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         T R O U B L E D   C O M P A N Y   R E P O R T E R

             Thursday, July 31, 2014, Vol. 18, No. 211

                            Headlines

1717 MARKET PLACE: Director Indicted for Bankruptcy Fraud
ACG CREDIT: Lack of Communication Blamed in Non-Appointment of UCC
ACOSTA INC: S&P's B+ CCR on Watch Neg. Over Carlyle Group Deal
AETHLON MEDICAL: Squar Milner LLP Raises Going Concern Doubt
ALBERTSON'S HOLDINGS: S&P Assigns 'B' CCR After Debt Issuance

AMERICAN NATURAL: Director James Ferraro Resigns
ANESTHESIA HEALTHCARE: Court OKs Scott Hoopes as Special Counsel
ARMORWORKS ENTERPRISES: Court Amends Order on A&P Employment
ASR CONSTRUCTORS: Hearing on Plan Outline Continued to Sept. 9
ASARCO LLC: Sesa Sterlite Awaits RBI Approval of Dividend Payments

BACK YARD BURGERS: Sales Improved; Expansion Mulled
BANBURY METROLOFTS: SO Holdings Venture Buys Metrolofts for $4MM
BANK OF THE CAROLINAS: RMB Capital Holds 9.7% Equity Stake
BERKSHIRE HOMES: Posts $54.5K Net Loss for May 31 Quarter
BREITBURN ENERGY: S&P's B+ CCR on Watch Neg. Over QR Energy Deal

CAESARS ENTERTAINMENT: CEOC Assumes $1.7 Billion Term Loan
CLIXSTER MOBILE: HKCMCPA Company Raises Going Concern Doubt
COLLEGE WAY: U.S. Trustee Wants Conversion or Dismissal
COLOR STAR: Gets Court Approval of Agreement With Lexington
COMJOYFUL INTERNATIONAL: Amends March 31 Quarter Report

CRUMBS BAKE SHOP: Lemonis Became Bakery's Supplier Before Bid
DAVID ROSE PERENNIALS: Voluntary Chapter 11 Case Summary
DETROIT, MI: Amends Plan in Advance of Confirmation Hearing
EAST COAST BROKERS: Court OKs Broad and Cassel as Trustee Counsel
EFT HOLDINGS: Paritz & Company Raises Going Concern Doubt

EL PASO LLC: S&P Withdraws 'BB' CCR at Company's Request
EP MINERALS: S&P Assigns 'B' CCR & Rates $25MM Debt 'B+'
EPWORTH VILLA: The Ranch Facility Separate Legal Entity
ERF WIRELESS: Had 6.2 Million Outstanding Shares at July 28
EURAMAX INT'L: S&P Revises Outlook & Affirms 'B-' CCR

EXIDE TECHNOLOGIES: Lenders Approve Amendments to DIP Facilities
FAIRGROUND PROPERTIES: Utah Court Keeps Summary Judgment Ruling
FAIRMONT GENERAL: Gets Court OK for $15MM Assets Sale to Alecto
FAIRMONT GENERAL: Seeks 30-Day Exclusive Pd Extn Thru July End
FAIRMONT GENERAL: Seeks to Extend Lease Decision Pd Thru Aug. 29

FISKER AUTOMOTIVE: Confirmed Plan Resolves Objections
GENERAL MOTORS: Victims Fund to Make First Payouts in Nov.
GILBERT HOSPITAL: Nielsen Points Out Reasons for Ch. 11 Bankruptcy
GLOBAL GEOPHYSICAL: August 22 Bid Submission Deadline Set
GOLDKING HOLDINGS: Exclusive Solicitation Period Moved to Aug. 27

GUIDED THERAPEUTICS: Files PMA Amendment with FDA for LuViva
HCSB FINANCIAL: Shareholders Elected Six Directors
HINDU TEMPLE: Ohio Court Affirms Default Judgment v. Annamalai
HOUSTON REGIONAL: Crane-McLane-Comcast Suit Back to State Court
IBAHN CORP: Has Until Oct. 1 to File Plan

ILLINOIS POWER: S&P Affirms 'CCC+' CCR & Revises Outlook to Stable
INT'L MANUFACTURING: Trustee Taps Karen Rushing as Bookkeeper
J.R. LOGGING: Case Summary & 9 Largest Unsecured Creditors
JAMES RIVER: Plan Exclusivity Period Extended to November 2014
KANGADIS FOODS: Files Chapter 11 Reorganization Plan

KANGADIS FOODS: Gets Approval to Continue to Use Cash Collateral
KANGADIS FOOD: Class Reps Seek Chapter 11 Case Dismissal
KEEN EQUITIES: Foreclosure of Blooming Grove Property Sought
LAKELAND INDUSTRIES: ACAL Quits as Lakeland Brazil's Accountant
LEVEL 3 COMMUNICATIONS: Fitch Affirms 'B+' IDR & Revises Outlook

LEVEL 3 COMMUNICATIONS: S&P Assigns 'B' Rating to $600MM Sr. Notes
MARKHAM, IL: S&P Lowers GO Debt Rating to 'BB+'; Outlook Stable
MEDICAL ALARM: Paritz & Company Raises Going Concern Doubt
MOUNTAIN PROVINCE: Selects Banks to Underwrite $370MM Loan
MSI CORP: Plan Exclusivity to Expire Friday

MT. GOX: Tokyo Police Formally Investigate Missing Bitcoin
NATIONAL AUTOMATION: Files Amendment to March 31 Quarter Report
NATIONAL ENVELOPE: Has Until Oct. 6 to File Plan
NATIONAL HERITAGE: 4th Cir. Keeps Ruling Against Plan Release
NATROL INC: Hires Young Conaway as Bankruptcy Co-counsel

NATROL INC: Creditors' Panel Hires Otterbourg as Lead Counsel
NATROL INC: Panel Taps Pepper Hamilton as Delaware Counsel
NATROL INC: Taps Sacher Zelman as Special Litigation Counsel
NEW CENTURY FABRICATORS: Amended Unsecured Creditors List Filed
NEW CENTURY FABRICATORS: Won't Have Ch.11 Trustee; Case Converted

NEW WORLD RESOURCES: Chapter 15 Case Summary
NNN 3500: Wants Jones Allen to Replace Stromberg Stock as Counsel
NRG YIELD: S&P Assigns Preliminary 'BB+' CCR; Outlook Stable
PALM DRIVE HOSPITAL: Court Won't Appoint Mediator
PALM DRIVE HOSPITAL: To Reject Farnam Lease & McKesson Deal

PENN ENGINEERING: S&P Assigns 'B+' Corp. Credit Rating
PETER SZANTO: District Court Rejects Motion to Withdraw Reference
PRETTY GIRL: U.S. Trustee Appoints Creditors' Committee
PROSPECT PARK: Exclusive Plan Filing Date Extended Until Aug. 7
QUBEEY INC: Status Conference Moved to Sept. 11

REVSTONE INDUSTRIES: Action Removal Period Extended to Dec. 31
REVSTONE INDUSTRIES: Wants Fee Examiner Appointment Terminated
ROCK AIRPORT: Airstrip, Buildings & Lots to Be Sold Aug. 11
RAILWORKS CORP: 4th Cir. Remands CPG Dispute to Bankruptcy Court
SAFEWAY INC: S&P to Lower Rating on Outstanding Notes to 'CCC+'

SEA SHELL COLLECTIONS: Case Summary & 12 Top Unsecured Creditors
SHERMAN INDUSTRY: Case Converted to Chapter 7 Liquidation
SIMPLEXITY LLC: Plan Filing Date Extended to Sept. 12
SINCLAIR BROADCAST: Issued $550 Million of Unsecured Notes
SJC INC: To Reject Leases at 5 Outlets; Taps Hilco for GOB Sales

SOUPMAN INC: Reports $298K Net Loss in May 31 Quarter
SOUTHERN STATES COOP: S&P Keeps 'B' CCR & Revises Outlook to Neg.
SOUTHWEST COMMUNITY BANK: Director Indicted for Bankruptcy Fraud
STEVIA CORP: Li and Company Raises Going Concern Doubt
SUNDANCE STRATEGIES: Mantyla McReynolds Raises Going Concern Doubt

TRANSFIRST HOLDINGS: S&P Retains 'B' Rating on $500MM Term Loan
UNIVERSAL COOPERATIVES: Approved to Sell Substantially All Assets
UNIVERSAL COOPERATIVES: Aug. 6 Hearing on Lease Decision Period
UNIVERSAL HEALTH CARE: Peak 10 Okayed to Maintain Computer Servers
UNIVERSAL HEALTH SERVICES: Fitch Keeps 'BB+' Issuer Default Rating

UNIVERSAL HEALTH SERVICES: S&P Affirms 'BB' Corp. Credit Rating
UNIVERSAL HEALTH SERVICES: S&P Assigns 'BB+' Rating on Sr. Notes
VERSO PAPER: Files Disclosure on Exchange Offer Transactions
VERMILLION INC: Hikes Annual Salary of CEO to $375,000
VISANT HOLDING: S&P Revises Outlook on 'B' CCR to Stable

WINDSTREAM HOLDINGS: Fitch Maintains 'BB' IDR; Outlook Stable
WINDSTREAM HOLDINGS: S&P Affirms 'BB-' CCR; Outlook Stable
YARWAY CORP: Has Until Oct. 22 to File Plan
WPCS INTERNATIONAL: Provides Shareholders Update on BTX Trader
Z TRIM HOLDINGS: Further Amends Revolving Loan with Fordham

* Fitch: US High Yield Default Rate May Increase to 3.4%
* Bank of America Raises Settlement Offer

* Argentina, Creditors Fail to Reach Deal

* Recent Small-Dollar & Individual Chapter 11 Filings


                             *********


1717 MARKET PLACE: Director Indicted for Bankruptcy Fraud
---------------------------------------------------------
Tammy Dickinson, United States Attorney for the Western District
of Missouri, said a Springfield, Mo., businessman has been
indicted by a federal grand jury for additional bankruptcy fraud,
after being indicted last year for a series of bank fraud and wire
fraud schemes that totaled more than $3.3 million in losses.

Richard Thomas Gregg, 59, of Springfield, was charged in a 25-
count indictment returned by a federal grand jury on July 24,
2014. This superseding indictment replaces the original indictment
returned on Feb. 28, 2013, and adds eight additional counts of
bankruptcy fraud.

Gregg is charged with four counts of bank fraud, 10 counts of
money laundering, two counts of wire fraud and nine counts of
bankruptcy fraud.

Gregg was the principal shareholder and director of Southwest
Community Bank in Springfield, which failed in May 2010. He and
his wife were majority shareholders in Glasgow Savings Bank in
Glasgow, Mo., which failed in 2012. Prior to Glasgow Savings
Bank?s failure, it was one of the oldest operating banks west of
the Mississippi River. Gregg was also a real estate developer, an
investor and a licensed insurance agent for the Shelter Mutual
Insurance Company. Gregg had ownership interest in and controlled
a number of business entities.

More Than $180 Million in Debt

According to the indictment, Gregg and his business entities
accumulated substantial debt.  On the May 14, 2013, statement of
financial affairs Gregg filed in his personal bankruptcy case, he
reported owning assets valued at $145,030,779 and total debts of
$325,512,798, reflecting a deficiency of $180,482,019. As of Feb.
28, 2013, the indictment says, approximately $14.6 million of the
known debt attributable to Gregg and his business entities had
been "charged off" by the creditor financial institutions, meaning
they had defaulted and the financial institution had "written off"
part or all of the loan because it determined the debt was not
collectable.

Bankruptcy Fraud

Gregg was a managing member of and decision maker for 1717 Market
Place, LLC. He was also designated as the tax matter partner for
1717 Market Place and provided the information to accountants who
prepared tax returns for 1717 Market Place. On July 17, 2012, 1717
Market Place filed a Chapter 11 voluntary bankruptcy petition,
which was dismissed on March 12, 2013.

Gregg was charged in the original indictment with one count of
bankruptcy fraud. On Aug. 14, 2012, Gregg allegedly made false
declarations by submitting false Schedules of Assets and
Liabilities and a false Statement of Financial Affairs (SOFA) in
his bankruptcy proceedings. Gregg stated that the bankruptcy
debtor, 1717 Marketplace, LLC, owed him $868,000 for a "personal
loan," and owed another person $801,000 for a "personal loan." In
fact, as Gregg knew, neither he nor the other person had lent 1717
Marketplace, LLC funds in those amounts.

Four of the additional eight counts of bankruptcy fraud also
relate to the false statements made by Gregg in the same
bankruptcy proceedings.

In submitting the company?s schedules and SOFA, Gregg allegedly
omitted any reference to substantial amounts (in excess of $9
million) that he and others owed to 1717 Marketplace. He also
allegedly omitted any reference to the company?s payments,
totaling approximately $151,000, to himself and another person
within the year immediately preceding the date of the bankruptcy
filing. Gregg allegedly omitted any reference to his transfer by
warranty deed of his interest in two parcels of real estate, a
97.2-acre tract and a 6.4-acre tract, both in Nixa, Mo.

Four of the additional counts of bankruptcy fraud relate to the
allegedly fraudulent transfer of property in Gregg?s personal
bankruptcy case, which he filed after having been indicted last
year for, among other crimes, bankruptcy fraud.

The indictment alleges that Gregg, in contemplation of his
bankruptcy case and with the intent to defeat the provisions of
Title 11, transferred his interest in two parcels of real estate,
the 97.2-acre tract and the 6.4-acre tract in Nixa. The indictment
also alleges that Gregg, with the intent to defeat the provisions
of Title 11, fraudulently transferred property of the bankruptcy
estate when he filed a document with the Christian County Recorder
of Deeds that purported to place $250 million in liens on the real
and personal property of Gregg and the entities he owned and
controlled.

The indictment also alleges that Gregg, with the intent to defeat
the provisions of Title 11, fraudulently transferred property of
the bankruptcy estate when he signed an offer that purported to
place liens on the real and personal property of Gregg and the
entities he owned and controlled. On May 24, 2013, after his
personal Chapter 11 bankruptcy case was converted to Chapter 7 and
a trustee was appointed, Gregg accepted an offer on behalf of FRS,
LLC, and 1717 Market Place, of $40 million "in the form of
Property Tax Abatement based on a certain lien recording against
this subject property." According to the indictment, however,
Gregg?s interests in those companies and in his personal property
had become the property of the bankruptcy estate upon the
commencement of his personal case on March 19, 2013.

The remaining charges contained in the superseding indictment
remain unchanged from the original indictment.

Fremont Property

The federal indictment alleges that Gregg engaged in a scheme to
defraud Southwest Community Bank in 2008. As a part of this bank
fraud scheme, the indictment says, Gregg sold the bank a piece of
commercial real estate at 2814 S. Fremont in Springfield for
$1,551,944. Gregg allegedly knew that amount was significantly
above fair market value.

Gregg, who was Southwest Community Bank?s principal shareholder
and was on its Board of Directors, did not disclose to the bank
that he had purchased that property for $775,000 a few months
earlier, the indictment says, nor did he disclose to the bank that
two appraisals had been conducted on the property in recent
months. One appraisal valued the property at $762,000. The second
appraisal was cancelled when Gregg disagreed with the preliminary
work. After Gregg cancelled the appraisal, the indictment says,
his son (who worked at Southwest Community Bank) ordered an
appraisal of the Fremont property by another appraiser, who valued
the property at $1,580,000. Gregg allegedly did not disclose to
the bank that this appraisal was not an independent valuation of
the property, but rather was something Gregg had, in essence,
directed.

The indictment charges Gregg with four counts of money laundering
related to this bank fraud scheme.

Stock Shares

In February 2009 Gregg borrowed $2 million from Great Southern
Bank, using 160,000 shares of stock for First Bancshares, Inc.
(FBSI), the holding company for First Homes Savings Bank, as
collateral. Gregg physically deposited the stock certificate with
Great Southern Bank.

According to the indictment, on May 6, 2009, with a $1.5 million
balance remaining on the loan from Great Southern Bank, Gregg
checked out the original FBSI stock certificate from Great
Southern Bank, using as a pretext the stated purpose of separating
the large certificate into multiple smaller certificates.  He
signed a trust receipt promising to return to the certificate to
the bank within 30 days. Instead, the indictment says, Gregg
deposited the collateralized FBSI shares into his account at
Scottrade, a privately-owned retail brokerage firm located in St.
Louis, Mo. On May 28, 2009, Gregg allegedly borrowed $440,000 from
Scottrade, from the margin account on which the defendant used the
FBSI stock as collateral. Gregg chose not to return the FBSI
certificate or any proceeds he received to Great Southern Bank,
according to the indictment, and instead used the funds for other
purposes.

Collectible Cars

The federal indictment charges Gregg with two counts of bank fraud
related to schemes to use collectible automobiles as collateral to
obtain loans, then sell the automobiles without paying back the
loans. In January and February 2010 Gregg allegedly executed
separate but related schemes to defraud Great Southern Bank,
Metropolitan National Bank and People?s Bank of the Ozarks. As a
part of these schemes, the indictment says, Gregg sold seven
collectible automobiles at the Barrett-Jackson Auto Auction in
Scottsdale, Ariz. Five of the automobiles were encumbered at the
three banks.

According to the indictment, Gregg borrowed $400,000 from Great
Southern Bank in October 2007, which he secured with four
collectible automobiles, including a 2006 Ford GT. Gregg consigned
the 2006 Ford GT with the Barrett-Jackson Auto Auction in
Scottsdale, Ariz., where on Jan. 23, 2010, the vehicle was sold at
auction for approximately $150,000. Gregg allegedly chose to not
return the proceeds of the sale of the Ford GT ($138,000 after
deducting the auctioneer?s fee) to Great Southern Bank and instead
used the funds for other purposes. When Gregg defaulted on the
loan, Great Southern Bank realized a $129,644 loss.

According to the indictment, Gregg borrowed $400,000 from
Metropolitan National Bank in 2005. He secured this loan with a
"floor plan" financing, meaning the loan was a revolving line of
credit made against specific pieces of collateral, in this case
automobiles. When each vehicle on the floor plan was sold, the
loan advanced against that piece of collateral was to be repaid.
This loan was renewed in December 2009. In January 2010, the
collateral included a 1971 Chevy Cheyenne Pickup. The portion of
the loan?s balance collateralized by the 1971 Chevy Cheyenne
Pickup was $17,221. Gregg also consigned the 1971 Chevy Cheyenne
Pickup with the Barrett-Jackson Auto Auction, the indictment says,
and it was sold for approximately $29,000. Gregg allegedly chose
to not return the proceeds of the sale ($26,680 after deducting
the auctioneer?s fees) to Metropolitan National Bank and instead
used the funds for other purposes. When Gregg defaulted on the
loan, Metropolitan National Bank realized a $17,221 loss.

