite 921
                  Huntsville, AL 35801
                  Tel: 256-535-0817
                  Fax: 256-535-0818
                  Email: aary@heardlaw.com
                         kheard@heardlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Tony Donald Burks, president/owner.

The Debtor listed Waste Management, at 1120 Old Hwy 20
Tuscumbia, AL, as its largest unsecured creditor holding a claim
of $500.

A full-text copy of the petition is available for free at:

              http://bankrupt.com/misc/alnb14-82039.pdf


YOUR EVENT: Incurs $433K Net Loss for May 31 Quarter
----------------------------------------------------
Your Event, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $433,813 on $620,378 of revenue for
the three months ended May 31, 2014, compared with a net loss of
$171,023 on $nil of revenue for the same period last year.

The Company's balance sheet at May 31, 2014, showed $2.43 million
in total assets, $3.17 million in total liabilities, and a
stockholders' deficit of $741,080.

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

                       http://is.gd/YMKBwG

Your Event, Inc., a development stage company, focuses on
marketing and selling apparel and merchandise at retail sales
prices under the Hello Kitty brand name. Its apparel products
would consist of T-shirts, outerwear, fleece Jackets, and
adjustable baseball caps; and hard goods would comprise tote bags,
coin purses, cell phone covers, pins, ball point pens, eyeglass
frames, plush seat cushions, plush dolls, keychains, and stickers.
The company?s products would be sold primarily to sports stores
owned and operated by major league baseball teams in the United
States and Canada, as well as through mlb.com. Your Event, Inc.
was founded in 2007 and is headquartered in Hermosa Beach,
California.


ZOGENIX INC: Amends Annual Incentive Plan for CEO and President
---------------------------------------------------------------
The Board of Directors of Zogenix, Inc., approved an amendment and
restatement of the Company's Annual Incentive Plan on July 22,
2014.  Under the Amended Incentive Plan, the target bonus
percentages were changed for Roger L. Hawley, the Company's chief
executive officer, and Stephen J. Farr, Ph.D., the Company's
president.  Specifically, under the Amended Incentive Plan, Mr.
Hawley's target bonus was increased from 50% of base salary to 65%
of base salary and Dr. Farr's target bonus was increased from 45%
of base salary to 55% of base salary.  The target bonuses for the
Company's other executive officers were not changed from current
levels.

Under the Amended Incentive Plan, individuals are eligible to earn
bonuses based on corporate and individual performance for the
applicable fiscal year.  Unless otherwise approved by the
Compensation Committee of the Board of Directors, corporate
performance may be awarded within the range of 50% to 125% of
target and individual performance may be awarded within the range
of 0% to 125% of target.

The Company expects to adopt an annual incentive program for
future fiscal years, which will reward achievement at specified
levels of corporate and individual performance and will contain
target bonuses consistent with those disclosed in the Amended
Incentive Plan.

A complete copy of the Amended Incentive Plan is available for
free at http://is.gd/oSZpn0

                          About Zogenix Inc.

Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and
Emeryville, California, is a pharmaceutical company
commercializing and developing products for the treatment of
central nervous system disorders and pain.

Zogenix reported a net loss of $80.85 million in 2013, as compared
with a net loss of $47.38 million in 2012.  The Company's balance
sheet at March 31, 2014, showed $99.98 million in total assets,
$97.56 million in total assets, $2.41 million in total
stockholders' equity.

Ernst & Young LLP, in San Diego, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013.  The independent auditors noted
that the Company's recurring losses from operations and lack of
sufficient working capital raise substantial doubt about its
ability to continue as a going concern.


* BofA, Justice Dept. Remain Far Apart on Mortgage Pact
-------------------------------------------------------
Devlin Barrett, Christina Rexrode and Andrew Grossman, writing for
The Wall Street Journal, reported that Bank of America Corp. and
the Justice Department remain far apart on a possible mortgage-
securities settlement even though the Charlotte, N.C., bank
offered $13 billion to resolve the civil probe, according to
people familiar with the matter.  According to the report, citing
the people familiar with the matter, BofA is offering $13 billion
in cash and consumer relief such as mortgage modifications to
reduce payments for struggling borrowers but the Justice
Department wants a bigger cash component than the bank offered.