The indictment charges Gregg with six counts of money laundering
related to these bank fraud schemes.

Oklahoma Casinos

The federal indictment charges Gregg with two counts of wire fraud
related to bounced checks at two Oklahoma casinos.

On Jan. 3,2012 Gregg allegedly presented five checks, payable to
Buffalo Run Casino in Miami, Okla., each in the amount of $10,000.
Gregg allegedly knew his credit union account contained
insufficient funds to cover those checks.

Between Feb. 16 and March 1, 2012, Gregg allegedly presented five
checks payable to Downstream Casino and Resort in Quapaw, Okla.,
in the total amount of $60,000. Gregg allegedly knew his bank
account contained insufficient funds to cover those checks.

This case is being prosecuted by Assistant U.S. Attorney Steven M.
Mohlhenrich. It was investigated by the FDIC Office of Inspector
General and IRS-Criminal Investigation.


ACG CREDIT: Lack of Communication Blamed in Non-Appointment of UCC
------------------------------------------------------------------
The U.S. Trustee for Region 3 said that a committee of unsecured
creditors has not yet been appointed in the Chapter 11 case of ACG
Credit Company II, LLC as of July 8.

The U.S trustee cited as reason the insufficient response to its
communication or contact for service on the unsecured creditors'
committee.

                   About ACG Credit Company II

New York-based ACG Credit Company II, LLC, filed a Chapter 11
bankruptcy petition (Bankr. D. Del. Case No. 14-11500) on June 17,
2014.  The Debtor estimated $10 million to $50 million in assets
and $1 million to $10 million in liabilities.  Ian Peck signed the
petition as director.  Gellert Scali Busenkell & Brown, LLC,
serves as the Debtor's counsel.


ACOSTA INC: S&P's B+ CCR on Watch Neg. Over Carlyle Group Deal
--------------------------------------------------------------
Standard & Poor's Ratings Services placed all of its ratings on
Jacksonville, Fla.-based Acosta Inc., including its 'B+' corporate
credit rating, on CreditWatch with negative implications.  Total
debt outstanding as of April 30, 2014, was about $2.2 billion.

The CreditWatch negative placement follows Acosta's announcement
that it has signed a definitive agreement to be acquired by The
Carlyle Group, which will purchase the full ownership stake of
funds affiliated with its existing majority owner, Thomas H. Lee
Partners.  Although terms of the transaction and future
capitalization plans have not been released, S&P believes the
proposed transaction could result in a meaningful increase in debt
and credit measure deterioration.  S&P expects the current
management team to remain in place and continue to have a
meaningful equity stake in the company.  S&P expects the
transaction to close in the third quarter of 2014.

"We could lower our ratings if we believe that the company's
financial risk profile will weaken such that leverage increases to
and remains above 7x," said Standard & Poor's credit analyst Jerry
Phelan.  "We expect to resolve our CreditWatch placement following
our review of the financing details of the proposed transaction
and implications for Acosta's financial risk profile.  We will
also review the company's business strategies and financial policy
under new ownership."


AETHLON MEDICAL: Squar Milner LLP Raises Going Concern Doubt
------------------------------------------------------------
Aethlon Medical 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.

Squar, Milner, Peterson, Miranda & Williamson, LLP, expressed
substantial doubt about the Company's ability to continue as a
going concern, citing that the Company has incurred continuing
losses from operations and at March 31, 2014 is in default on
certain debt agreements, has negative working capital of
approximately $14.17 million and an accumulated deficit of
approximately $74.83 million.  A significant amount of additional
capital will be necessary to advance the development of the
Company's products to the point at which they may become
commercially viable.

The Company reported a net loss of $13.44 million on $1.62 million
of total revenues for the fiscal year ended March 31, 2014, as
compared with a net loss of $4.89 million on $1.23 million of
total revenues last year.

The Company's balance sheet at March 31, 2014, showed $1.69
million in total assets, $16.42 million in total liabilities, and
a stockholders' deficit of $14.73 million.

A copy of the Form 10-K is available at:

                       http://is.gd/qLe2k8

Aethlon Medical, Inc., a medical device company, focuses on
creating devices for the treatment of cancer, infectious diseases,
and other life-threatening conditions.  It develops Aethlon
Hemopurifier, a medical device that targets the elimination of
circulating viruses and tumor-secreted exosomes that promote
cancer progression.  The company's Aethlon Hemopurifier is
intended for the treatment of antiviral drug-resistance in
hepatitis-C virus and human immunodeficiency virus infected
individuals; serves as a countermeasure against viral pathogens
not addressed by drug or vaccine therapies; and represents the
therapeutic strategy to address cancer promoting exosomes.  It
also develops exosome-based products to diagnose and monitor
cancer, infectious diseases, and neurological disorders; and is
developing a medical device to reduce the incidence of sepsis in
combat-injured soldiers.  The company was founded in 1991 and is
based in San Diego, California.


ALBERTSON'S HOLDINGS: S&P Assigns 'B' CCR After Debt Issuance
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned a 'B' corporate credit
rating to the Boise, Idaho-based Albertson's Holdings LLC, owner
of Albertson's LLC and pending acquirer of Safeway Inc.  The
outlook is positive.  S&P also assigned a 'BB-' issue-level rating
and '1' recovery rating to its proposed $3 billion asset-based
revolving credit facility and about $4.6 billion of term loan
borrowings.  S&P rates these loans two notches above the corporate
credit rating.  S&P also assigned a 'CCC+' issue-level rating and
'6' recovery rating to the proposed senior secured $1.625 billion
of second-lien notes S&P rates the secured notes two notches below
the corporate credit rating.

In addition, S&P is removing its ratings on Albertson's LLC from
CreditWatch with developing implications, where it placed them on
March 28, 2014.  S&P is affirming the 'B' corporate credit rating
and the 'BB-' issue-level rating on the company's outstanding term
loan.  The recovery rating on the loan is '1', and the issue is
rated two notches above the corporate credit rating.  The outlook
is now positive.

S&P's ratings on Safeway Inc. are not affected by this debt
issuance, but S&P still expects to equalize the rating on Safeway
Inc. to that of Albertson's Holdings LLC after the company gets
regulatory approval in late 2014.  At that point, S&P expects to
lower the ratings on Safeway's notes that it does not plan to
refinance (including its 5.00% senior notes due 2019, its 3.95%
notes due 2020, its 4.75% senior notes due 2021, 7.45% debentures
due 2027, and 7.25% debentures due 2031) to 'CCC+' with '6'
recovery rating.  These notes will be rated two notches below the
prospective corporate credit rating.

S&P notes that the Safeway 2019, 2020, and 2021 notes all have
change of control language, and it expects those notes to be put
back to the company.

"The rating on Albertson's Holdings Inc. reflects the substantial
amount of leverage over the near and intermediate term after
issuing about $6.2 billion of additional debt to fund the
transaction," said credit analyst Charles Pinson-Rose.  "We expect
the company has a large amount of cost synergies that will be
realized within the first four to five years after the merger,
with a good portion of the first year.  However, we expect the
integration and one-time costs will mostly counteract those cost
saving opportunities and thus there will not be material cash flow
enhancement."

The outlook is positive.  S&P expects that sales trends at both
banners should remain positive, more so at Albertson's this year,
and that after incurring a large amount of transactions initially,
cost saving opportunities could lead to material profit growth.

Upside Scenario

If S&P expected leverage to be in the mid- to high-5x area within
a year from closing, it would consider a higher rating.  This
would mean that EBITDA would grow about 20% from expected pro
forma levels.  This would entail about 90 basis points of margin
expansion and the combined company to maintain moderate sales
growth.

Downside Scenario

Given the competitive nature of the industry, S&P expects sales
growth trends could moderate and price investments could
counteract some of the cost saving opportunities.  If S&P expected
only moderate profit growth and relatively static credit ratios,
S&P may consider a stable outlook.


AMERICAN NATURAL: Director James Ferraro Resigns
------------------------------------------------
James Ferraro resigned from his position as a member of the board
of directors of American Natural Energy Corporation on July 23,
2014.

                       About American Natural

American Natural Energy Corporation is a Tulsa, Oklahoma based
independent exploration and production company with operations in
St. Charles Parish, Louisiana.

American Natural reported a net loss of $3.14 million in 2013, a
net loss of $3.31 million in 2012 and a net loss of $905,792 in
2011.  The Company's balance sheet at March 31, 2014, showed
$19.12 million in total assets, $16.95 million in total
liabilities, and stockholders' equity of $2.17 million.

MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that the
Company incurred a net loss in 2013 and has a working capital
deficiency and an accumulated deficit at Dec. 31, 2013.


ANESTHESIA HEALTHCARE: Court OKs Scott Hoopes as Special Counsel
----------------------------------------------------------------
Anesthesia Healthcare Partners, Inc. and its debtor-affiliates
sought and obtained permission from the U.S. Bankruptcy Court for
the Northern District of Georgia to employ Scott R. Hoopes as
special counsel, nunc pro tunc to May 15, 2014 petition date.

The Debtors employed Scott R. Hoopes and his law firm, Mills &
Hoopes, LLC, as special counsel to continue representing it in all
matters pertaining to each Debtor entity.

Mr. Hoopes is admitted to practice in Georgia, including the
Northern District, and has knowledge and experience of the Debtors
business, including all of the litigation matters and contested
claims.  Furthermore, Hoopes has represented Debtors since 2010
and provides essential legal advice and representation of each
Debtor entity.

Fees for the services will be paid by the Debtors after approval
of the Bankruptcy Court at Mr. Hoopes' normal hourly rate of $295.

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

Mr. Hoopes can be reached at:

       Scott R. Hoopes, Esq.
       MILLS & HOOPES, LLC
       1550 North Brown Road, Suite 130
       Lawrenceville, GA 30043
       Tel: (678) 373-4220
       Fax: (770) 513-8150

Anesthesia Healthcare Partners, Inc., filed a bare-bones Chapter
11 petition (Bankr. N.D. Ga. Case No. 14-59631) in Atlanta on
May 15, 2014.  The case is assigned to Judge Wendy L. Hagenau.
The Debtor is represented by Theodore N. Stapleton, Esq., at
Theodore N. Stapleton, P.C., in Atlanta.

Sean Lynch of Suwannee, Georgia, the CEO of the company, owns
100% of the common stock.  In its schedules, the Debtor listed
$19,632,440 in total assets and $11,827,716 in total liabilities.


ARMORWORKS ENTERPRISES: Court Amends Order on A&P Employment
------------------------------------------------------------
U.S. Bankruptcy Judge Brenda Moody Whinery issued an amended order
approving the application of ArmorWorks Enterprises LLC to hire
Arnold & Porter LLP as its special counsel.

The amended order resolves an objection filed by C Squared Capital
Partners, LLC and Anchor Management, LLC to the law firm's scope
of work.

Under the revised order, Arnold & Porter will provide these
services to ArmorWorks and its subsidiary TechFiber, LLC:

     (1) assist and provide legal advice to the companies in
         relation to the assumption, the assumption and
         assignment, or the rejection of any prime government
         contracts or subcontracts of ArmorWorks and its
         subsidiaries involving the U.S. government;

     (2) provide legal advice with regard to the duties and
         obligations of ArmorWorks and its subsidiaries under all
         applicable federal laws and regulations governing their
         business operations; and

     (3) provide legal advice with regard to the duties and
         obligations of ArmorWorks and its subsidiaries under any
         existing or contemplated prime contracts or subcontracts
         involving the U.S. government.

                   About ArmorWorks Enterprises

Military armor systems provider ArmorWorks Enterprises, LLC, and
affiliate TechFiber LLC sought Chapter 11 protection (Bankr. D.
Ariz. Case Nos. 13-10332 and 13-10333) in Phoenix on June 17,
2013, along with a plan that resolves a dispute with a minority
shareholder and $3.5 million of financing that would save the
company from running out of cash.

ArmorWorks develops advanced survivability technology and designs
and manufactures armor and protective products.  ArmorWorks has
produced over 1.25 million ceramic armor and composite armor
protection components for a variety of personnel armor, aircraft,
and vehicle applications.

The Debtors have tapped Todd A. Burgess, Esq., John R. Clemency,
Esq., Lindsi M. Weber, Esq., and Janel M. Glynn, Esq., at
Gallagher & Kennedy, as counsel; and MCA Financial Group, Ltd.,
as financial advisor.  ArmorWorks estimated $10 million to
$50 million in assets and liabilities.

The U.S. Trustee for Region 14 appointed creditors to serve on an
Official Committee of Unsecured Creditors.  Forrester & Worth,
P.L.L.C. represents the Committee as its general counsel.

As of May 26, 2012, ArmorWorks had total assets of $30.9 million
and total liabilities of $12.04 million.

ArmorWorks and TechFiber sought and obtained an order
(i) transferring the In re TechFiber, LLC chapter 11 case to
the Honorable Brenda Moody Whinery, the judge assigned to the
ArmorWorks Chapter 11 case, and (ii) authorizing the joint
administration of the Debtors' cases.


ASR CONSTRUCTORS: Hearing on Plan Outline Continued to Sept. 9
--------------------------------------------------------------
U.S. Bankruptcy Judge Mark Houle will continue on Sept. 9 the
hearing to consider approval of ASR Constructors Inc.'s disclosure
statement, which explains its proposed Chapter 11 plan.

According to the disclosure statement, the purpose of the plan is
to liquidate, collect and maximize the cash value of the
remaining assets of the company and its affiliated debtors, and
make distributions to satisfy creditors' claims.

Upon the effective date of the plan, the property of the estates
will vest in the companies and will be transferred to the
creditors' trust.  The trust will be managed by a disbursing agent
by liquidating or abandoning all potential sources of assets of
the companies for funding for the plan.

Because there are competing liens and claims against the assets,
most of the payments cannot be made under the plan until the
"Gotte bankruptcy court action is resolved and all projects on
which ASR is the contractor are completed.

The creditors' trust will be funded by the remaining assets of
each of the estates including cash, remaining accounts receivable,
remaining properties of Meridian Company LLC, remaining machinery
and equipment of Inland Machinery, Inc., and all causes of action.

                     About ASR Constructors

ASR Constructors, Inc., filed a Chapter 11 petition (Bankr. C.D.
Cal. Case No. 13-25794) on Sept. 20, 2013.  The petition was
signed by Alan Regotti as president.  ASR disclosed $17,647,556 in
assets and $18,901,467 in liabilities as of the Chapter 11 filing.
Judge Mark D. Houle presides over the case.  James C. Bastian,
Jr., Esq., at Shulman Hodges & Bastian, LLP, serves as the
Debtor's counsel.

The Law Office of John D. Mannerino serves as corporate counsel to
the Debtor.  Rodgers, Anderson, Malody & Scott LLP CPAs serves as
accountant to the Debtor.

Two affiliates -- Another Meridian Company, LLC and Inland
Machinery, Inc. -- also filed Chapter 11 petitions.


ASARCO LLC: Sesa Sterlite Awaits RBI Approval of Dividend Payments
------------------------------------------------------------------
Sesa Sterlite Limited on July 29 disclosed that the US Bankruptcy
Court recently passed an order restraining Asarco LLC, amongst
other things, from paying present and future dividend payments to
the company's ADS holders, pending the payment of the judgment
amount of US$82.75 million.  Sesa Sterlite is awaiting RBI
approval for payment of the judgment amount.

Sesa Sterlite has transferred the final dividend for FY 13-14 of
Rs1.75 per share amounting to Rs.519 crores including dividend to
the ADS holders to the specified dividend account as per the
requirements of the Companies Act within the stipulated timeline.

The disclosure was made in Sesa Sterlite's earnings release for
the first quarter ended June 30, 2014, a copy of which is
available for free at http://is.gd/gThJoi

                         About Asarco LLC

Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.

ASARCO LLC filed for Chapter 11 protection (Bankr. S.D. Tex. Case
No. 05-21207) on Aug. 9, 2005.  Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.

On Dec. 9, 2009, Asarco Incorporated and Americas Mining
Corporation's Seventh Amended Plan of Reorganization for the
Debtors became effective and the ASARCO Asbestos Personal Injury
Settlement Trust was created and funded with nearly $1 billion in
assets, including more than $650 million in cash plus a $280
million secured note from Reorganized ASARCO.  The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
ASARCO LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.


BACK YARD BURGERS: Sales Improved; Expansion Mulled
---------------------------------------------------
G. Chambers Williams III, writing for The Tennessean, reported
that Back Yard Burgers has reported that sales are climbing again
at a rate of about 9% a month for company stores and 4% for
franchisees; and the company is looking to resume expansion.

According to the report, Steven Beagelman, CEO of SMB Franchise
Advisors, which is coordinating the effort, said this time the
chain will be more careful about where it puts its new stores, and
most of the growth will be through franchises.

The report added that bringing back the seasoned fries plus other
initiatives CEO David McDougall -- who took the helm in early 2013
-- and his team have undertaken in the past year and a half have
led to 15 straight months of same-store sales gains for the 68-
store chain.

                     About Back Yard Burgers

Back Yard Burgers -- http://backyardburgers.com/-- operates and
franchises more than 150 quick-service restaurants in 20 states,
primarily in markets throughout the Southeast region of the United
States.  Back Yard Burgers Inc. and three of its affiliates sought
Chapter 11 protection (Bankr. D. Del. Case Nos. 12-12882 to
12-12885) on Oct. 17, 2012, with a pre-negotiated restructuring
plan that has the support of both the Company's majority owner and
secured lender.  The debtor-affiliates are BYB Properties, Inc.,
Nashville BYB, LLC, and Little Rock Back Yard Burgers, Inc.
Attorneys at Greenberg Traurig serve as bankruptcy counsel.  Saul
Ewing LLP is the conflicts counsel.  GA Keen Realty Advisors is
the real estate advisor.  Rust Consulting/Omni Bankruptcy is
the claims and notice agent.  Back Yard Burgers estimated up to
$10 million in assets and at least $10 million in liabilities.

Back Yard Burgers emerged from Chapter 11 in January 2013.


BANBURY METROLOFTS: SO Holdings Venture Buys Metrolofts for $4MM
----------------------------------------------------------------
Dennis Rodkin, writing for Crain's Chicago Business, reported that
Robert W. Oliver, 33, an attorney, and Jeffrey Steinberg, 31,
whose background is in commercial real estate -- through their
company SO Holdings LLC -- bought the one- and two-bedroom condos
at Metrolofts, 10 S. Dunton Ave. near the heart of the northwest
suburb, on July 1.  The sale was part of the settlement of a
rancorous bankruptcy battle over the seven-story development.

Crain's noted that Messrs. Oliver and Steinberg have amassed a
portfolio of over 300 distressed condominiums for rental.  They
spent about $4 million to acquire the 20 units and commercial
space in the Arlington Heights development.