* Argentine Creditors Seek Names to Stop Deal-Killer Clause
-----------------------------------------------------------
Katia Porzecanski and Bob Van Voris, writing for Bloomberg News,
reported that Argentina creditors asked a U.S. judge to allow
intermediaries to identify restructured debt holders, so the South
American nation can seek their waiver of a clause that may scuttle
any deal with holders of defaulted bonds.  According to the
report, while Argentina has said it's seeking to negotiate with
holdouts, the nation may be constrained by a "rights against
future offers? clause that obliges it to extend any improved offer
on defaulted bonds to holders of restructured debt.

The case is NML Capital Ltd. v. Republic of Argentina, 08-cv-
06978, U.S. District Court, Southern District of New York
(Manhattan).


* Argentine Default Drama Nears Critical Stage
----------------------------------------------
Taos Turner and Ken Parks, writing for The Wall Street Journal,
reported that Argentina could make unfortunate history this week
if it defaults on its foreign debt for the second time in 13 years
as a showdown with creditors comes to a head.

According to the report, although there is little fear of
contagion for other emerging markets and minimal concern Argentina
would suffer the kind of economic implosion of 13 years ago, a
default still could cost one of Latin America's biggest economies
dearly, keeping it shut out of international credit markets and
crimping credit to companies.  It also could complicate the
transition to a new government after next year's presidential
election, the Journal said.


* UK High Court Rules 'Secret Fees' Go to Wronged Investor
----------------------------------------------------------
Law360 reported that the United Kingdom's highest court set
precedent when ruling that a company that breached its financial
duty while advising on a hotel purchase must pay the investors
both damages as well as the "secret commission" it took while
making the deal.  According to the report, the decision came out
of a long-winded dispute between a joint venture known as FHR
European Ventures LLC that was advised by Cedar Capital Partners
LLC on the EUR211.5 million ($286.1 million) purchase of a hotel
in Monaco in 2004.  Cedar Capital accepted a $13.5 million "secret
commission" in connection with the deal, and the U.K. Supreme
Court unanimously determined that FHR is rightfully due both
damages relating to the breach of fiduciary duty and the amount of
the secret fee, the report related.

The case is FHR European Ventures LLC and others v. Cedar Capital
Partners LLC, case number 2013/0049 in the Supreme Court of the
United Kingdom.


* Akerman Adds Three New Partners to Chicago Office
---------------------------------------------------
Akerman LLP, a top 100 U.S. law firm serving clients across the
Americas, on July 23 announced the addition of three partners to
its Chicago office, and has now more than doubled the size of its
Chicago team since opening the office five months ago with eight
lawyers.  The new partners, litigator Christine Bautista,
healthcare lawyer Carolyn Metnick, and bankruptcy lawyer
Michael Molinaro, bolster Akerman's national strengths in the
financial services and healthcare industries, particularly in
financial and securities litigation.  They also expand the firm's
capabilities in white collar crime and government investigation
matters.  Ms. Bautista joins the firm from the U.S. Attorney's
Office, where she was an Assistant U.S. Attorney in the Central
District of California, while Metnick joins from Barnes &
Thornburg LLP and Molinaro arrives from Reed Smith LLP.

Ms. Bautista is the second former Assistant U.S. Attorney to join
Akerman's Chicago office in recent weeks, following the arrival of
Paul Lillios who most recently served as a federal administrative
law judge in Chicago for the last 20 years.

"We are pleased to welcome Christine, Carolyn and Michael to
Akerman's Chicago office," said Scott Meyers, the firm's Chicago
office Managing Partner.  "Our clients continue to seek counsel in
complex transactional, regulatory enforcement and litigation
matters, and in Chicago, we remain focused on thoughtful growth,
assembling a team of lawyers who mirror Akerman's strengths in
these areas and who share our commitment to the Akerman Client
Experience."

Ms. Bautista joins Akerman's Litigation Practice Group,
concentrating her practice in white collar criminal defense and
internal investigations, complex commercial litigation, and Bank
Secrecy Act compliance issues.  She is an accomplished trial
lawyer with experience in criminal and civil investigations and
prosecutions by the federal government and its enforcement
agencies.  She has worked with the U.S. Securities and Exchange
Commission and tax authorities in various parallel investigations
and has experience prosecuting white collar crimes, including
securities fraud, tax fraud, money laundering, bank fraud, and
public corruption.  A native of Chicago, Ms. Bautista is active in
numerous professional and community organizations including the
Federal Bar Association and Trial Bar, the Chicago Asian American
Bar Association, and the Filipino American Lawyers Association of
Chicago.

A member of Akerman's Healthcare Practice Group, Metnick focuses
her practice on transactional and business issues affecting
healthcare providers, including health systems, hospitals,
multi-specialty clinics, IDTFs, FQHCs, surgery centers, and
physician organizations.  She guides her healthcare clients
through various transactions including joint ventures, mergers and
acquisitions, and reorganizations.  She also counsels clients on
governance matters, regulatory issues and federal fraud and abuse
laws, including the Anti-Kickback Statute, and the Stark Law. In
addition, Metnick counsels her clients on HIPAA compliance,
healthcare technology (mData), clinical trial research issues,
disputes and litigation with an emphasis in contract law,
covenants not to compete, and business torts.  Metnick serves as a
board member for Ballet Chicago and the Illinois Association of
Healthcare Attorneys, and as a vice-chair for the American Health
Lawyers Association's Business Law & Governance Practice Group.
She is recognized by Super Lawyers and was ranked in The National
Law Journal's "Chicago's 40 Under 40" survey in 2013.

Mr. Molinaro brings more than 30 years of experience to Akerman's
Bankruptcy and Reorganization Practice Group representing many of
the country's largest banks, financial institutions, and insurance
companies in loan financing transactions, loan workouts, complex
bankruptcy, reorganization and commercial law matters, and
commercial litigation.  Mr. Molinaro's nationwide practice
includes buying and selling distressed businesses, advising
lenders in connection with lender liability issues, and
representing secured and unsecured creditors on a wide variety of
commercial finance transactions, including healthcare, real
estate, credit card, intellectual property, leasing, hedge fund,
and derivative transactions.  Mr. Molinaro is a Fellow of the
Litigation Counsel of America and is recognized by Chambers USA
and Super Lawyers.

The combined experience of these new lawyers further strengthens
Akerman's financial litigation practice on behalf of lenders,
broker-dealers and hedge funds.  They also expand the national
footprint of Akerman's creditors' rights teams, which has handled
some of the largest bankruptcies in U.S. history.  The new
additions also enhance Akerman's capabilities in regulatory
compliance, government investigations and white-collar defense in
a wide range of industries.

Akerman's Chicago office now includes 18 lawyers, making Chicago
one of Akerman's fastest-growing offices along with its New York,
Miami, and Washington, D.C. locations.

                        About Akerman LLP

Akerman LLP -- http://www.akerman.com-- is a transactions and
trial law firm known for its core strengths in middle market M&A,
within the financial services and real estate industries, and for
a diverse Latin America practice.  With more than 600 lawyers and
government affairs professionals and a network of 20 offices, it
is ranked among the top 100 law firms in the United States by The
National Law Journal NLJ 350 (2014).  Akerman also is ranked among
the top 50 law firms for diversity in The American Lawyer's
Diversity Scorecard (2014).


* FTI Consulting Bags Eight Global M&A Turnaround Atlas Awards
--------------------------------------------------------------
FTI Consulting, Inc., the global business advisory firm dedicated
to helping organizations protect and enhance their enterprise
value, on July 24 disclosed that FTI Consulting was recently
awarded eight Turnaround Atlas Awards by the Global M&A Network
for excellence and outstanding achievements in the global
restructuring, special situation merger and acquisition ("M&A")
and turnaround markets.