The original developer, a venture called Banbury Metrolofts LLC,
was led by Arlington Heights-based Metroscapes LLC.  According to
the Crain's report, under a settlement issued June 3 by a judge in
the Bankruptcy Court for Northern Illinois, the Chapter 11 filing
was dismissed and the developers agreed to sell the property for
"not less than" $3.8 million.  Lender BMO Harris Bank, which had
lent the project more than $6.6 million, was to receive about $4
million, including proceeds from the sale as well as funds from
two executives in the development firm and the developer's cash.

"The lender finally agreed to allow a sale," said the developers'
attorney, Neal Brown, a partner at Cohon Raizes & Regal LLP,
according to the Crain's report. "There had been purchasers who
had expressed interest through the years, but the lender refused
the purchase price." Ultimately, he said, a principal of the
development firm "found a purchaser that would pay a purchase
price that was acceptable to the lender."

According to Crain's, SO Holdings paid about $800,000 for the
building's 8,000 square feet of street-level commercial space,
Messrs. Steinberg and Oliver said.

Banbury Metrolofts LLC, based in Arlington Heights, Illinois,
filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No.
12-33300) on Aug. 22, 2012, represented by David K. Welch, Esq.,
at Crane Heyman Simon Welch & Clar and listing under $10 million
in both assets and debts.  Judge Carol A. Doyle oversees the case.
A list of the Company's 10 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/ilnb12-33300.pdf The petition was signed
by Dennis L. Hesse, manager.


BANK OF THE CAROLINAS: RMB Capital Holds 9.7% Equity Stake
----------------------------------------------------------
In a Schedule 13D filed with the U.S. Securities and Exchange
Commission, RMB Capital Management LLC and its affiliates
disclosed that as of July 16, 2014, they beneficially owned
44,935,688 shares of common stock of Bank of the Carolinas
Corporation representing 9.7 percent of the shares outstanding.  A
full-text copy of the regulatory filing is available at:

                        http://is.gd/bwy7ve

                     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.


BERKSHIRE HOMES: Posts $54.5K Net Loss for May 31 Quarter
---------------------------------------------------------
Berkshire Homes, Inc., filed its quarterly report on Form 10-Q,
disclosing net loss of $54,587 on $1.21 million of revenues for
the three months ended May 31, 2014, compared with a net loss of
$65,150 on $nil of revenues for the same period in 2013.

The Company's balance sheet at May 31, 2014, showed $6.56
million in total assets, $7.9 million in total liabilities, and a
stockholders' deficit of $1.33 million.

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

                       http://is.gd/KZuFHt

Berkshire Homes, Inc., is a development-stage company.  The
Company is focused on the acquisition and rehabilitation of
distressed residential properties in the United States.  The
Company has purchased six single-family homes.  As of Nov. 30,
2013, all of these properties been renovated and were under
contract for sale or are up for sale.  The Company focuses to
acquire single-family properties in its target markets through a
variety of acquisition channels, including foreclosure auctions,
online auctions, brokers, multiple listing services, short sales
and bulk purchases from institutions or investor groups.


BREITBURN ENERGY: S&P's B+ CCR on Watch Neg. Over QR Energy Deal
----------------------------------------------------------------
Standard & Poor's Ratings Services said it placed its ratings on
U.S.-based oil and gas master limited partnership Breitburn Energy
L.P. on CreditWatch with negative implications, including its 'B+'
corporate credit rating.

At the same time, S&P placed its ratings on QR Energy, L.P.,
including its 'B' corporate credit rating, on CreditWatch with
positive implications, reflecting its proposed acquisition by a
higher-rated entity if Breitburn's current corporate credit rating
is not lowered.

The negative CreditWatch placement follows Breitburn's
announcement that it plans to acquire QR Energy for about $3
billion, including $1.6 billion of new Breitburn units to be
issued to QR's unit holders and $1.4 billion of assumed debt.

"The negative CreditWatch reflects our view that the transaction
and estimated capital spending and distribution requirements would
result in a material weakening of the company's financial risk
profile, while only modestly improving its business risk profile,"
said Standard & Poor's credit analyst Ben Tsocanos.

The negative CreditWatch placement of Breitburn also reflects the
potential for a one-notch lowering of the corporate credit and
senior unsecured ratings following the close of the transaction.
The resolution of the CreditWatch will take into consideration the
company's financial policy and its commitment and ability to
deleverage over the coming years, as well as the potential for
further improvement in our business risk assessment.

The positive CreditWatch listing of QR Energy reflects the
potential for a one-notch upgrade following the close of the
transaction, if Breitburn's corporate credit rating is affirmed.
On the other hand, if the corporate credit rating on Breitburn is
lowered, S&P would affirm its 'B' corporate credit rating on QR.
S&P will evaluate QR's senior unsecured debt ratings based on the
resulting capital structure following the close of the
transaction.

S&P expects to resolve the CreditWatch placements around the time
of the closing of the acquisition, which S&P anticipates in early
2015.


CAESARS ENTERTAINMENT: CEOC Assumes $1.7 Billion Term Loan
----------------------------------------------------------
Caesars Entertainment Corporation previously announced on its
Current Report on Form 8-K, dated June 17, 2014, that Caesars
Operating Escrow LLC, an unrestricted subsidiary under Caesars
Entertainment Operating Company, Inc.'s debt agreements, closed on
$1,750 million of new term loans (the "B-7 Term Loan").  CEC
further announced that the Escrow Borrower deposited the net
proceeds of the B-7 Term Loan into a segregated escrow account and
that those funds would remain in that account until the date that
certain escrow conditions were satisfied.  The escrow conditions
included, among others, the receipt of all required regulatory
approvals and, with respect to the release of $300 million of the
B-7 Term Loan, the effectiveness of the Bank Amendment.

On July 25, 2014, the escrow conditions were satisfied and the B-7
Term Loan was assumed by CEOC and became incremental term loans
governed by and incorporated into CEOC's Amended Credit
Facilities.  CEOC intends to use the net cash proceeds from the B-
7 Term Loan to refinance its existing indebtedness that matures in
2015, including to pay for notes accepted or purchased in its
previously announced cash tender offers or note purchase
agreements, respectively, and existing term loans and for other
general corporate purposes.  As previously announced, the
expiration time for the cash tender offers is 5:00 p.m., New York
City time, on July 25, 2014.

On July 25, 2014, CEOC also announced the effectiveness of the
Bank Amendment.  The Bank Amendment amends CEOC's Second Amended
and Restated Credit Agreement, dated as of March 1, 2012, among
CEOC, as borrower, CEC, the lenders from time to time party
thereto and other parties thereto to:

   (i) modify the financial maintenance covenant to increase the
       leverage ratio level and exclude incremental term loans
       incurred after March 31, 2014 (including the B-7 Term Loan)
       from the definition of "Senior Secured Leverage Ratio" for
       purposes of such covenant;

  (ii) permit CEOC to report at CEC or another parent entity's
       level on a consolidated basis and remove requirements
       regarding qualifications with respect to any audits of the
       financial statements;

(iii) modify CEC's guarantee with respect to the Credit
       Facilities such that CEC's guarantee will be limited to a
       guarantee of collection with respect to obligations owed to
       the lenders who consented to the Bank Amendment; and

  (iv) modify certain other provisions of the Credit Facilities
       ((i) through (iv) above, the "Bank Amendment").

Under the Amended Credit Facilities, the B-7 Term Loan has a
maturity of March 1, 2017; provided that if the aggregate
principal amount of Term B-5-B Loan and Term B-6-B Loan
outstanding on the date that is 90 days prior to March 1, 2017,
exceeds $500 million, the Term B Facility Maturity Date for B-7
Term Loan will be such date that is 90 days prior to March 1,
2017.

In connection with the effectiveness of the Bank Amendment, Credit
Suisse AG, Cayman Islands Branch has been appointed to replace
Bank of America, N.A. as the administrative agent and collateral
agent under the Amended Credit Facilities and related loan
documents.

                    About Caesars Entertainment

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

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

Caesars Entertainment reported a net loss of $2.93 billion in
2013, as compared with a net loss of $1.50 billion in 2012.  The
Company's balance sheet at March 31, 2014, showed $24.37 billion
in total assets, $26.65 billion in total liabilities and a $2.27
billion total deficit.

                           *     *     *

Caesars Entertainment carries a 'CCC' long-term issuer default
rating, with negative outlook, from Fitch.

As reported by the TCR on April 9, 2013, Moody's Investors Service
downgraded Caesars Entertainment Corporation's Corporate Family
Rating to Caa2.

"The downgrade of Caesars' ratings considers that its same store
EBITDA growth in 2012-2013 has failed to materialize to any
significant degree, and so Caesars' credit metrics have
deteriorated and its free cash flow deficit will be higher than
Moody's previous expectations," stated Moody's analyst Peggy
Holloway.

In the April 10, 2014, edition of the TCR, Standard & Poor's
Ratings Services lowered its corporate credit ratings on Las
Vegas-based Caesars Entertainment Corp. (CEC) and wholly owned
subsidiaries, Caesars Entertainment Operating Co. (CEOC) and
Caesars Entertainment Resort Properties (CERP), as well
as the indirectly majority-owned Chester Downs and Marina, to
'CCC-' from 'CCC+'.  The downgrade reflects S&P's expectation that
Caesars' capital structure is unsustainable, and the amount of
cash the company will burn in 2014 and 2015 creates conditions
under which S&P believes a restructuring of some form is
increasingly likely over the near term absent an unanticipated
significantly favorable change in operating performance.


CLIXSTER MOBILE: HKCMCPA Company Raises Going Concern Doubt
-----------------------------------------------------------
Clixster Mobile Group Inc. filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K for the year
ended Dec. 31, 2013.

Mantyla McReynolds, LLC, expressed substantial doubt about the
Company's ability to continue as a going concern, citing that the
Company has incurred substantial losses this year.

The Company reported a net loss of $115,456 on $145,495 of net
revenue in 2013, compared with a net loss of $7.19 million on $nil
of net revenue in 2012.

The Company's balance sheet at Dec. 31, 2013, showed $1.47 million
in total assets, $4.8 million in total liabilities, and a
stockholders' deficit of $3.33 million.

A copy of the Form 10-K is available at:

                       http://is.gd/gPevT9

Clixster Mobile Group Inc. (Clixster), formerly China Media Group
Corporation, incorporated on Oct. 1, 2002, is operating in
Malaysia and holds a mobile virtual network operator (MVNO)
license providing second generation (2G), third generation (3G)
and long-term evolution (LTE) services and its related business.
On completion of the acquisition exercise of Clixster Mobile Sdn
Bhd (Clixster Mobile) on Jan. 31, 2014, the latter becomes the
surviving operating wholly owned subsidiary of the Company.


COLLEGE WAY: U.S. Trustee Wants Conversion or Dismissal
-------------------------------------------------------
Gail Brehm Geiger, Acting U.S. Trustee for the Western District of
Washington, is seeking conversion or dismissal of College Way
Commercial Plaza, LLC's Chapter 11 case.  The Debtor failed to
file monthly financial reports for February, March, April and May
2014.  The Debtor also failed to pay its quarterly Trustee fees
which were due on April 30.  Accordingly, the Trustee contends
that the actions of the Debtor constitute "cause" for conversion
or dismissal.  The Trustee is aware of no "unusual circumstances"
which would prevent conversion or dismissal from being in the best
interests of creditors.

A hearing on the Trustee's motion was scheduled for July 30 in
Tacoma, WA before Hon. Brian D. Lynch.

Sarah R. Flynn, Esq., at the U. S. Trustee's Office in Seattle, WA
filed the motion.

            About College Way Commercial Plaza, LLC

College Way Commercial Plaza, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Wash Case No. 13-47724) on Dec. 19, 2013.
The petition was signed by Sherwood B Korssjoen as member and
manager.  The Debtor disclosed $29,160,000 in assets and
$21,444,155 in liabilities as of the Chapter 11 filing.  Masafumi
Iwama, Esq., at Iwama Law Firm, serves as the Debtor's counsel.
Judge Brian D Lynch presides over the case.

College Way sought bankruptcy protection one day before a
scheduled foreclosure auction of its asset.  ECP College Way LLC
tried to foreclose on the collateral.  ECP is the holder of
certain indebtedness owed by the Debtor in the original principal
amount of $21.1 million.

College Way estimates that Lacey Crossroads is valued between
$26 million and $29.5 million.


COLOR STAR: Gets Court Approval of Agreement With Lexington
-----------------------------------------------------------
U.S. Bankruptcy Judge Brenda Rhoades approved an agreement under
which Color Star Growers of Colorado Inc. will receive payment of
$1.096 million from Lexington Insurance Co.

The payment is for Color Star's claim for losses and damages,
which are covered under an insurance policy issued by Lexington.
The company claims its properties in Fort Lupton, Colorado,
sustained "significant flood damage" in September 2013.

A full-text copy of the agreement can be accessed for free at
http://is.gd/CIDMZR

                      About Color Star

Color Star, a grower and wholesaler of flowers and nursery stock
with greenhouses and distribution centers in Colorado, Missouri
and Texas, filed for Chapter 11 bankruptcy protection in December
2013.

Color Star Growers of Colorado, Inc., and two affiliates filed
Chapter 11 bankruptcy petitions (Bankr. E.D. Tex. Case Nos.
13-42959 to 13-42961) on Dec. 15, 2013, in Sherman, Texas.  The
petitions were signed by Brad Walker, chief restructuring officer.
The Debtors estimated assets of at least $10 million and
liabilities of at least $50 million.

Marcus A. Helt, Esq., and Evan R. Baker, Esq., at Gardere Wynne
Sewell LLP, serve as the Debtors' counsel.  Simon, Ray & Winikka
LLP serves as special conflicts counsel.  SSG Advisors, LLC
provides investment banking services, and UpShot Services LLC
serves as claims, noticing and balloting agent.

The Official Committee of Unsecured Creditors appointed in the
Debtors' cases retained Gavin/Solmonese, LLC as financial
advisors; and Raymond J. Urbanik, Esq., Deborah M. Perry, Esq.,
Thomas Berghman, Esq., and Isaac J. Brown, Esq., at Munsch Hardt
Kopf & Harr, PC as attorneys.


COMJOYFUL INTERNATIONAL: Amends March 31 Quarter Report
-------------------------------------------------------
Comjoyful International Company filed an amendment to its
quarterly report on Form 10-Q.  A copy of the Form 10-Q/A is
available at: http://is.gd/4FUAo5

In its quarterly report, the company disclosed a net loss of
$610,838 on $362,767 of revenues for the three months ended March
31, 2014, compared with a net loss of $472,520 on $128,739 of
revenues for the same period in 2013.

The Company's balance sheet at March 31, 2014, showed $2.5 million
in total assets, $6.68 million in total liabilities, and a
stockholders' deficit of $4.18 million.

Comjoyful does not have significant operations.  The company
intends to acquire an operating company.  Previously, it focused
on the mineral exploration activities in the United States.  The
company was formerly known as Camelot Corporation and changed its
name to Comjoyful International Company in January 2013.
Comjoyful was incorporated in 1975 and is based in Beijing, China.


CRUMBS BAKE SHOP: Lemonis Became Bakery's Supplier Before Bid
-------------------------------------------------------------
Sara Randazzo, writing for The Wall Street Journal, reported that
investor Marcus Lemonis has been touted in recent weeks as a last-
minute savior of Crumbs Bake Shop Inc., the shuttered cupcake
chain trying to revive itself through Chapter 11 bankruptcy.  But
behind the scenes, Mr. Lemonis has been in discussions with Crumbs
for several months, both as a potential buyer and as the owner of
a bakery that supplied cupcakes to two dozen Crumbs stores, the
Journal said.

According to the report, Mr. Lemonis, the chief executive of
Camping World, told the Journal that he owns one of the primary
commercial bakeries that produced Crumbs's signature 4-inch,
frosting-laden cupcakes -- a connection he hasn't previously
called attention to publicly, and one that has caused tension
between Mr. Lemonis and the company, both sides say.

                      About Crumbs Bake Shop

Crumbs Bake Shop, Inc. (OTCBB: CRMB), a New York-based cupcake
specialty store chain, and 22 of its affiliates filed separate
Chapter 11 bankruptcy petitions (Bankr. D. N.J. Lead Case No.
14-24287) on July 11, 2014.  John D. Ireland signed the petitions
as chief financial officer.  Crumbs Bake Shop estimated assets of
$10 million to $50 million and the same range of liabilities.

Cole, Schotz, Meisel, Forman & Leonard, P.A., acts as the Debtors'
counsel.  Glass Ratner is serving as Crumbs' financial advisor.
Prime Clerk LLC is the Debtors' claims and noticing agent.  Judge
Michael B. Kaplan oversees the jointly administered cases.

On July 7, 2014, the Board of Directors of Crumbs Bake Shop
determined to cease operations effective immediately.  The Board's
determination was made after the Company lacked sufficient
liquidity to maintain current operations.

On the petition date, Crumbs entered into an Asset Purchase
Agreement through which Lemonis Fischer Acquisition Company, LLC,
a joint venture created by Marcus Lemonis LLC and Fischer
Enterprises, L.L.C., will acquire the Crumbs' business as part of
the Company's Chapter 11 filing.  The Company hopes to complete
the sale process in approximately 60 days, pending receipt of the
necessary approvals from the Bankruptcy Court.

Lemonis Fischer Acquisition is represented by Louis Price, Esq.,
at McAfee & Taft PC.


DAVID ROSE PERENNIALS: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Debtor: David Rose Perennials Inc.
        5645 Aldrich Lane
        Laurel, NY 11948

Case No.: 14-73433

Chapter 11 Petition Date: July 29, 2014

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

Judge: Hon. Robert E. Grossman

Debtor's Counsel: Adam L Rosen, Esq.
                  SILVERMAN ACAMPORA LLP
                  100 Jericho Quadrangle, Suite 300
                  Jericho, NY 11753
                  Tel: (516) 479-6300
                  Fax: (516) 479-6301

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Peter Harbes, president.

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


DETROIT, MI: Amends Plan in Advance of Confirmation Hearing
-----------------------------------------------------------
The City of Detroit filed an amended plan of debt adjustment on
July 25 in advance of the confirmation hearing to commence on
Aug. 14.  The July 25 plan, with more than 900 pages, contemplated
the appointment of a plan monitor following confirmation.

As previously reported by The Troubled Company Reporter, citing
The Wall Street Journal, the monitor will ensure the city's
progress toward cutting $7 billion in long-term obligations and
keeping its finances in order.  Kirk O'Neil, writing for The Deal,
however, reported that a corrected version of the city's Plan
filed on July 29 deleted mention of the monitor.