FTI Consulting was recognized in the following categories:

   -- Private Equity Turnaround of the Year (Large Markets) Apollo
Global Management and Metropoulos & Co. acquisition of certain
assets, including Twinkies, Mini Muffins, Cup Cakes, Ho Hos,
Zingers and Suzy Q brands from Hostess Brands under Chapter 11 of
the bankruptcy code

   -- Special Situation M&A Deal of the Year (Large
Markets)Residential Capital reorganization under Chapter 11 of the
bankruptcy code and sale of assets to Ocwen Loan Servicing and
Berkshire Hathaway

   -- Consumer Goods Turnaround of the YearOrchard Supply Hardware
Stores sale to Lowe's under Chapter 11 of the bankruptcy code

   -- Industrials Turnaround of the YearAmerican Suzuki Motor
(North America) reorganization under Chapter 11 of the bankruptcy
code

   -- Healthcare Services Turnaround of the YearRural/Metro
Corporation reorganization under Chapter 11 of the bankruptcy code

   -- Materials & Resources Turnaround of the YearSino-Forest
reorganization under Chapter 15 of the U.S. bankruptcy code and
the Companies' Creditors Arrangement Act of Canada

   -- Chapter 11 Reorganization Deal of the Year (Middle
Markets)Ahern Rentals reorganization under Chapter 11 of the
bankruptcy code

   -- Restructuring of the Year (Small Middle Markets) Journal
Register Company sale to affiliate of Alden Global Capital under
Chapter 11 of the bankruptcy code

"We are pleased to receive recognition for the great work our
teams have performed across a broad range of industries and
situations," said Bob Duffy, Global Co-Leader of the Corporate
Finance/Restructuring segment at FTI Consulting. "With our global
breadth and deep technical and industry expertise, FTI Consulting
is well positioned to meet the increasing demands and challenges
our clients are facing and to identify customized solutions that
deliver optimal results."

The Turnaround Atlas Awards exclusively honor excellence from the
restructuring, bankruptcy, distressed investing and turnaround
communities worldwide. The winners are selected independently
based on identifiable performance criteria, including
restructuring style, sustainability, number of creditors, sector
challenges, timeliness and jurisdictional intricacies.

                       About FTI Consulting

FTI Consulting, Inc. -- http://www.fticonsulting.com-- is a
global business advisory firm dedicated to helping organizations
protect and enhance enterprise value in an increasingly complex
legal, regulatory and economic environment.  With more than 4,200
employees located in 26 countries, FTI Consulting professionals
work closely with clients to anticipate, illuminate and overcome
complex business challenges in areas such as investigations,
litigation, mergers and acquisitions, regulatory issues,
reputation management, strategic communications and restructuring.
The Company generated $1.65 billion in revenues during fiscal year
2013.


* Jeff Nerland Joins SierraConstellation as Senior Director
-----------------------------------------------------------
SierraConstellation Partners, LLC (SCP), an interim management and
advisory firm to middle-market companies in transition, on July 21
disclosed that Jeff Nerland has joined the firm as a senior
director.  He brings 30 years of turnaround experience to SCP,
providing advisory and interim management services to clients that
are financially distressed or faced with volatile market
conditions.  Mr. Nerland is based in Los Angeles and reports to
Lawrence Perkins, founder and CEO, and Winston Mar, managing
director.

"I have known Jeff for many years and am confident that his deep
expertise in the retail and restaurant industries will serve SCP
and our clients well," said Mr. Mar.  "Jeff's addition is a big
win for our team, and we couldn't be happier to have him join
SCP."

Mr. Nerland has conducted operational and financial restructurings
in a broad variety of industries, including retail, restaurants,
aerospace, contracting, distribution, transportation,
manufacturing, and real estate.  He has also held various senior
executive roles on an interim basis, including chief restructuring
officer, CEO and CFO for companies such as Hancock Fabrics, Coast
Crane, Atlantis Seafood and Daphne's Greek Cafe.  He also served
as group president of DeCrane Aircraft, where he completed 10
acquisitions to form a leading provider of cabin interior products
for the corporate aircraft industry.