"After discussing it with the mayor and with the state of
Michigan, the emergency manager determined such a monitor would
have been superfluous to the financial oversight and reporting
requirements already required as part of the 'Grand Bargain'
legislation that was signed into law," Bill Nowling, Kevyn. Orr's
spokesman, said in an email statement to The Wall Street Journal.
"The plan monitor idea came from discussions that occurred before
the Grand Bargain legislation passed."

                  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.


EAST COAST BROKERS: Court OKs Broad and Cassel as Trustee Counsel
-----------------------------------------------------------------
Gerard A. McHale, Jr., the Chapter 11 trustee of East Coast
Brokers & Packers, Inc. and its debtor-affiliates, sought and
obtained permission from the U.S. Bankruptcy Court for the Middle
District of Florida to employ M. Stephen Turner and the law firm
Broad and Cassel as special litigation counsel to the Trustee,
nunc pro tunc to May 1, 2014.

Mr. Turner and Broad & Cassel will represent the Trustee in
connection with any legal action and lobbying for the recovery of
monies through litigation or special federal legislation regarding
the 2008 actions of the U.S. Department of Agriculture and Food
and Drug Administration directing the destruction of tomato
inventory of the Debtor arising from an alleged outbreak of
salmonella (the "USDA/FDA Claims").

The Trustee will pay Broad & Cassel on a contingency basis,
specifically, 33.33%, plus expenses, of any recoveries in
connection with the USDA/FDA Claims.

Broad and Cassel will also be reimbursed for reasonable out-of-
pocket expenses incurred.

Mr. Turner, shareholder of Broad and Cassel, 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.

Broad and Cassel can be reached at:

       M. Stephen Turner, Esq.
       BROAD AND CASSEL LAW FIRM
       215 S. Monroe Street, Suite 400
       P.O. Drawer 11300
       Tallahassee, FL 32302
       Tel: (850) 681-6810
       Fax: (850) 681-9792
       E-mail Address sturner@broadandcassel.com

                      About East Coast Brokers

East Coast Brokers & Packers, Inc., along with related entities,
sought Chapter 11 protection (Bankr. M.D. Fla. Lead Case No.
13-02894) in Tampa, Florida, on March 6, 2013.  East Coast Brokers
& Packers disclosed $12,663,307 in assets and $75,181,975 in
liabilities as of the Chapter 11 filing.

The debtor-affiliates are Batista J. Madonia, Sr. and Evelyn M.
Madonia (Case No. 13-02895); Circle M Ranch, Inc., Case No.
13-02896); Ruskin Vegetable Corporation, Case No. 13-02897);
Oakwood Place, Inc. (Case No. 13-2898); Byrd Foods of Virginia,
Inc. (Case No. 13-03069); Eastern Shore Properties, Inc. (Case No.
13-03070); and Stellaro Bay, Inc. (Case No. 13-3071).

Scott A. Stichter, Esq., and Susan H. Sharp, Esq., at Stichter,
Riedel, Blain & Prosser, P.A., in Tampa, serve as counsel to the
Debtors.  Steven M. Berman, Esq., and Hugo S. deBeaubien, Esq., at
Shumaker, Loop, & Kendrick, LLP, in Tampa, are the Debtors'
special counsel.

In June 2013, the bankruptcy court approved the appointment of
Gerard A. McHale, Jr., to serve as Chapter 11 trustee.  MLIC Asset
Holdings LLC and MLIC CB Holdings LLC asked the Bankruptcy Court
to appoint a Chapter 11 trustee, or, in the alternative, dismiss
the Debtors' Chapter 11 cases.  According to the MLIC entities,
the Debtors, among other things had mishandled the potential rents
from employees, failed to pay taxes, failed to maintain insurance,
has inadequate security regarding the Debtors' personal and real
property, and delayed the filing of schedules and reports required
under the Bankruptcy Code.

Brian G. Rich, Esq., at Berger Singerman LLP, in Tallahassee,
Fla., represents the Chapter 11 trustee as counsel.


EFT HOLDINGS: Paritz & Company Raises Going Concern Doubt
---------------------------------------------------------
EFT Holdings, 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.

Paritz & Company, P.A., expressed substantial doubt about the
Company's ability to continue as a going concern, citing that the
Company has negative working capital of $9.9 million and an
accumulated deficit of $54.96 million of as of March 31, 2014, and
did not generate cash from operation for the year ended March 31,
2014.

The Company reported a net loss of $20.34 million on $1.49 million
of net sales revenues for the fiscal year ended March 31, 2014,
compared with a net loss of $22.52 million on $2.32 million of
sales revenues in 2013.

The Company's balance sheet at March 31, 2014, showed $9.96
million in total assets, $18.13 million in total liabilities, and
a stockholders' deficit of $8.17 million.

A copy of the Form 10-K is available at:

                       http://is.gd/gWiylQ

Based in City of Industry, California, EFT Holdings, Inc. is a
company engaged in online, transportation and beverage activities
with substantially all of its revenues generated from mainland
China.  The Company currently sells and distributes American brand
nutritional products online, as well as transports passengers and
cargo between Taiwan and mainland China.


EL PASO LLC: S&P Withdraws 'BB' CCR at Company's Request
--------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'BB' corporate
credit rating on El Paso Holdco LLC at the issuer's request.  At
the same time, S&P revised the unsecured recovery rating on the
debt that KMI assumed to '4' from '3' and left the issue-level
rating of 'BB' unchanged.  About $4.2 billion of debt is affected.


EP MINERALS: S&P Assigns 'B' CCR & Rates $25MM Debt 'B+'
--------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to specialty minerals producer EP Minerals LLC.  The
outlook is stable.

"At the same time, we assigned our 'B+' issue rating to the
company's proposed $25 million first-lien revolving credit
facility and $175 million first-lien term loan due 2020.  The
first-lien recovery rating is '2', which indicates our expectation
of substantial (70% to 90%) recovery in the event of payment
default.  We also assigned our 'CCC+' rating to the company's $75
million second-lien term loan due 2021. The second-lien recovery
rating is '6', which indicates our expectation of negligible (0%
to 10%) recovery in the event of payment default," S&P said.

"The stable rating outlook reflects our view that EP Minerals'
operations and competitive position will remain steady, given
stable end markets, and its liquidity should remain adequate due
to relatively low capital spending and working capital needs,"
said Standard & Poor's credit analyst William Ferara.  "We also
expect leverage in the 5x-6x range and FFO to debt of about 10% in
2014 and 2015."

S&P could lower the ratings if it no longer deemed liquidity to be
adequate or if debt to EBITDA were sustained at 6x or above.  This
could occur if sales volumes fell or necessary price increases
were not absorbed by customers.  A negative rating action could
also occur if the company increased leverage to fund dividends or
if the company engaged in other debt-financed shareholder-friendly
actions.

An upgrade is unlikely given the company's size, its lack of
business and asset diversity, elevated debt leverage, and private
equity ownership.


EPWORTH VILLA: The Ranch Facility Separate Legal Entity
-------------------------------------------------------
Chris Day, writing for Stillwater News Press, reported that The
Ranch, a proposed continuing-care facility, is a separate legal
entity from Epworth Villa and not associated with  Epworth Villa's
Chapter 11 reorganization.  A full-text copy of the article is
available at http://is.gd/zIODgR

The report also noted that Epworth Villa is undergoing a $65
million expansion and renovation project, which is scheduled to be
completed in spring.

The report also noted that The Ranch is slated for a fall
groundbreaking and an 18-month construction timeline. As of March,
76 people had signed contracts to live in the independent living
section of the $70 million facility, which needs  103 commitments
to move forward with construction.  The Ranch will have
approximately 150 living units, including 23 single-family
cottages. The main building will feature a commons area with a
coffee shop, two restaurants, a wellness center, a chapel and
other amenities.

Central Oklahoma United Methodist Retirement Facility, Inc.,
dba Epworth Villa, filed a Chapter 11 bankruptcy petition (Bankr.
W.D. Okla. Case No. 14-12995) on July 18, 2014.  John Harned
signed the petition as president and CEO.  The Debtor estimated
assets and liabilities of at least $100 million.  Gable & Gotwals,
P.C., serves as the Debtor's counsel.  Judge Sarah A. Hall
presides over the case.

On July 9, 2014, a judgment was entered in the amount of
approximately $15 million against Epworth Villa by Judge Patricia
Parrish of the District Court of Oklahoma County, Oklahoma, in
Case No. CJ-2011-8387: William Hicks, individually and as Guardian
Ad Litem for Virginia Hicks v. Central Oklahoma United Methodist
Retirement Facility, Inc. d/b/a Epworth Villa Health Services. The
state court held a nonjury trial in the lawsuit, which was filed
by a resident who got a fractured wrist and bruises while at the
facility.  Epworth Villa intends to appeal the Judgment and Hicks
desires to defend the appeal to the Oklahoma Supreme Court.


ERF WIRELESS: Had 6.2 Million Outstanding Shares at July 28
-----------------------------------------------------------
ERF Wireless, Inc., disclosed with the U.S. Securities and
Exchange Commission that it had 6,292,414 shares issued and
outstanding on July 28, 2014.

                         About ERF Wireless

Based in League City, Texas, ERF Wireless, Inc., provides secure,
high-capacity wireless products and services to a broad spectrum
of customers in primarily underserved, rural and suburban parts of
the United States.

ERF Wireless reported a net loss attributable to the Company of
$7.26 million in 2013, a net loss attributable to the Company of
$4.81 million in 2012 and a net loss attributable to the Company
of $3.37 million in 2011.

The Company's balance sheet at March 31, 2014, showed $4.16
million in total assets, $11.97 million in total liabilities and a
$7.80 million total shareholders' deficit.


EURAMAX INT'L: S&P Revises Outlook & Affirms 'B-' CCR
-----------------------------------------------------
Standard & Poor's Ratings Services said it revised its rating
outlook on Norcross, Ga.-based Euramax International Inc. to
negative from stable.  S&P also affirmed its 'B-' corporate credit
rating and 'B-' senior secured debt rating on the company.  The
recovery rating on the senior secured debt remains '4', indicating
S&P's expectation for average recovery (30% to 50%) in the event
of a payment default.

The outlook revision reflects S&P's view that weaker-than-expected
U.S. residential and commercial construction and roof replacement
activity in the first half of 2014 is likely to result in lower-
than-forecast earnings for metal roofing product and recreational
vehicle (RV) component manufacturer Euramax International Inc.
S&P originally targeted full year 2014 EBITDA of $60 million to
$65 million.  However, given current weak operating conditions in
roofing markets, S&P thinks Euramax may be challenged to meet this
estimate despite new cost reduction initiatives and recent
reductions in its workforce.  As a result, S&P expects Euramax
will remain very highly leveraged, with debt to EBITDA of more
than 9x and interest coverage slightly in excess of 1x.

"The negative outlook on Euramax International Inc. reflects our
view that we could lower the rating on Euramax if the company
failed to meet its targeted improvement in EBITDA for 2014 or if
EBITDA dropped below the estimated annual cash interest payment of
approximately $52 million," said Standard & Poor's credit analyst
Thomas Nadramia.

S&P could also lower its rating if Euramax failed to amend or
extend by mid-2015 its $500 million in debt maturities due in
2016, in which case the maturity on the $70 million ABL facility
would accelerate to Jan. 1, 2016, from March 2018, or if S&P no
longer viewed the company's liquidity as "adequate."

Given the very high leverage of Euramax and its 2016 debt
maturities, S&P do not view an upgrade as likely over the next
year.  However, S&P could revise the outlook back to stable if end
markets recover and cost reductions and other efficiencies push
EBITDA closer to S&P's previous $65 million estimate while
improving interest coverage. In S&P's view, this would make it
easier for the company to refinance its upcoming maturities.


EXIDE TECHNOLOGIES: Lenders Approve Amendments to DIP Facilities
----------------------------------------------------------------
Exide Technologies disclosed that, on July 22, 2014 and July 25,
2014, Exide's DIP lenders approved two amendments to the Company's
debtor-in-possession financing facilities.  The sixth amendment
provides the Company with $60 million in incremental liquidity to
execute its business plan and meet working capital needs for the
upcoming inventory build season.  The amendment also extends the
maturity date of the DIP Facilities to December 31, 2014, which
would be effective upon Exide's entry into a plan support
agreement.  The U.S. Bankruptcy Court for the District of Delaware
entered the order approving the additional $60 million in
liquidity to be provided under the sixth amendment on July 28,
2014.  Exide currently expects to obtain the additional funding
this week.

The seventh amendment, effective as of July 25, 2014, eliminates
the date by which Exide is required to file a plan of
reorganization ("POR"), providing the Company additional
flexibility to build consensus in completing POR negotiations with
its creditor constituents.  In particular, Exide continues to
advance negotiations of the previously announced non-binding
proposal for a POR and preferred equity capital commitment
received from the unofficial committee of senior secured
noteholders and intends to file a POR promptly following
finalization of negotiations with its stakeholders.  To provide
maximum flexibility in its continued POR negotiations, Exide
intends to file a motion on or before July 31, 2014 seeking to
extend the exclusive period in which to file a POR to December 10,
2014.  Exide expects its exclusivity extension request to be heard
by the Bankruptcy Court on September 3, 2014.  Exide remains
committed to emerging from Chapter 11 by December 31, 2014.

Additional details regarding the DIP amendments are available in
the Company's 8-K, filed on July 28, available at
http://ir.exide.com/sec.cfm

                    About Exide Technologies

Headquartered in Princeton, New Jersey, Exide Technologies
(NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and
distributes lead acid batteries and other related electrical
energy storage products.

Exide first sought Chapter 11 protection (Bankr. Del. Case No.
02-11125) on April 14, 2002 and exited bankruptcy two years after.
Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland &
Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl &
Jones LLP represented the Debtors in their successful
restructuring.

Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No.
13-11482) on June 10, 2013.  Exide disclosed $1.89 billion in
assets and $1.14 billion in liabilities as of March 31, 2013.

Exide's international operations were not included in the filing
and will continue their business operations without supervision
from the U.S. courts.

For the new case, Exide has tapped Anthony W. Clark, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang
Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial
advisor; Sitrick and Company Inc. as public relations consultant
and GCG as claims agent.  Schnader Harrison Segal & Lewis LLP was
tapped as special counsel.

The Official Committee of Unsecured Creditors is represented by
Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as
co-counsel.  Zolfo Cooper, LLC serves as its bankruptcy
consultants and financial advisors.  Geosyntec Consultants was
tapped as environmental consultants to the Committee.

Robert J. Keach of the law firm Bernstein Shur as fee examiner has
been appointed as fee examiner.  He has hired his own firm as
counsel.


FAIRGROUND PROPERTIES: Utah Court Keeps Summary Judgment Ruling
---------------------------------------------------------------
The Court of Appeals of Utah tossed an appeal taken by Robert C.
Stevens and Brett L. John from a trial court's grant of partial
summary judgment in favor of Town & Country Bank.  The Appeals
Court affirmed that ruling.

In December 2008, the Bank loaned Fairground Properties, Inc., as
Borrower, $1,380,000 pursuant to a promissory note. The loan was
secured by a deed of trust encumbering 26 parcels of real property
located in Hurricane, Utah.  Pursuant to the terms of the
promissory note, Fairground Properties was to make monthly 6.5%
interest-only payments to the Bank beginning in January 2009 and
to repay the principal plus any remaining interest in one lump sum
on December 17, 2010.  Guarantors signed personal guarantees in
which they "absolutely and unconditionally" guaranteed payment of
the note.

In early 2009, Stevens sought to move one of his businesses,
Keystone Repair, which was then located in La Verkin, Washington
County, Utah, to two parcels encumbered by the Fairgrounds Deed of
Trust (Lots 46 and 47).  To facilitate this project, Fairground
Properties negotiated a Change in Terms Agreement -- the CIT
Agreement -- with the Bank, in which the Bank agreed that
Fairground Properties could substitute Lots 46 and 47 with other
parcels owned by Stevens in La Verkin (Lot 2 and Lot 5).  In
anticipation of the move to Hurricane, Stevens let Keystone
Repair's La Verkin business license lapse. However, Stevens
continued to store a number of vehicles in Keystone Repair's
storage yard.  The City of La Verkin warned Stevens that it would
impose fines if the vehicles were not moved, but the City of
Hurricane would not permit Stevens to move the vehicles to the new
property until he obtained a building permit, which he could not
do until Lots 46 and 47 became unencumbered.  According to
Guarantors, the Bank agreed to expedite the finalization of the
CIT Agreement to help Stevens avoid the fines.  This alleged
agreement to expedite was not reduced to writing. When Stevens
failed to move the vehicles, the City of La Verkin imposed fines,
and on October 29, 2009, the City of La Verkin obtained a judgment
against Stevens (the La Verkin judgment), which was recorded in
Washington County on November 12, 2009.

The CIT Agreement was finally signed in July 2010.  Pursuant to
the CIT Agreement, Stevens signed a deed of trust (the Indian
Knolls Deed of Trust) in favor of the Bank, encumbering Lot 2 and
Lot 5 as substitute collateral for the note.  Stevens represented
that he held "good and marketable title of record to [Lot 2 and
Lot 5] in fee simple, free and clear of all liens and
encumbrances."

Eventually, Stevens sold Lot 2 for $88,000.  Pursuant to the terms
of the Indian Knolls Deed of Trust, the Bank was the beneficiary
of the proceeds from the sale of Lot 2.  However, because the La
Verkin judgment was recorded before the Indian Knolls Deed of
Trust, the title company would not insure the title until the La
Verkin judgment was satisfied. In order to clear the title, the
Bank paid the City of La Verkin $40,000 of the Lot 2 sale proceeds
to satisfy the La Verkin judgment.

The principal of the loan became due on December 17, 2010, but
Fairground Properties did not pay it.  Guarantors assert that
Borrower and the Bank reached an agreement to renew the promissory
note for an additional two years but that the Bank "reneged" on
the agreement. This alleged agreement was also not reduced to
writing. When Fairground Properties failed to pay the loan
principal in accordance with the promissory note, the Bank
instituted nonjudicial foreclosure proceedings. In response, on
May 10, 2011, Fairground Properties filed Chapter 11 bankruptcy.

On April 5, 2012, the bankruptcy court confirmed Fairground
Properties' Reorganization Plan, which provided that the Bank
would retain its status as a secured creditor; that Fairground
Properties would sell the individual parcels that had been
encumbered by the Fairgrounds Deed of Trust and use 80% of the
proceeds to pay off the promissory note; that the deadline for
paying off the note would be May 2017 rather than the December
2010 deadline indicated in the promissory note; and that the
interest rate going forward would be 4% rather than the 6.5%
stated in the note.

Relying on the Guarantees, the Bank sued Guarantors for breach of
contract, breach of the covenant of good faith and fair dealing,
and unjust enrichment.  Relying on the Indian Knolls Deed of
Trust, the Bank also sued Stevens for breach of contract, breach
of the covenant of good faith and fair dealing, unjust enrichment,
fraudulent misrepresentation, fraudulent concealment, and
negligent misrepresentation. The Bank sought summary judgment on
its breach of contract claims.

Guarantors opposed summary judgment, asserting that there were
disputed issues of fact regarding whether the Bank had breached
the implied covenant of good faith and fair dealing and whether
the La Verkin judgment lien was enforceable.  They also asserted
that the Bank could not recover from them because the Bank's loan
to Fairground Properties "continues to be over-collateralized and
secured" and because the Bank would "realize its payments through
the Plan of Reorganization."

The trial court determined that there were "no disputed issues of
material fact" and that the Bank was "entitled to judgment as a
matter of law" on its breach of contract claims against Guarantors
for breach of the Guarantees and on its breach of contract claim
against Stevens for breach of the Indian Knolls Deed of Trust.
Accordingly, the trial court entered judgment against Guarantors
in the amount of $1,352,011.18 and against Stevens in the amount
of $40,000. The trial court also awarded the Bank its attorney
fees and costs.

Guarantors appealed.  They first assert that summary judgment was
precluded by disputed issues of fact regarding whether the Bank
breached the implied covenant of good faith and fair dealing,
whether the La Verkin judgment lien was enforceable, and whether
the Reorganization Plan altered the terms of the Guarantees.
Guarantors also assert that the trial court could not enter
judgment against them for breach of the Guarantees so long as
Borrower continued to make payments pursuant to the Reorganization
Plan and that the one-action rule should be extended to preclude
such judgments. Finally, Guarantors argue that the La Verkin
judgment lien was not enforceable against Lot 2 and that the trial
court therefore erred in concluding that Stevens breached the
Indian Knolls Deed of Trust.

The Court of Appeals held, "We determine that there are no genuine
issues of disputed material fact that would preclude summary
judgment. We also conclude that the trial court correctly
determined that Guarantors breached the Guarantees and that
Stevens breached the Indian Knolls Deed of Trust. Finally, we
conclude that the Bank is entitled to an award of attorney fees on
appeal. We therefore affirm and remand for the trial court to
calculate the Bank's attorney fees on appeal."

The case is, TOWN & COUNTRY BANK, Plaintiff and Appellee, v.
ROBERT C. STEVENS AND BRETT L. JOHN, Defendants and Appellants,
NO. 20130446-CA.  A copy of the Court of Appeals' July 25, 2014
Opinion is available at http://is.gd/0DNnJHfrom Leagle.com.
Senior Judge Pamela T. Greenwood authored the Opinion, in which
Judges J. Frederic Voros Jr. and Michele M. Christiansen
concurred.

St. George, Utah-based Fairgrounds Properties, Inc., filed for
Chapter 11 bankruptcy (Bankr. D. Utah Case No. 11-26803) on
May 10, 2011.  estimating $1 million to $10 million in assets and
debts.  The petition was signed by Robert Stevens, president.
Attorneys for the Debtor are Andres Diaz, Esq., Thomas D.
Neeleman, Esq., and Geoffrey L. Chesnut, Esq., at RED ROCK LEGAL
SERVICES, P.L.L.C.


FAIRMONT GENERAL: Gets Court OK for $15MM Assets Sale to Alecto
---------------------------------------------------------------
Judge Patrick M. Flatley entered an order on July 1, 2014,
approving Fairmont General Hospital, Inc., et al.'s asset purchase
agreement with Alecto Healthcare Services Fairmont LLC.

Alecto will be purchasing the Assets and will assume certain
Liabilities for $15,000,000 cash at closing, plus an additional
purchase price of $300,000 payable in one year after the Closing
pursuant to a promissory note to be delivered at Closing.
Certain additional non-monetary consideration for the Transaction
also apply.

The sale of the Debtors' Assets is in aid of a plan of liquidation
to be proposed by the Debtors, the Official Committee of Unsecured
Creditors and/or the Indenture Trustee in these cases.

The assets sale was open for other higher and better bids.
However, by the June 12, 2014 deadline, no additional qualified
bids were received.

Before the Bid Deadline, the Debtors received one bid package from
Monongalia Health Systems, Inc. but it was for a certain real
propert known as the Connector Property and not for all of the
Debtors' assets.  It didn't constitute a qualified bid pursuant to
the Court's Bidding Procedures Order.

All objections not withdrawn, settled or resolved are overruled,
the Court ruled.

Among the entities that filed objections to the Sale Motion are
(1) the Secretary of U.S. Department of Health and Human Services,
by and through her attorneys, William J. Ihlenfeld, II, U.S.
Attorney for the Northern District of West Virginia, and Helen C.
Altmeyer, Assistant U.S. Attorney; (2) Pharmacy Systems, Inc and
PSI Supply Chain Solutions, LLC; (3) Iatric Systems, Inc.; (4)
Winthrop Resources Corporation; and (5) Farnam Street Financial,
Inc.

To address the Department of Health's concerns, the Court Order
provides that the Fairmont General Hospital (FGH) Medicare
provider agreements will be assumed by FGH and assigned to Alecto
in accordance with the Medicare Statute, the regulations
promulgated thereunder, and the Centers for Medicare & Medicaid
Services' (CMS) Medicare policies and procedures.

The other Objectors were concerned on the status of their
agreements and/contracts with the Debtors in connection with the
Assets Sale.

Attorneys for Pharmacy Systems, Inc. and PSI Supply Chain
Solutions, LLC are:

          Julia A. Chincheck, Esq.
          BOWLES RICE LLP
          600 Quarrier Street
          P.O. Box 1386
          Charleston, West Virginia 25325-1386
          Tel No: (304) 347-1713
          Fax No: (304) 343-3058
          E-mail: jchincheck@bowlesrice.com

                -- and --

          Sherri B. Lazear, Esq.
          Baker & Hostetler LLP
          65 East State Street, Suite 2100
          Columbus, Ohio 43215
          Tel No: (614) 462-2631
          Fax No: (614) 462-2616
          E-mail: slazear@bakerlaw.com

Iatric Systems Inc is represented by:

          STONECIPHER LAW FIRM
          Ronald B. Roteman, Esq.
          125 First Avenue
          Pittsburgh, PA  15222
          Tel No: (412) 391-8510
          E-mail: rroteman@stonecipherlaw.com

              -- and --

          MIRICK, O'CONNELL, DEMALLIE & LOUGEE, LLP
          Christine E. Devine, Esq.
          Gina B. O'Neil, Esq.
          1800 West Park Drive
          Westborough, MA 01581-3941
          Tel No: (508)898-1501
          Fax No: (508)898-1502

Winthrop Resources is represented by:

          George M. Cheever, Esq.
          Brian D. Rohm, Esq.
          K&L Gates LLP
          K&L Gates Center
          210 Sixth Avenue
          Pittsburgh, PA 15222
          Tel No: (412) 355-6500
          Fax No: (412) 355-6501

             -- and --

          Michael F. Doty, Esq.
          Colin F. Dougherty, Esq.
          Faegre Baker Daniels LLP
          200 Wells Fargo Center
          90 South Seventh Street
          Minneapolis, MN 55402-3901
          Tel No: (612) 766-7000
          Fax No: (612) 766-1600

Counsel for Farnam Street Financial Inc. is:

          Arthur M. Standish, Esq.
          Steptoe & Johnson PLLC
          P.O. Box 1588
          Charleston, WV 25326
          Tel No: (304) 353-8000
          Fax No: (304) 353-8180
          E-mail: Art.standish@steptoe-johnson.com

            About Fairmont General Hospital Inc.

Fairmont General Hospital Inc. and Fairmont Physicians, Inc.,
which operate a 207-bed acute-care facility in Fairmont, West
Virginia, sought Chapter 11 bankruptcy protection (Bankr. N.D.
W.Va. Case No. 13-01054) on Sept. 3, 2013.  The fourth-largest
employer in Marion County, West Virginia, filed for bankruptcy as
it looks to partner with another hospital or health system.

The Debtors are represented by Rayford K. Adams, III, Esq., and
Casey H. Howard, Esq., at Spilman Thomas & Battle, PLLC, in
Winston-Salem, North Carolina; David R. Croft, Esq., at Spilman
Thomas & Battle, PLLC, in Wheeling, West Virginia, and Michael S.
Garrison, Esq., at Spilman Thomas & Battle, PLLC, in Morgantown,
West Virginia.  The Debtors' financial analyst is Gleason &
Associates, P.C.  The Debtors' claims and noticing agent is Epiq
Bankruptcy Solutions.  Hammond Hanlon Camp, LLC, has been engaged
as investment banker and financial advisor.

UMB Bank is represented by Nathan F. Coco, Esq., and Suzanne Jett
Trowbridge, Esq., at McDermott Will & Emery LLP.

The Committee of Unsecured Creditors is represented by Andrew
Sherman, Esq., and Boris I. Mankovetskiy, Esq., at Sills Cummis &
Gross P.C. and Kirk B. Burkley, Esq., Bernstein Burkley, P.C.
Janet Smith Holbrook, Esq., at Huddleston Bolen LLP, represents
the Committee as local counsel.

The Bankruptcy Court has named Suzanne Koenig at SAK Management
Services, LLC, as patient care ombudsman.  Ms. Koenig has hired
her own firm as medical operations advisor; and Greenberg Traurig,
LLP, as her counsel.

The Debtors have scheduled $48,568,863 in total assets and
$54,774,365 in total liabilities.


FAIRMONT GENERAL: Seeks 30-Day Exclusive Pd Extn Thru July End
--------------------------------------------------------------
Fairmont General Hospital, Inc., et al., filed with the Bankruptcy
Court a third motion for another 30-day extension of their
exclusivity periods.

The last Court-approved exclusive plan filing extension for the
Debtors was until June 30, 2014.

The Debtors assert that they remain engaged in the process of
selling substantially all of their assets, which the Court
approved on June 23, 2014.  It appears that closing of the sale
will occur in August 2014, according to the Debtors.  In addition,
the Debtors say they anticipate being able to file their plan by
the end of July 2014.

            About Fairmont General Hospital Inc.

Fairmont General Hospital Inc. and Fairmont Physicians, Inc.,
which operate a 207-bed acute-care facility in Fairmont, West
Virginia, sought Chapter 11 bankruptcy protection (Bankr. N.D.
W.Va. Case No. 13-01054) on Sept. 3, 2013.  The fourth-largest
employer in Marion County, West Virginia, filed for bankruptcy as
it looks to partner with another hospital or health system.

The Debtors are represented by Rayford K. Adams, III, Esq., and
Casey H. Howard, Esq., at Spilman Thomas & Battle, PLLC, in
Winston-Salem, North Carolina; David R. Croft, Esq., at Spilman
Thomas & Battle, PLLC, in Wheeling, West Virginia, and Michael S.
Garrison, Esq., at Spilman Thomas & Battle, PLLC, in Morgantown,
West Virginia.  The Debtors' financial analyst is Gleason &
Associates, P.C.  The Debtors' claims and noticing agent is Epiq
Bankruptcy Solutions.  Hammond Hanlon Camp, LLC, has been engaged
as investment banker and financial advisor.

UMB Bank is represented by Nathan F. Coco, Esq., and Suzanne Jett
Trowbridge, Esq., at McDermott Will & Emery LLP.

The Committee of Unsecured Creditors is represented by Andrew
Sherman, Esq., and Boris I. Mankovetskiy, Esq., at Sills Cummis &
Gross P.C. and Kirk B. Burkley, Esq., Bernstein Burkley, P.C.
Janet Smith Holbrook, Esq., at Huddleston Bolen LLP, represents
the Committee as local counsel.

The Bankruptcy Court has named Suzanne Koenig at SAK Management
Services, LLC, as patient care ombudsman.  Ms. Koenig has hired
her own firm as medical operations advisor; and Greenberg Traurig,
LLP, as her counsel.

The Debtors have scheduled $48,568,863 in total assets and
$54,774,365 in total liabilities.



FAIRMONT GENERAL: Seeks to Extend Lease Decision Pd Thru Aug. 29
----------------------------------------------------------------
Fairmont General Hospital, et al., filed a third motion to enlarge
their period to assume or reject non-residential real property
leases through Aug. 29, 2014.

The Debtors reiterate that they are currently engaged in the
process of selling all their assets, and assert that it would be
beneficial to them and the sale process to make decisions on the
leases in conjunction with the closing fo the assets sale.  The
Debtors expect the sale to close in August.

            About Fairmont General Hospital Inc.

Fairmont General Hospital Inc. and Fairmont Physicians, Inc.,
which operate a 207-bed acute-care facility in Fairmont, West
Virginia, sought Chapter 11 bankruptcy protection (Bankr. N.D.
W.Va. Case No. 13-01054) on Sept. 3, 2013.  The fourth-largest
employer in Marion County, West Virginia, filed for bankruptcy as
it looks to partner with another hospital or health system.

The Debtors are represented by Rayford K. Adams, III, Esq., and
Casey H. Howard, Esq., at Spilman Thomas & Battle, PLLC, in
Winston-Salem, North Carolina; David R. Croft, Esq., at Spilman
Thomas & Battle, PLLC, in Wheeling, West Virginia, and Michael S.
Garrison, Esq., at Spilman Thomas & Battle, PLLC, in Morgantown,
West Virginia.  The Debtors' financial analyst is Gleason &
Associates, P.C.  The Debtors' claims and noticing agent is Epiq
Bankruptcy Solutions.  Hammond Hanlon Camp, LLC, has been engaged
as investment banker and financial advisor.

UMB Bank is represented by Nathan F. Coco, Esq., and Suzanne Jett
Trowbridge, Esq., at McDermott Will & Emery LLP.

The Committee of Unsecured Creditors is represented by Andrew
Sherman, Esq., and Boris I. Mankovetskiy, Esq., at Sills Cummis &
Gross P.C. and Kirk B. Burkley, Esq., Bernstein Burkley, P.C.
Janet Smith Holbrook, Esq., at Huddleston Bolen LLP, represents
the Committee as local counsel.

The Bankruptcy Court has named Suzanne Koenig at SAK Management
Services, LLC, as patient care ombudsman.  Ms. Koenig has hired
her own firm as medical operations advisor; and Greenberg Traurig,
LLP, as her counsel.

The Debtors have scheduled $48,568,863 in total assets and
$54,774,365 in total liabilities.


FISKER AUTOMOTIVE: Confirmed Plan Resolves Objections
-----------------------------------------------------
The Second Amended Joint Plan of Liquidation of FAH Liquidating
Corp., f/k/a Fisker Automotive Holdings, Inc., and its debtor
affiliates, which was confirmed by Judge Kevin Gross of the U.S.
Bankruptcy Court for the District of Delaware, on July 28, 2014,
resolved objections raised by several parties.

The Debtors agree that the affiliates of AIG Property Casualty,
Inc., (i) will not be barred from asserting any rights to set off,
subrogation, or recoupment to the extent allowed under applicable
law, (ii) may amend proofs of claim or administrative expense
requests asserted by AIG PC on or after the effective date, and
(iii) will not be bound by any third-party release in the Plan.

The Confirmation Order provides that the Confirmation Order and
any implementing Plan documents will not (i) affect the ability of
the Internal Revenue Service to pursue any non-debtors to the
extent allowed by non-bankruptcy law for any liabilities that may
be related to any federal tax liabilities owed by the Debtors or
the Debtors' estates; (ii) affect the rights of the United States
to assert setoff and recoupment and those rights are expressly
preserved; (iii) preclude the IRS from amending any prepetition or
postpetition claim; or (iv) require the IRS to file an
administrative claim in order to receive payment for any liability
described in Section 503(b)(1)(D) of the Bankruptcy Code.

On the Effective Date, Hybrid Tech Holdings, LLC, will fund the
WARN Claims Reserve with cash in an amount equal to $1,916,007.

Judge Gross also authorized the Debtors to pay the restructuring
fee in the amount of $750,000, to Beilinson Advisory Group, LLC.
The payment of the restructuring fee is payable only upon the
consummation of the Debtors' Plan.

                     About Fisker Automotive

Fisker Automotive Holdings, Inc., developer of the Karma plug-in
hybrid electric sedan, filed a petition for Chapter 11 protection
(Bankr. D. Del. Case No. 13-13087) on Nov. 22, 2013.

Fisker estimated assets of more than $100 million and listed debt
of $500 million in its bankruptcy petition.  The assets include an
assembly plant purchased for $21 million from General Motors Corp.
The plant never operated.  The cars were assembled in Finland.

Fisker received a $529 million loan from the Department of
Energy's Advanced Technology Vehicles Manufacturing Loan Program
and drew down about $192 million before the department froze the
loan after Fisker failed to hit several development targets.  The
company defaulted on its loan in April 2013.

Bankruptcy Judge Kevin Gross presides over the case.  The Debtors
have tapped James H.M. Sprayregen, P.C., Esq., Anup Sathy, P.C.,
Esq., and Ryan Preston Dahl, Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, as co-counsel; Laura Davis Jones, Esq., James
E. O'Neill, Esq., and Peter J. Keane, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, as co-counsel;
Beilinson Advisory Group as restructuring advisors; and Rust
Consulting/Omni Bankruptcy, as notice and claims agent and
administrative advisor.

On Nov. 5, 2013, the Official Committee of Unsecured Creditors
was appointed. The members are: (a) David M. Cohen; (b) Sven
Etzelsberger; (c) Kuster Automotive Door Systems GmbH; (d) Magna
E-Car USA, LLC; (e) Supercars & More SRL; and (f) TK Holdings Inc.
The Committee is represented by William R. Baldiga, Esq., and
Sunni P. Beville, Esq., at Brown Rudnick LLP; and Mark Minuti,
Esq., at Saul Ewing LLP.  Emerald Capital Advisors Corp. is the
financial advisors for the Committee.

Fisker sought bankruptcy protection to pursue a private sale of
its business to Hybrid Tech Holdings, LLC.  The Committee,
however, wants a sale public sale, and has identified Wanxiang
America Corporation as stalking horse bidder.

Hybrid was initially under contract to buy Fisker in exchange for
$75 million of the $168.5 million government loan it acquired
immediately before the Debtor's Chapter 11 filing.  Hybrid later
raised its offer by adding an additional $1 million cash and
agreeing to share proceeds from the sale of a facility in Delaware
it doesn't intend to operate.  Hybrid also offered to pay real
estate taxes on the Delaware plant.  Hybrid also will waive $90
million in deficiency claims that otherwise would dilute unsecured
creditors' recovery.

Wanxiang, as stalking horse bidder, initially offered $25.8
million in cash.  However, Wanxiang has said it has raised its
offer by $10 million and is willing to go higher.

After the hearings on Jan. 10 and 13, the Court directed a public
auction, and capped Hybrid's credit bid to $25 million.