"I'm happy that I can put my restructuring experience to work at a
growing, collaborative and results-oriented firm like SCP," said
Mr. Nerland.  "The middle market is ripe with opportunity and
challenges for businesses, and I look forward to helping our
clients find creative ways to prosper and grow."

             About SierraConstellation Partners, LLC

SierraConstellation Partners, LLC --
http://www.sierraconstellation.com-- is a Los Angeles-based
advisory firm serving middle-market companies and stakeholders in
those firms.  Clients include companies, management teams, their
private equity investors, lenders, creditors, and other financial
constituents.  The firm's professionals have a record of success
and achievement as financial advisors, interim managers and CROs
to firms needing financial and operational restructuring and
turnaround.  SCP has four main service lines: interim management,
advisory services, strategic investment advisory services, and
direct capital investments.  SCP also partners with select
investors to serve as management teams for potential acquisitions
and portfolio companies.


* Legal 500 Recognizes Mintz Levin's Bankruptcy Practice
--------------------------------------------------------
The Legal 500 United States has recognized Mintz, Levin, Cohn,
Ferris, Glovsky and Popeo, P.C. as a leading municipal bankruptcy
firm in the 2014 edition.  According to the guide, the Mintz Levin
team, which is described by clients and peers as "active in
virtually every case" and "strengthened by its deep bench in
public finance and tax-exempt workouts and restructurings."

For the second consecutive year, William W. Kannel, a Member of
the Bankruptcy, Restructuring & Commercial Law Section, has been
named to The Legal 500 United States' "Leading Lawyers" list, the
highest ranking for individuals, for Finance ? Municipal
Bankruptcy.  The guide also highlighted Adrienne K. Walker and
Ian A. Hammel, Members of the Bankruptcy, Restructuring &
Commercial Law Section, Richard H. Moche and Ann-Ellen Hornidge,
Members of the Public Finance Section, and Michael S. Gardener, a
Member of the Litigation Section, as key attorneys in the firm's
nationally ranked municipal bankruptcy group.

The Legal 500 is an independent guide that surveys and interviews
more than 250,000 corporate counsel globally each year.  The Legal
500 United States is the only guide to recommend firms on a
national basis.


* BOND PRICING: For Week From July 21 to July 25, 2014
------------------------------------------------------