In response, Hybrid raised its offer to $55 million.

Hybrid is represented by Tobias Keller, Esq., and Peter
Benvenutti, Esq., at Keller & Benvenutti LLP, in San Francisco,
California.

Wanxiang, which bought A123 Systems, Inc., a manufacturer of
lithium-ion batteries used in electric vehicles such as the Fisker
Karma, in a bankruptcy auction early in 2013 for $256.6 million,
is represented in Fisker's case by Sidley Austin LLP's Bojan
Guzina, Esq., and Andrew F. O'Neill, Esq.; and Young Conaway
Stargatt & Taylor, LLP's Edmon L. Morton, Esq., Robert S. Brady,
Esq., and Kenneth J. Enos, Esq.

On Feb. 19, 2014, the Bankruptcy Court approved the sale of
Fisker's assets to Wanxiang America Corporation.  The sale closed
on March 24.  The sale to Wanxiang is valued at approximately $150
million, Fisker said in a news statement.

On March 27, 2014, the Court authorized Fisker Automotive Holdings
to change its name to FAH Liquidating Corp. and its affiliate,
Fisker Automotive Inc., to FA Liquidating Corp., following the
sale.


GENERAL MOTORS: Victims Fund to Make First Payouts in Nov.
----------------------------------------------------------
Jeff Bennett, writing for The Wall Street Journal, reported that
General Motors Co. on Aug. 1 starts taking applications from
victims of accidents connected to defective ignition switches in
its small cars, promising the first payouts from the about $400
million fund by November.

According to the report, the nation's largest auto maker has said
it would pay from $20,000 to several million dollars per claim to
cover death and injuries from crashes in certain Chevrolet Cobalt,
Saturn Ion and Pontiac vehicles in which the air bags didn't
deploy.  A death would automatically be awarded $1 million for
pain and suffering above any other payments, the Journal said.

                     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.


GILBERT HOSPITAL: Nielsen Points Out Reasons for Ch. 11 Bankruptcy
------------------------------------------------------------------
Nielsen Law Group on July 25 disclosed that loss of financing,
alterations in management, competition from other nearby
hospitals, and discouragement from patients due to construction
near the hospital -- these are all potential factors why one of
the most profitable hospitals in the United States and has served
as a model hospital when it comes to emergency-room centers,
recently filed for Chapter 11 Bankruptcy reorganization.

Gilbert Hospital's Bankruptcy Attorney Pernell McGuire revealed
that the most critical reason for the filing of the bankruptcy was
due to loss of available cash to pay day-to-day operating expenses
of the hospital.  Stillwater Bank, its lender, was forced to seize
around $1.1 million from the hospital which was then led to the
loss of cash.  Gilbert Hospital's estimated total liabilities
range from $1 million to $10 million. Their assets only amount to
less than $50,000.

It should be noted as well that in 2013, the investors of Gilbert
Hospital resolved a Maricopa County Superior Court lawsuit.  In
the said lawsuit, Dr. Timothy Johns, founder of Gilbert Hospital
was accused of redirecting funds to Florence Hospital (Anthem in
Pinal County) and Peoria Regional Medical Center.  Dr. Johns is
appointed as one of the hospital's Oversight Committee.  In
addition to this, there are other two hospitals that were launched
by Dr. Johns that had gone through financial difficulties.

It was also last year when Florence Hospital filed Chapter 11
Bankruptcy while Peoria Regional Medical Center's construction was
not completed due to lack of funding.

Dr. Johns' goal is to have a stand-along hospital emergency room
guaranteeing patients would be able to receive medical attention
from a doctor within 30 minutes of arrival.  There were several
doctors who invested $60,000 each and Gilbert Hospital was
launched in 2006 with 100 employees.  Gaining a hospital-
leadership position in Chandler Regional Medical Center in
Arizona, Dr. Johns projected that Gilbert Hospital that the
hospital would have around 24 patients each day.  But eventually,
and even during its launch, the real numbers went beyond the
projection as there were three times the volume of patients who
sought emergency care from the hospital -- making it one of the
most money-making hospitals in the US.  In 2011, Gilbert Hospital
had a total of $20 million in cash.  This was then used by Dr.
Johns for founding credit lines for Florence and Peoria hospitals.
But it was due to financial mismanagement which led to the
draining of funds.

Keith Hendricks, attorney of Dr. Johns stated that all the
diversion of funds from Gilbert Hospital to Florence and Peoria
hospitals were all reflected in Gilbert Hospital's audited
financial statements.

                     About Gilbert Hospital

Gilbert Hospital has 21 private ER beds, 16 inpatient beds and
three intensive care unit rooms.  Arizona Republic said Gilbert
Hospital had $20 million in cash in 2011. However, hospital
investors have since sued Dr. Johns, saying that "financial
mismanagement" and the transferring of funds from Gilbert Hospital
to PRMC has led to massive losses.

Gilbert Hospital, LLC, in Gilbert, Arizona, filed for Chapter 11
bnakruptcy (Bankr. D. Ariz. Case No. 14-01451) on Feb. 5, 2014, in
Phoenix.  Judge Randolph J. Haines oversees the case.  Pernell W.
McGuire, Esq., at Davis Miles Mcguire Gardner, PLLC, and Bryce A.
Suzuki, Esq., at Bryan Cave LLP, serve as the Debtor's counsel.

In its petition, the Hospital estimated under $50,000 in assets
and $1 million to $10 million in liabilities.  The petition was
signed by Bradley Newswander, board chair.


GLOBAL GEOPHYSICAL: August 22 Bid Submission Deadline Set
---------------------------------------------------------
Hilco Industrial LLC on July 29 disclosed that it will conduct a
private treaty sales process in Missouri City, Texas through
August 22nd, 2014, to sell machinery and equipment no longer
necessary in the continuing operations of Global Geophysical
Services, Inc.

Full details of the sale, including bidding instructions (due by
5:00 PM CT, Aug. 22, 2014), can be found at www.hilcoind.com/GGS

Global Geophysical Services, Inc. provides an integrated suite of
geoscience solutions to the international oil and gas industry
including high-resolution Reservoir Grade(TM) seismic data
acquisition, multi-client data products, micro seismic monitoring,
seismic data processing, analysis, and interpretation services,
and consulting.

Global entered the seismic industry in 2005, launching four
seismic crews and staffing 250 full-time employees during the
inaugural year of operation.  Global now owns and operates one of
the industry's most comprehensive inventories of seismic equipment
and employs many of the most dedicated seismic professionals in
the business.  On March 25, 2014, Global and certain of its
subsidiaries filed voluntary petitions for reorganization under
Chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court for the Southern District of Texas, Corpus
Christi Division.  Hilco is assisting Global in selling certain
assets not necessary for its continuing operations or emergence
from bankruptcy.

The specific equipment being offered though Hilco's sales process
will include:

(6) Marine Work Vessels previously used for Seismic Testing

(4) Reliance 41' Modular Pontoon Boats previously used for Seismic
    Testing

(2) DeMaree 41' Modular Pontoon Boats previously used for Seismic
    Testing

(4) NCA & (2) Price High-Pressure Marine Air Compressors

(5) Fabtek Prentice All-Terrain Skidder Vehicles w/ Drills, To
    2006

(8) Marooka MST-600UD Track Drills

(25) Kubota RTV900 4WD Diesel ATVs ? As New As 2011
Over (70) Service Trucks & Vehicles, To 2012, Including 4WD
Pickups, Crew Cabs, Flatbeds, Passenger Vans, Mechanics Trucks,
and Utility Trucks

Over (50) Trailers, To 2011, Including Enclosed Lab / Test Air
Conditioned Trailers, Enclosed Utility Trailers, Open Flatbed
Utility Trailers, Antenna Tower Trailers

Portable Generator Trailers

Sercel 408UL Channels ? Total 7,250 Links w/ Support Equipment &
Tools

Zupt B-PINS Navigation Survey Systems

Large Quantity of Marine & Land Seismic Support Equipment
Including Guns, Connecting Cables, Reels, Hardware, etc.

Interested parties can Contact Jody Bacque
(jbacque@hilcoglobal.com or 251 404-2367).  Hilco will be
accepting offers from interested parties until 5:00 PM CT on
Friday, August 22, 2014.  More information about the machinery can
be found at www.hilcoind.com/GGS

                     About Hilco Industrial

Hilco Industrial LLC -- http://www.hilcoind.com/GGS-- provides
industrial asset disposition services, specializing in machinery,
equipment and inventory auctions and negotiated sales.  It sells
the broad range of industrial assets found in manufacturing,
wholesale and distribution companies.  Hilco Industrial performs
dispositions through on-site, online and combination "webcast"
auction sale events as well as negotiated (private treaty) sales.
Hilco Industrial has capital to put at risk and often acquires
assets or provides guarantees.  It also provides asset disposition
services on a fee or commission basis.  Hilco Industrial is part
of Hilco Global -- http://www.hilcoglobal.com-- the world's
leading authority on helping companies maximize the value of their
assets delivering a complete suite of asset valuation,
monetization and advisory services.

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 have tapped Baker Botts LLP as general bankruptcy
counsel, Jordan Hyden Womble Culbreth & Holzer PC, as local
counsel, Alvarez & Marsal as 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.


GOLDKING HOLDINGS: Exclusive Solicitation Period Moved to Aug. 27
-----------------------------------------------------------------
GoldKing Holdings, LLC requested a second extension of its
exclusive period to solicit votes on its Plan of Reorganization.
The Debtor requested an expedited hearing since the exclusive
period was slated to expire on July 27, 2014.  The Debtor filed
its proposed Plan of Reorganization; however, the voting deadline
is August 8.  The Debtor contends that extending the exclusive
period to match the voting deadline is "cause" for the extension
pursuant to Sec. 1121(d) of the Bankruptcy Code.

A hearing on the request was held July 21 in Houston.  At the end
of the hearing, the Court extend the Debtor's exclusive
solicitation period from July 27 to August 27.  The Order is
without prejudice to the Debtors' right to seek additional
extensions of the exclusive period for the Debtors to solicit
acceptances of its Plan.

                      About Goldking Holdings

Goldking Holdings LLC, an oil-and-gas exploration company based in
Houston, sought bankruptcy protection (Bankr. D. Del. Case No.
13-12820) in Wilmington, Delaware, on Oct. 30, 2013, from
creditors with plans to sell virtually all its assets.  Goldking
Onshore Operating, LLC, and Goldking Resources, LLC, also sought
creditor protection.

The cases were initially assigned to Delaware Judge Brendan
Linehan Shannon.  On Nov. 20, 2013, Judge Shannon granted the
request of Goldking's former CEO Leonard C. Tallerine Jr. and
Goldking Capital LT Corp., to move the Chapter 11 case to Houston,
Texas (Bankr. S.D. Tex. Case No. 13-37200) in Houston.  Hon. David
R. Jones presides over the case.

Mr. Tallerine owns a nearly 6% stake in the company through an
entity called Goldking LT Capital Corp.

The Debtors are represented by Patrick L. Hughes, Esq., Charles A.
Beckham, Jr., Esq. and Christopher L. Castillo, Esq. at Haynes &
Boone, LLP of Houston, TX.   Edmon L. Morton, Esq., and Robert F.
Poppiti, Jr., Esq., at Young, Conaway, Stargatt & Taylor, LLP, in
Wilmington, served as the Debtors' Delaware co-counsel.  The
Debtors' notice, claims, solicitation and balloting agent is Epiq
Bankruptcy Solutions, LLC.

Lantana Oil & Gas Partners was initially hired as the Debtors'
financial advisors.  In December 2013, the Debtors won Court
approval to employ E-Spectrum Advisors LLC, led by its CEO Coy
Gallatin, as asset sale advisor.

Alvarez & Marsal Global Forensic and Dispute Services, LLC, has
been engaged to provide computer forensics and related services.

Goldking Holdings disclosed $16,170 in assets and $11,484,881 in
liabilities as of the Chapter 11 filing.

Judy A. Robbins, United States Trustee for the Southern District
of Texas, appointed a three-member official committee of unsecured
creditors.  The Committee filed papers to retain Brinkman Portillo
Ronk, APC, as counsel, and Okin & Adams LLP as local counsel.


GUIDED THERAPEUTICS: Files PMA Amendment with FDA for LuViva
------------------------------------------------------------
Guided Therapeutics, Inc., has filed an amendment to its premarket
approval (PMA) application with the U.S. Food and Drug
Administration (FDA) for the LuViva(R) Advanced Cervical Scan.

The filing follows the face-to-face meeting the company had with
the FDA in May 2014 and addresses questions raised in a Sept. 6,
2013, not-approvable letter that the company received from the
agency.

"We believe that our PMA amendment addresses the remaining
questions the agency had about our application," said Gene
Cartwright, chief executive officer of Guided Therapeutics.
"While we await a decision on the U.S. market, we continue to see
momentum building in the larger international market where we are
working to increase pilot studies with LuViva, drive sales and
build market share."

The FDA has 180 days to respond to the amendment.

The company has regulatory approval to sell LuViva in Europe with
the Edition 3 CE mark, and has marketing approvals from COFEPRIS
in Mexico, Health Canada and Singapore Health Sciences Authority,
among others.  Additionally, expansion efforts are ongoing in the
Middle East, Asia and Latin America.

                    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.


HCSB FINANCIAL: Shareholders Elected Six Directors
--------------------------------------------------
The 2014 annual meeting of shareholders of HCSB Financial
Corporation was held on July 22, 2014, at the Center for Health
and Fitness at 3207 Casey Street, Loris, South Carolina.  At the
Meeting, the shareholders:

   (1) elected Michael S. Addy, Clay D. Brittain, III, James R.
       Clarkson, Johnny C. Allen, Tommie W. Grainger, Gwyn G.
       McCutchen, D.D.S., as directors;

   (2) ratified the appointment of Elliott Davis, LLC, as the
       Company's independent registered public accountants for the
       fiscal year ended Dec. 31, 2014; and

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

Singleton Bailey, Freddie Moore, and Carroll D. Padgett, Jr.,
continued to serve as directors after the meeting.

                       About HCSB Financial

Loris, South Carolina-based HCSB Financial Corporation was
incorporated on June 10, 1999, to become a holding company for
Horry County State Bank.  The Bank is a state chartered bank which
commenced operations on Jan. 4, 1988.  From its 13 branch
locations, the Bank offers a full range of deposit services,
including checking accounts, savings accounts, certificates of
deposit, money market accounts, and IRAs, as well as a broad range
of non-deposit investment services.  During the third quarter of
2011, the Bank closed its Covenant Towers branch located at Myrtle
Beach.  All deposits were transferred to the Bank's Myrtle Beach
branch and the Bank does not expect any disruption of service in
that market for its customers.

As of March 31, 2014, HCSB Financial had $457.87 million in total
assets, $471.43 million in total liabilities and a $13.55 million
total shareholders' deficit.

"At March 31, 2014, the Company was categorized as "critically
undercapitalized" and the Bank was categorized as "significantly
undercapitalized."  Our losses over the past five years have
adversely impacted our capital.  As a result, we have been
pursuing a plan to increase our capital ratios in order to
strengthen our balance sheet and satisfy the commitments required
under the Consent Order.  However, if we continue to fail to meet
the capital requirements in the Consent Order in a timely manner,
then this would result in additional regulatory actions, which
could ultimately lead to the Bank being taken into receivership by
the FDIC.  Our auditors have noted that the uncertainty of our
ability to obtain sufficient capital raises substantial doubt
about our ability to continue as a going concern," according to
the quarterly report for the period ended March 31, 2014.


HINDU TEMPLE: Ohio Court Affirms Default Judgment v. Annamalai
--------------------------------------------------------------
Annamalai Annamalai, Siddhar Peedam and Ashok Spiritual Healing
Center appeal from a default judgment rendered in favor of Lloyd
Whitaker, the trustee for the bankruptcy estate of Hindu Temple
and Community Center of Georgia, Inc.

The trustee sued Mr. Annamalai in bankruptcy court for avoidance
and recovery of fraudulent transfers made by the Debtor to Mr.
Annamalai.  The trustee then sued Paru Selvam LLC, Siddhar, and
Ashok in the Common Pleas Court for Montgomery County, Ohio,
alleging that Mr. Annamalai controlled Paru, Siddhar, and Ashok,
and that these companies were Insiders of Paru and of each other
for purposes of R.C. 1336.01(G).

In the adversary proceeding, the trustee was given an award of
$1,430,795 jointly and severally against Mr. Annamalai and Paru,
plus the amount of claims allowed as of the date of the judgment
in the bankruptcy case against the Hindu Temple, less the amount
of claims subsequently disallowed.

Annamalai et al. challenge the propriety of the default judgment,
as well as the notice that preceded entry of the judgment.
Siddhar and Ashok further contend that the default judgment entry
failed to comply with the requirements of Fed.R.Civ.P. 55 (C).  In
addition, Annamalai contends that the trial court erred in
refusing to allow him to file an amended answer and counterclaim,
and in failing to consider arguments pertaining to the res
judicata effect of a decision of the Bankruptcy Court for the
Northern District of Georgia.

In a July 25, 2014 Opinion available at http://is.gd/lrAIIpfrom
Leagle.com, the Court of Appeals of Ohio, Second District,
Montgomery County, said, "We conclude that the trial court did not
err in finding that Siddhar and Ashok were properly served with
the complaint and failed to timely answer.  These defendants also
received an opportunity to show in writing why the default
judgment should not be entered, and availed themselves of the
opportunity. They, therefore, received all process that they were
due under Civ.R. 55(A).  Furthermore, assuming for purposes of
argument that a procedural irregularity occurred, Siddhar and
Ashok waived any error by failing to object in the trial court.
The trial court also complied with Civ.R.55(C), because the
default judgment awarded the same relief that had been requested
in the complaint."

"We further conclude that the trial court did not abuse its
discretion in failing to allow the filing of Annamalai's proposed
amended answer and counterclaim.  Justice did not require the
filing of the answer and counterclaim.  Finally, the trial court
did not err in failing to consider the application of res
judicata, as the matter was not properly raised and was not before
the court.  Accordingly, the judgment of the trial court will be
affirmed."

The case is, LLOYD T. WHITAKER, TRUSTEE, Plaintiff-Appellee, v.
PARU SEAL, LLC, et al., Defendant-Appellee, APPELLATE NO. 26103,
NO. 26108 (Ohio App.).

Attorney for Lloyd T. Whitaker is:

     Ronald J. Kozar, Esq.
     40 North Main Street, Suite 2830
     Dayton, Ohio 45423

Attorney for Ashok Spiritual Healing Center and Siddhar Peedam, A.
NJ Non-Profit Corporation and for Paru Selvam, LLC, is:

     Stephen P. Linnen, Esq.
     605 North High Street, Suite 262
     Columbus, Ohio 43215

Hindu Temple and Community Center of Georgia, Inc., filed for
Chapter 11 bankruptcy protection on August 31, 2009 (Bankr. N.D.
Ga. Case No. 09-82915).


HOUSTON REGIONAL: Crane-McLane-Comcast Suit Back to State Court
---------------------------------------------------------------
Bankruptcy Judge Marvin Isgur remanded the lawsuit commenced by
Astros owner Jim Crane against Comcast, NBC Universal and former
Astros owner Drayton McLane to state court, according to a report
by David Barron of the Houston Chronicle.  Judge Isgur, who is
presiding over the main CSN Houston bankruptcy case, stayed the
order until Aug. 25 while attorneys for Comcast and McLane decide
if they will appeal to U.S. District Judge Lynn Hughes.

The lawsuit stemmed from the 2011 sale of the Astros and McLane?s
share in Comcast SportsNet Houston.

According to the report, Houston attorney Chip Babcock, who
represents McLane, said attorneys "will likely attempt" to appeal
the ruling.

The report also noted that Judge Isgur has scheduled an Aug. 7
status update on what attorneys for the network says are bids by a
buyer or buyers to purchase CSN Houston.

             About Houston Regional Sports Network

An involuntary Chapter 11 bankruptcy petition was filed against
Houston Regional Sports Network, L.P. d/b/a Comcast SportsNet
Houston (Bankr. S.D. Tex. Case No. 13-35998) on Sept. 27, 2013.

The involuntary filing was launched by three units of Comcast/NBC
Universal and a television-related company.  The petitioners are:
Houston SportsNet Finance LLC, Comcast Sports Management Services
LLC, National Digital Television Center LLC, and Comcast SportsNet
California, LLC.

The petitioning creditors have filed papers asking the Bankruptcy
Judge to appoint an independent Chapter 11 trustee "to conduct a
fair and open auction process for the Network's business assets on
a going concern basis."

Houston Regional Sports Network is a joint enterprise among
affiliates of the Houston Astros baseball team, the Houston
Rockets basketball team, and Houston SportsNet Holdings, LLC --
"Comcast Owner" -- an affiliate of Comcast Corporation.  The
Network has three limited partners -- Comcast Owner, Rockets
Partner, L.P., and Astros HRSN LP Holdings LLC.  The primary
purpose of Houston Regional Sports Network is to create and
operate a regional sports programming service that produces,
exhibits, and distributes sports programming on a full-time basis,
including live Astros and Rockets games within the league-
permitted local territories.

Counsel for the petitioning creditors are Howard M. Shapiro, Esq.,
at Wilmer Cutler Pickering Hale and Dorr LLP; George W. Shuster,
Jr., Esq., at Wilmer Cutler Pickering Hale and Dorr LLP; Vincent
P. Slusher, Esq., at DLA Piper; and Arthur J. Burke, Esq., at
Davis Polk & Wardwell LLP.

Judge Marvin Isgur presides over the case.

The Network was officially placed into Chapter 11 bankruptcy
pursuant to a Feb. 7 Order for Relief.  It has won approval to
hire Haynes and Boone, Charles A. Beckham, Jr., Esq., Henry
Flores, Esq., Abigail Ottmers, Esq., and Christopher L. Castillo,
Esq., as counsel.  It also hired Conway MacKenzie, Inc., as
financial advisor.

Harry Perrin, Esq., represents Astros owner Jim Crane.  Alan
Gover, Esq., represents the Rockets.

The Astros are represented by Richard B. Drubel, Esq., Colleen A.
Harrison, Esq., and Jonathan R. Voegele, Esq., at Boies, Schiller
& Flexner LLP, in Hanover, NH; and Scott E. Gant, Esq., at Boies,
Schiller & Flexner in Washington, DC.  Comcast Corporation and
NBCUniversal Media, LLC, are represented by Vincent P. Slusher,
Esq., Eli Burriss, Esq., Andrew Mayo, Esq., and Andrew Zollinger,
Esq., at DLA Piper; Arthur J. Burke, Esq., Timothy Graulich, Esq.,
and Dana M. Seshens, Esq., at Davis Polk & Wardwell LLP; and
Howard M. Shapiro, Esq., and Craig Goldblatt, Esq., at Wilmer
Cutler Pickering Hale and Dorr LLP.  Attorney for McLane
Champions, LLC and R. Drayton McLane, Jr., are Wayne Fisher, Esq.,
at Fisher Boyd & Huguenard, LLP.


IBAHN CORP: Has Until Oct. 1 to File Plan
-----------------------------------------
Judge Peter J. Walsh of the U.S. Bankruptcy Court for the District
of Delaware issued an order ruling that no parties, other than
iBahn Corporation, et al., may file any plan during the period
through and including Oct. 1, 2014.  The order also stated that no
parties, other than the Debtors, may solicit votes to accept a
proposed plan filed with the Court through and including Nov. 30.

                           About iBahn Corp.

Salt Lake City, Utah-based IBahn Corp., a provider of Internet
services to hotels, sought bankruptcy protection (Bankr. D. Del.
Case No. 13-12285), citing a loss of contracts with largest
customer Marriott International Inc. and patent litigation costs.
IBahn Chief Financial Officer Ryan Jonson said the company had
assets of $13.6 million and it listed liabilities of as much as
$50 million in the Chapter 11 filing on Sept. 6, 2013.  The
petitions were signed by Ryan Jonson as chief financial officer.
Judge Peter J. Walsh presides over the case.

Laura Davis Jones, Esq., Davis M. Bertenthal, Esq., James E.
O'Neill, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang,
Ziehl Young & Jones, LLP, serve as the Debtors' counsel.  The
Debtors' claims and noticing agent is Epiq Bankruptcy Solutions.
Epiq also serves as administrative agent.  Houlihan Lokey Capital,
Inc., serves as financial advisor and investment banker.


ILLINOIS POWER: S&P Affirms 'CCC+' CCR & Revises Outlook to Stable
------------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'CCC+' corporate
credit rating on Illinois Power Generating Co. and revised the
outlook to stable from negative.  S&P's 'CCC+' issue rating and
'3' recovery rating on the company's senior unsecured debt
obligations remain unchanged.

S&P rates independent power producer Illinois Power Generating Co.
using its "Criteria For Assigning 'CCC+', 'CCC', 'CCC-', And 'CC'
Ratings".  S&P's 'CCC+' rating reflects its view that Illinois
Power is currently vulnerable, and will depend on favorable
business, financial, and economic conditions to meet its financial
commitments, though S&P do not see the company encountering a
serious credit or payment issue within the next 12 months.

"Our decision to revise the outlook to stable from negative
reflects our assessment that financial performance has improved
from our expectations earlier in the year due to an improved power
market price outlook in the Midcontinent Independent System
Operator Inc. [MISO] market region," said Standard & Poor's credit
analyst Terry Pratt.  The improvement stems from the likely
retirement of substantial coal plants in the region due to new
emissions compliance requirements that begin in 2015, along with
S&P's conclusion that market price signals are not sufficient to
attract new capacity build.

Illinois Power's "vulnerable" business risk profile reflects its
exposure to merchant Midwest power markets, which can have high
price volatility, the fact that its portfolio consists of aged
coal-fired plants and exposure to operational risk and costs
associated with environmental emission compliance.  Offsetting
these risks a bit are capacity market revenues that are known for
several years through established auction results and that
essentially contribute EBITDA at no cost.

Illinois Power is a subsidiary of Illinois Power Holdings LLC
(IPH), a unit that Dynegy created to acquire the power generation
and transmission assets it obtained from Ameren Corp. in 2013 at
essentially no cost.  IPH owns 4,062 megawatts (MW) of power
generation assets, of which 2,942 MW reside at Illinois Power.
Illinois Power and its affiliate Illinois Power Resources
Generating LLC sell their power to IPH, which then sells that
power into the market.

The stable outlook reflects the likelihood that Illinois Power's
financial measures will remain weak over the next two years,
though S&P thinks it is unlikely to face a credit or payment
crisis within the next 12 months.  S&P do not expect parent Dynegy
Inc. to support Illinois Power financially beyond the $25 million
in a liquidity facility that Dynegy current provides.

S&P could lower the rating if the company's liquidity balances
materially decline from current levels or if S&P thinks weak
financials will persist beyond 2015.  Factors that could result in
this outcome could be power market prices that remain near current
levels in the long term, or capital spending for emissions
controls exceeds current expectations.

"Because we don't foresee an improvement in the company's business
risk profile in the forecast period, an upgrade would require a
substantial improvement in financial performance from our current
expectations.  More specifically, FFO to debt would need to be
consistently above 12% and cash flow would need to be able to
accommodate potential emissions capital spending and refinancing
of the 2018 maturity," S&P said.


INT'L MANUFACTURING: Trustee Taps Karen Rushing as Bookkeeper
-------------------------------------------------------------
Beverly N. McFarland, the Chapter 11 trustee of International
Manufacturing Group, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Eastern District of California to employ
Karen Rushing as bookkeeper outside the ordinary course of
business.

The Trustee seeks to retain Ms. Rushing pursuant to Bankruptcy
Code section 363(b) to provide administrative bookkeeping services
including, but not limited to tracking accounts receivable and
payables, monitoring cash transactions, assisting the Trustee's
CPA with the preparation of a financial information package to be
used when a sale of the company commences, updating the extensive
inventory as necessary and other financial matters as may be
necessary.

Ms. Rushing's services are limited primarily to assisting with
financial and bookkeeping matters, inventory control and assisting
with a package to be utilized as a tool to sell the company and
its assets.  Ms. Rushing is serving only a limited, administrative
role in the bankruptcy case with little discretion.

Ms. Rushing will provide these services at her normal hourly rate
of $60.

All fees and expenses due to Ms. Rushing are to be paid as an
administrative expense of the Debtor's estate. The Trustee will
pay Ms. Rushing's invoices twice each month.  The Trustee
anticipates Ms. Rushing's fees will only run about $5,000 per
month depending upon the amount of time required in any given
month.

                About International Manufacturing

Deepal Wannakuwatte, the mastermind of a $150 million Ponzi
scheme, put himself and his company, International Manufacturing
Group Inc., into Chapter 11 after he pleaded guilty to one count
of wire fraud and agreed to a 20-year prison sentence.  The
bankruptcy filing was part of his plea bargain with federal
prosecutors.

International Manufacturing Group, Inc., filed a bare-bones
Chapter 11 bankruptcy petition (Bankr. E.D. Cal. Case No.
14-25820) in Sacramento, on May 30, 2014.  The case is assigned to
Judge Robert S. Bardwil.

According to the docket, governmental entities have until Nov. 26,
2014, to file claims.

The Debtor has tapped Marc A. Caraska, in Sacramento, as counsel.

Mr. Wannakuwatte is the former owner of the Sacramento Capitols
tennis team.


J.R. LOGGING: Case Summary & 9 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: J.R. Logging, Inc.
        P.O. Box 1120
        Walker, LA 70785

Case No.: 14-10943

Chapter 11 Petition Date: July 29, 2014

Court: United States Bankruptcy Court
       Middle District of Louisiana (Baton Rouge)

Judge: Hon. Douglas D. Dodd

Debtor's Counsel: Rex D. Rainach, Esq.
                  REX D. RAINACH, APLC
                  3622 Government Street
                  Baton Rouge, LA 70806-5720
                  Tel: 225-343-0643
                  Fax: 225-343-0646
                  E-mail: Rainach@msn.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by James Avants, Jr., president.

A list of the Debtor's nine largest unsecured creditors is
available for free at http://bankrupt.com/misc/lamb14-10943.pdf


JAMES RIVER: Plan Exclusivity Period Extended to November 2014
--------------------------------------------------------------
Hon. Kevin R. Huennekens, Bankruptcy Judge for the Eastern
District of Virginia, Richmond Division, extended James River Coal
Company's exclusive period for filing a plan of reorganization and
soliciting acceptances to the plan.  Pursuant to Judge Huennekens'
Order, the Debtor's deadline to file a plan is November 13, 2014.
The solicitation period is extended through January 12, 2015.

The Debtor is represented by Tyler P. Brown, Esq., Henry P. (Toby)
Long, III, Esq., and Justin F. Paget, Esq. at Hunton & Williams
LLP of Richmond, VA and Marshall S. Huebner, Esq, Brian M.
Resnick, Esq., and Michelle M. McGreal, Esq. at Davis Polk &
Wardwell LLP of New York, NY.

                        About James River

James River Coal Company is a producer and marketer of coal in the
Central Appalachia ("CAPP") and the Midwest coal regions of the
United States.  James River's principal business is the mining,
preparation and sale of metallurgical coal, thermal coal (which is
also known as steam coal) and specialty coal.

James River and 33 of its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. E.D. Va. Case Nos. 14-31848 to 14-31886) in
Richmond, Virginia, on April 7, 2014.  The petitions were signed
by Peter T. Socha as president and chief executive officer.
Judge Kevin R. Huennekens oversees the Chapter 11 cases.

On the petition date, James River Coal disclosed total assets of
$1.06 billion and total liabilities of $818.6 million.

Davis Polk & Wardwell LLP serves as the Debtors' counsel.  Hunton
& Williams, LLP, acts as the Debtors' local counsel.  Kilpatrick
Townsend & Stockton LLP serves as the Debtors' special counsel.
Perella Weinberg Partners L.P. is the Debtors' financial advisor.
Deutsche Bank Securities Inc. serves as the Debtors' investment
banker and M&G advisor.  Epiq Bankruptcy Solutions, LLC, acts as
the debtors' notice, claims and administrative agent.

The U.S. Trustee for Region 4 has appointed five creditors to the
Official Committee of Unsecured Creditors.  Michael S. Stamer,
Esq., Alexis Freeman, Esq., and Jack M. Tracy II, Esq., at Akin
Gump Strauss Hauer & Feld LLP; and Jonathan L. Gold, Esq.,
Christopher L. Perkins, Esq., and Christian K. Vogel, Esq., at
LeClairRyan.


KANGADIS FOODS: Files Chapter 11 Reorganization Plan
----------------------------------------------------
Kangadis Food Inc. filed with the U.S. Bankruptcy Court for the
eastern District of New York its proposed plan to exit Chapter 11
protection.

The plan filed on July 25 proposes to reorganize the food import
and distribution company.  Under the plan, claims are classified
into seven classes.  Class 1, which consists of priority non-tax
claims, will be paid in full without interest.

Citibank N.A.'s $3 million secured claim, which is classified
under Class 2, will be paid in full in cash within a month after
Kangadis officials emerges from bankruptcy through an exit loan
from the bank, or within 90 days after its bankruptcy exit through
the proceeds of a loan from a new lender.

Other creditors holding secured claims are classified under Class
3.  They will be paid in full in cash upon Kangadis Food's
bankruptcy exit, or will retain their liens against the company's
assets and receive deferred cash payments.

Unsecured claims are divided into Classes 4, 5 and 6.  Class 4
consists of claims of consumers involved in a class-action suit
related to the mislabeling of Kangadis Food's Capitriti olive oil
product.  They will receive distributions of cash and other
payments to be deposited into a so-called "class-action fund."

Class 5 consists of general unsecured claims.  General unsecured
creditors will receive their pro rata share of cash and other
payments to be deposited into so-called "GUC fund."

Meanwhile, Class 6 claims will be subordinated solely in right of
payment (but not the right of setoff or any defenses) to the
distributions to holders of Class 4 and 5 claims.

Holders of Class 6 claims, which include T. Kangadis, Aristidis
Kangadis, Andromahi Kangadis and KFM, won't receive distributions
under the plan.  After the distributions to Class 4 and 5
claimants are completed, the reorganized company will be permitted
to pay the subordinated Class 6 claims.

Under the proposed plan, ownership interests in the company will
be cancelled.  In consideration for the new funds he will
contribute to Kangadis Food, T. Kangadis will receive 100% of the
new stock issued in the reorganized company.  Except for him, no
Class 7 interest holder will receive any cash or property under
the plan.

                           Plan Funding

Kangadis Food projects that it will have more than $2 million in
cash when it exits bankruptcy protection.  To the extent
necessary, the Kangadis and KFM will contribute new funds to the
company in the amount of $500,000.  These funds are said to be
sufficient to make the payments required under the plan.

The company may also pay from its cash flow an aggregate of
$200,000 per quarter, commencing on March 31, 2015, for up to two
years, to be used to finance the GUC fund and the class-action
fund.

The contribution from the Kangadis and KFM is being made to
satisfy the requirements to confirm the plan.  If Class 4 and 5
claims are not paid in full, then the contribution represents the
"new value" contribution required by the Bankruptcy Code in order
for T. Kangadis to receive the issuance of the 100% of the stock
of the reorganized company, according to the company's disclosure
statement which provides a detailed description of its proposed
plan.

Since Kangadis Food currently has the exclusive right to file a
bankruptcy plan, the company must provide an opportunity for third
parties to offer greater consideration than the consideration
being offered by the Kangadis contribution in exchange for
receiving issuance of the 100% stock interest in the reorganized
company.  For purposes of evaluating competing offers for that
stock interest, the Kangadis contribution will be considered to
have a value of $900,000 because $100,000 of it has been allocated
to provide the consideration which supports the settlement and
release of certain claims.

Any person interested in making an offer is required to deliver a
written offer to purchase the 100% stock interest in the
reorganized company with a present value of at least $1 million to
SilvermanAcampora.

Prior to the hearing on the confirmation of the plan, Kangadis
Food will consider any valid offers made.  If no competing offer
is made, then the Kangadis contribution will be considered to be a
sufficient and adequate "new value" contribution, according to the
court filing.  A copy of the disclosure statement can be accessed
for free at http://is.gd/v0Qslk

Judge Robert Grossman will hold a hearing on September 15 to
consider approval of the disclosure statement.

                        About Kangadis Food

Formed in 2003, Kangadis Food Inc. is an importer of olives and
other European delicacies, and a leading distributor of olive oil.
The Debtor sells its products under the brand names "Capatriti,"
"Porto," "Olio Villa," "Zorba," and "Kivotos".  The company is
100% owned by the Kangadis family.  The company says that for the
past six years, the popularity of its olive oil product sold under
the brand name "Capatriti" has grown over time, and it is one of
the leading brands in the New York metropolitan area.

As of its bankruptcy filing, Kangadis Food employs 51 people, and
operates from a 75,000 square foot facility located in Hauppauge,
New York, that serves as a warehouse, production facility, and
shipping center.

Kangadis Food Inc. filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 8-14-72649) in the Central Islip division, in
New York, on June 6, 2014.  Themistoklis Kangadis signed the
petition as chief executive officer.

As of the Dec. 31, 2013, the Debtor, on an unaudited basis, had
total assets of $12,259,802 and total liabilities of $6,136,456,
which amount does not include any disputed claim relating to the
class action.