   Company            Ticker   Coupon  Bid Price  Maturity Date
   -------            ------   ------  ---------  -------------
Alion Science &
  Technology Corp     ALISCI    10.25       78.5       2/1/2015
Allen Systems
  Group Inc           ALLSYS     10.5     50.125     11/15/2016
Allen Systems
  Group Inc           ALLSYS     10.5       52.5     11/15/2016
Brookstone Co Inc     BKST         13      38.25     10/15/2014
Brookstone Co Inc     BKST         13         45     10/15/2014
Brookstone Co Inc     BKST         13      34.75     10/15/2014
Buffalo Thunder
  Development
  Authority           BUFLO     9.375       41.5     12/15/2014
Caesars
  Entertainment
  Operating Co Inc    CZR          10     36.375     12/15/2018
Caesars
  Entertainment
  Operating Co Inc    CZR       10.75     68.841       2/1/2016
Caesars
  Entertainment
  Operating Co Inc    CZR       12.75     41.805      4/15/2018
Caesars
  Entertainment
  Operating Co Inc    CZR          10       38.5     12/15/2018
Caesars
  Entertainment
  Operating Co Inc    CZR       10.75      68.75       2/1/2016
Caesars
  Entertainment
  Operating Co Inc    CZR          10     36.375     12/15/2018
Caesars
  Entertainment
  Operating Co Inc    CZR          10      38.75     12/15/2018
Caesars
  Entertainment
  Operating Co Inc    CZR       10.75      68.75       2/1/2016
Caesars
  Entertainment
  Operating Co Inc    CZR          10      38.75     12/15/2018
Caesars
  Entertainment
  Operating Co Inc    CZR          10     36.375     12/15/2018
Cenveo Corp           CVO       8.875      103.8       2/1/2018
Champion
  Enterprises Inc     CHB        2.75       0.25      11/1/2037
Endeavour
  International Corp  END         5.5      41.75      7/15/2016
Energy Conversion
  Devices Inc         ENER          3      0.125      6/15/2013
Energy Future
  Competitive
  Holdings Co LLC     TXU       8.175          1      1/30/2037
Energy Future
  Holdings Corp       TXU        5.55     75.962     11/15/2014
FairPoint
  Communications
  Inc/Old             FRP      13.125          1       4/2/2018
Global Geophysical
  Services Inc        GGS        10.5      48.25       5/1/2017
Global Geophysical
  Services Inc        GGS        10.5     33.375       5/1/2017
James River Coal Co   JRCC      7.875       12.5       4/1/2019
James River Coal Co   JRCC        4.5          7      12/1/2015
James River Coal Co   JRCC         10       7.25       6/1/2018
James River Coal Co   JRCC         10         11       6/1/2018
James River Coal Co   JRCC      3.125          2      3/15/2018
LBI Media Inc         LBIMED      8.5         30       8/1/2017
Las Vegas
  Monorail Co         LASVMC      5.5         10      7/15/2019
Lehman Brothers Inc   LEH         7.5       13.5       8/1/2026
MBIA Global
  Funding LLC         MBI     0.85535     99.875       8/1/2014
MF Global
  Holdings Ltd        MF         6.25       45.5       8/8/2016
MF Global
  Holdings Ltd        MF        1.875       44.5       2/1/2016
MModal Inc            MODL      10.75     10.375      8/15/2020
MModal Inc            MODL      10.75     10.125      8/15/2020
Momentive
  Performance
  Materials Inc       MOMENT     11.5         30      12/1/2016
Morgan Stanley        MS        2.875     99.655      7/28/2014
Motors
  Liquidation Co      MTLQQ       7.2      11.25      1/15/2011
Motors
  Liquidation Co      MTLQQ      6.75      11.25       5/1/2028
Motors
  Liquidation Co      MTLQQ     7.375      11.25      5/23/2048
NII Capital Corp      NIHD         10      30.05      8/15/2016
OnCure Holdings Inc   RTSX      11.75     48.875      5/15/2017
Platinum Energy
  Solutions Inc       PLATEN    14.25      74.75       3/1/2015
Platinum Energy
  Solutions Inc       PLATEN    14.25      74.75       3/1/2015
Platinum Energy
  Solutions Inc       PLATEN    14.25      74.75       3/1/2015
Platinum Energy
  Solutions Inc       PLATEN    14.25      74.75       3/1/2015
Powerwave
  Technologies Inc    PWAV      1.875      0.125     11/15/2024
Powerwave
  Technologies Inc    PWAV      1.875      0.125     11/15/2024
Pulse
  Electronics Corp    PULS          7      76.29     12/15/2014
TMST Inc              THMR          8         11      5/15/2013
Terrestar
  Networks Inc        TSTR        6.5         10      6/15/2014
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc         TXU       10.25       15.5      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc         TXU          15      41.75       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc         TXU       10.25      15.25      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc         TXU          15       41.5       4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc         TXU        10.5       15.5      11/1/2016
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc         TXU       10.25      15.25      11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc         TXU        10.5         15      11/1/2016
Tunica-Biloxi
  Gaming Authority    PAGON         9      60.75     11/15/2015
Western Express Inc   WSTEXP     12.5      82.25      4/15/2015
Western Express Inc   WSTEXP     12.5       82.5      4/15/2015



                             *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com by e-mail.

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 the nation's bankruptcy courts.  The
list includes links to freely downloadable of these small-dollar
petitions in Acrobat PDF documents.

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.

                           *********

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, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2014.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-241-8200.


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