Judge Robert E. Grossman presides over the case. Silverman
Acampora LLP, in Jericho, New York, serves as the Debtor's
counsel.


KANGADIS FOODS: Gets Approval to Continue to Use Cash Collateral
----------------------------------------------------------------
Kangadis Food Inc. received approval from U.S. Bankruptcy Judge
Robert Grossman to use the cash collateral until July 31.

As adequate protection for any diminution in Citibank N.A.'s
collateral, the bank will receive a "superpriority administrative
expense claim" as well as a "valid perfected and enforceable
security interests" on all of Kangadis assets.

Kangadis owed the bank $3.5 million, plus interests, as of the
time of filing of its bankruptcy case.

                        About Kangadis Food

Formed in 2003, Kangadis Food Inc. is an importer of olives and
other European delicacies, and a leading distributor of olive oil.
The Debtor sells its products under the brand names "Capatriti,"
"Porto," "Olio Villa," "Zorba," and "Kivotos".  The company is
100% owned by the Kangadis family.  The company says that for the
past six years, the popularity of its olive oil product sold under
the brand name "Capatriti" has grown over time, and it is one of
the leading brands in the New York metropolitan area.

As of its bankruptcy filing, Kangadis Food employs 51 people, and
operates from a 75,000 square foot facility located in Hauppauge,
New York, that serves as a warehouse, production facility, and
shipping center.

Kangadis Food Inc. filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 8-14-72649) in the Central Islip division, in
New York, on June 6, 2014.  Themistoklis Kangadis signed the
petition as chief executive officer.

As of the Dec. 31, 2013, the Debtor, on an unaudited basis, had
total assets of $12,259,802 and total liabilities of $6,136,456,
which amount does not include any disputed claim relating to the
class action.

Judge Robert E. Grossman presides over the case. Silverman
Acampora LLP, in Jericho, New York, serves as the Debtor's
counsel.


KANGADIS FOOD: Class Reps Seek Chapter 11 Case Dismissal
--------------------------------------------------------
Representatives in the class action against Kangadis Foods, Inc.
requested that the Bankruptcy Court for the Eastern District of
New York dismiss the Debtor's Chapter 11 case or grant them relief
from the automatic stay.  The class representatives contend that
the Debtor filed its Chapter 11 petition solely as a means to
stall the class action case.  Indeed, the Debtor's CEO,
Themistoklis Kangadis, stated in a declaration filed
contemporaneously with the Debtor's Chapter 11 petition that the
"Debtor has determined that it is in the best interests of its
creditors to file this Chapter 11 case in order to stay the Class
Action, estimate the claims of the class, and propose a Chapter 11
plan which maximizes the value of the Debtor's business for the
benefit of all the Debtor's creditors, including the members of
the class."  Accordingly, the class representatives contend that
the Debtor's petition was filed in bad faith in contradiction to
the purposes of Chapter 11.  The class representatives further
contend that the Chapter 11 case should be dismissed because the
Debtor is completely solvent and current on its financial
obligations.

Alternatively, the class representatives argue that the facts of
this case warrant "cause" for relief from the automatic stay
pursuant to Sec. 362(d)(i) of the Bankruptcy Code. The Class
representatives further point out that relief from the automatic
stay is warranted because of the existence of six of the twelve
factors cited by the court in Sonnax Indus. v. Tri Component
Prods. Corp. 907 F.2d 1280 (2d Cir. 1990):

  1) The Class Action is ready for the trial scheduled for
September 3, 2014;

  2) Relief from the automatic stay promotes judicial economy;

  3) Relief from the automatic stay will not interfere with the
administration of the bankruptcy case;

  4) Relief from the automatic stay will result in a complete
resolution of the class claims;

  5) Relief from the automatic stay will not prejudice other
creditors because the Class Action trial will only result in the
entry, not enforcement, of a final judgment; and

  6) The balance of harms weighs heavily in favor of relief from
the automatic stay because estate resources will be consumed by
having to re-litigate the class claims.

The class representatives are represented by Scott A. Bursor, Esq.
at Bursor & Fisher, PA of New York, NY.

                        About Kangadis Food

Formed in 2003, Kangadis Food Inc. is an importer of olives and
other European delicacies, and a leading distributor of olive oil.
The Debtor sells its products under the brand names "Capatriti,"
"Porto," "Olio Villa," "Zorba," and "Kivotos".  The company is
100% owned by the Kangadis family.  The company says that for the
past six years, the popularity of its olive oil product sold under
the brand name "Capatriti" has grown over time, and it is one of
the leading brands in the New York metropolitan area.

As of its bankruptcy filing, Kangadis Food employs 51 people, and
operates from a 75,000 square foot facility located in Hauppauge,
New York, that serves as a warehouse, production facility, and
shipping center.

Kangadis Food Inc. filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 8-14-72649) in the Central Islip division, in
New York, on June 6, 2014.  Themistoklis Kangadis signed the
petition as chief executive officer.

As of the Dec. 31, 2013, the Debtor, on an unaudited basis, had
total assets of $12,259,802 and total liabilities of $6,136,456,
which amount does not include any disputed claim relating to the
class action.

Judge Robert E. Grossman presides over the case. Silverman
Acampora LLP, in Jericho, New York, serves as the Debtor's
counsel.


KEEN EQUITIES: Foreclosure of Blooming Grove Property Sought
------------------------------------------------------------
Secured creditor Hal J. Green Living Trust, David A. Green & Trust
U/W M. Green FBO Sabrina Greene, ask the Bankruptcy Court for
relief from the automatic stay in order to exercise its rights and
remedies under its mortgages and other loan documents with respect
to Keen Equities, LLC's real property located in Blooming Grove,
Orange County, New York.

According to the Greenes, the Debtor purchased the mortgaged
property in 2006 for $15 million.  The Greenes were the seller and
the purchase money mortgagee.

As a result of the Debtor's default in payment of the Green
Mortgage, the Greenes on Jan. 19, 2011, commenced foreclosure
proceedings.

As of the Petition Date, the Greenes claim that the Debtor owed
$6,929,916.

The Greenes asserted that the Debtor has failed to file a plan and
move the bankruptcy case forward.

The Greenes are represented by:

         Joseph J. Haspel, Esq.
         1 West Main Street
         Goshen, NY 10924
         Tel: (845) 694-4409

                     About Keen Equities, LLC

Keen Equities, LLC, filed a Chapter 11 petition (Bankr. E.D.N.Y.
Case No. 13-46782) on Nov. 12, 2013.  The petition was signed by
Y.C. Rubin as manager.  The Debtor disclosed total assets of $15.1
million and total liabilities of $6.84 million.  Judge Nancy
Hershey Lord presides over the case.  Goldberg Weprin Finkel
Goldstein LLP serves as the Debtor's counsel.

The Debtor is comprised of a New York limited liability company
consisting of 12 members/investors.  The Debtor is the owner of
approximately 860 acres of vacant land (the Lake Anne property)
situated close to the Hassidic community of Kiryas Joel, in
Monroe, New York.  The Lake Anne Property was purchased in 2006
with the goal of building residential homes to meet the growing
needs of the Kiryas Joel community (the project).


LAKELAND INDUSTRIES: ACAL Quits as Lakeland Brazil's Accountant
---------------------------------------------------------------
ACAL Consultoria e Auditoria S/S Ltda., the independent registered
public accounting firm for Lakeland Industries, Inc.'s Brazil
subsidiary, Lakeland Brasil, S.A., resigned effective with the
engagement of Mazars Auditores Independentes S.S as Lakeland
Brazil's new independent registered public accounting firm.

The audit report of ACAL on the Lakeland Brazil's financial
statements for the fiscal year ended Jan. 31, 2014, did not
contain an adverse opinion or disclaimer of opinion, nor was it
qualified or modified as to uncertainty, audit scope, or
accounting principles.  The audit report of ACAL on the Lakeland
Brazil's financial statements for the fiscal year ended Jan. 31,
2014, contained an unqualified opinion with an emphasis of a
matter regarding certain tax matters.  The audit report of ACAL on
the Lakeland Brazil's financial statements for the fiscal year
ended Jan. 31, 2013, contained an unqualified opinion with an
emphasis of a matter regarding Lakeland Brazil's ability to
continue as a going concern.

The Company said that during the two most recent fiscal years and
the subsequent interim period through April 30, 2014, there were
no disagreements with ACAL on any matter of accounting principles
or practices, financial statement disclosure, or auditing scope or
procedure.

The decision to retain Mazars Brazil as the new independent
registered public accountants of Lakeland Brazil was made and
approved by the Audit Committee of the Company's Board of
Directors and, effective as of July 23, 2014, the Audit Committee
so engaged Mazars Brazil.

During the two most recent fiscal years and through April 30,
2014, neither the Company, nor anyone on its behalf, consulted
with Mazars Brazil.

                     About Lakeland Industries

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

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

In their report on the consolidated financial statements for the
year ended Jan. 31, 2013, Warren Averett, LLC, in Birmingham,
Alabama, expressed substantial doubt about Lakeland Industries'
ability to continue as a going concern.  The independent auditors
noted that Company is in default on certain covenants of its loan
agreements at Jan. 31, 2013.  "The lenders have not waived these
events of default and may demand repayment at any time.
Management is currently trying to secure replacement financing but
does not have new financing available at the date of this report."


LEVEL 3 COMMUNICATIONS: Fitch Affirms 'B+' IDR & Revises Outlook
----------------------------------------------------------------
Fitch Ratings has affirmed the 'B+' Issuer Default Rating (IDR)
assigned to Level 3 Communications, Inc. (LVLT) and its wholly
owned subsidiary Level 3 Financing, Inc. (Level 3 Financing).  In
addition Fitch has affirmed the specific issue ratings assigned to
LVLT and Level 3 Financing.  The Rating Outlook has been revised
to Positive from Stable. Approximately $8.4 billion of LVLT's
consolidated debt as of
June 30, 2014 is affected by Fitch's actions.

Fitch Ratings expects to assign a rating to Level 3 Escrow II,
Inc.'s (Level 3 Escrow) proposed $1 billion issuance of senior
unsecured notes due 2022 once the conditions to release funds from
escrow are satisfied and Level 3 Financing has assumed all
obligations of Level 3 Escrow.  Key conditions include, among
others that the closing of the TW Telecom, Inc. is completed.
Once released from escrow, proceeds from the issuance will be
utilized to fund, in part, the cash consideration of LVLT's
previously announced acquisition of TW Telecom, Inc. (TWTC).
Overall LVLT expects to issue $3 billion of new debt which will be
utilized to pay the cash consideration of the TWTC acquisition and
repay outstanding TWTC indebtedness.  Pro forma for the TWTC
acquisition, Fitch estimates LVLT will have approximately $11.5
billion of debt.  The transaction is subject to customary
regulatory approvals including the FCC and other U.S. and state
regulatory agencies.  LVLT anticipates the transaction will close
by year-end 2014.

KEY RATING DRIVERS

   -- The TW Telecom, Inc. (TWTC) acquisition increases LVLT's
      scale and focus on high margin enterprise account revenues
      while increasing the company's overall competitive position
      and ability to capture incremental market share;

   -- The acquisition is clearly in line with LVLT's strategy to
      shift its revenue and customer focus to become a
      predominantly enterprise-focused entity.

   -- LVLT remains committed to operate within its 3x to 5x net
      leverage target.  The enhanced scale and ability to generate
      meaningful free cash flow (FCF) resulting from the
      transaction reinforces Fitch's expectation for further
      strengthening of LVLT's credit profile.

   -- The company is poised to generate sustainable levels of FCF
      (defined as cash flow from operations less capital
      expenditures and dividends).  Fitch anticipates LVLT FCF
      generation during 2014 will range between 4% and 4.5% of
      consolidated revenues on a stand-alone basis, growing to
      nearly 10% of revenues by year-end 2016 on a pro forma
      basis.

   -- The operating leverage inherent within LVLT's business model
      positions the company to expand both gross and EBITDA
      margins.

The TWTC acquisition is in line with LVLT's strategy to shift its
revenue and customer focus to become a predominately enterprise-
focused entity.  TWTC's strong metropolitan network supports
LVLT's overall strategy.  Pro forma for the transaction LVLT's
revenue from enterprise customers increases to 70% of total CNS
revenue from 66%.  From a regional perspective North America CNS
revenue would increase to 78% of total CNS revenue, up from
approximately 71%.

LVLT's network capabilities, in particular its strong metropolitan
network, along with a broad product and service portfolio
emphasizing IP based infrastructure and managed services provide
the company a solid base to grow its enterprise segment revenues.
Fitch believes that revenue growth prospects within LVLT's CNS
segment stand to benefit from the transition among enterprise
customers from legacy time division multiplexing (TDM)
communications infrastructure to Ethernet or IP VPN infrastructure
based in internet protocol.

From a network standpoint the transaction combines a highly
complementary footprint and will increase LVLT's scale of metro
networks and broaden its overall product and service portfolio.
The TWTC acquisition solidifies LVLT's metropolitan network
position with the addition of 24,300 fiber route miles to LVLT's
network.  The transaction will create minimal network and customer
overlap.  LVLT indicates that there is less than a 10% overlap
with TWTC's 21,000 on-net buildings providing LVLT with
approximately 35,000 unique locations globally.

The investment in metropolitan facilities (which extend its on-
network footprint and overall network depth) provides the company
the foundation to derive strong operating leverage from its cost
structure and network, enabling it to grow operating margins.
Additionally, the company's improving revenue mix can further
strengthen its operating leverage and contribute to higher gross
and EBITDA margins.

LVLT leverage strengthened to 4.7x as of the LTM period ended June
30, 2014 reflecting a decrease from 5.2x as of year-end 2013 and
5.4x as of the LTM period ended June 30, 2014.  Fitch foresees
LVLT leverage on a stand-along basis will approach 4.5x by the end
of 2014.  Fitch continues to expect LVLT's credit profile will
strengthen as the company benefits from anticipated EBITDA growth,
FCF generation and cost synergies related to the TWTC acquisition.
Consolidated leverage on a pro forma basis is 5.1x before
consideration of any operating cost synergies and declines to 4.7x
after factoring in $200 million of anticipated operating cost
synergies.

Based on the company's ability to realize cost synergies in past
acquisitions, Fitch has a high degree of confidence the company
will successfully realize the TWTC cost synergies.  LVLT expects
$200 million of annualized operating synergies and an additional
$40 million of capital expenditure synergies.  Similar to LVLT's
Global Crossing acquisition, operating synergies will be realized
as the company migrates traffic over to the LVLT network and
utilize the combined network to reduce third-party access costs.

Network expense reductions represent approximately 55% of the
anticipated operating cost synergies.  The remaining 45% of
operating cost synergies will be derived from a combination of
head-count and non-head count expenses.  Non-head count expense
synergies will be driven by the elimination of duplicate corporate
costs.  LVLT expects to capture 70% of the run-rate operating cost
synergies within 18 months of closing.  The company anticipates it
will spend $170 million in integration costs, of which 60% are
operating expense related and 40% are capital expense related.

The TWTC acquisition improves LVLT's ability to generate
consistent levels of FCF.  Fitch anticipates LVLT FCF generation
during 2014 will range between 4% and 4.5% of consolidated
revenues on a stand-alone basis before growing to nearly 10% of
revenues by year-end 2016 on a pro forma basis.  The company has
generated approximately $147 million of FCF through the LTM period
ended June 30, 2014.  Fitch believes the company's ability to grow
high-margin CNS revenues coupled with the strong operating
leverage inherent in its operating profile positions the company
to generate consistent levels of FCF.

Fitch believes that LVLT's liquidity position is adequate given
the rating, and that overall financial flexibility is enhanced
with positive FCF generation.  The company's liquidity position is
primarily supported by cash carried on its balance sheet, which as
of June 30, 2014 totaled approximately $637 million, and expected
FCF generation.  LVLT does not maintain a revolver, which limits
its financial flexibility in Fitch's opinion.  LVLT does not have
any significant maturities scheduled during the remainder of 2014.
LVLT's next scheduled maturity is not until 2015 when
approximately $475 million of debt is scheduled to mature or
convert into equity.

RATING SENSITIVITIES

What Could Trigger a Positive Rating Action:

   -- Consolidated leverage maintained at 4x or lower;
   -- Consistent generation of positive FCF, with FCF-to-adjusted
      debt of 5% or greater;
   -- Positive operating momentum characterized by consistent core
      network services revenue growth and gross margin expansion.

What Could Trigger a Negative Rating Action:

   -- Weakening of LVLT's operating profile, as signaled by
      deteriorating margins and revenue erosion brought on by
      difficult economic conditions or competitive pressure;

   -- Discretionary management decisions including but not limited
      to execution of merger and acquisition activity that
      increases leverage beyond 5.5x in the absence of a credible
      de-leveraging plan.

Fitch affirmed the following ratings with a Positive Outlook:
LVLT:

   -- IDR at 'B+';
   -- Senior unsecured notes at 'B/RR5'.

Level 3 Financing, Inc.:

   -- IDR at 'B+';
   -- Senior secured term loan at 'BB+/RR1';
   -- Senior unsecured notes at 'BB/RR2'.


LEVEL 3 COMMUNICATIONS: S&P Assigns 'B' Rating to $600MM Sr. Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' rating to
Level 3 Escrow II Inc.'s proposed $600 million senior notes due
2022.  Level 3 Communications formed Level 3 Escrow II Inc. to
effect the acquisition of TW Telecom, and the new notes are
expected to be assumed by Level 3 Financing Inc. upon the
acquisition of TW Telecom Inc.  The '6' recovery rating on the
proposed issue indicates S&P's expectation of negligible (0% to
10%) recovery for note holders in the event of a default.
Proceeds of the notes, to be sold under Rule 144A, will partially
fund the TW Telecom acquisition.

S&P is also updating the CreditWatch listing on Level 3
Communications.  Ratings on Broomfield, Colo.-based Level 3
Communications Inc. and related entities, including the 'B+'
corporate credit rating, remain on CreditWatch with positive
implications; however, S&P now expects to raise the corporate
credit rating to 'BB-' from 'B+' when the TW Telecom acquisition
is complete.

The acquisition values TW Telecom at around $7.3 billion,
including the assumption of about $1.9 billion of debt, and is
expected to close by the end of the year.  Details on permanent
financing are to be determined, but S&P expects the company to
raise about $3 billion of debt (it has committed financing for
that amount) that, along with cash, will fund the $1.4 billion of
cash consideration to TW Telecom shareholders plus repayment of TW
Telecom debt.  Pro forma for the TW Telecom acquisition, Level 3
will have approximately $11 billion of reported debt.

"The anticipated upgrade reflects our view that TW Telecom's
metropolitan fiber network assets will complement Level 3's long-
haul capabilities and deepen its reach into local domestic markets
and enable the company to reach more customers and carry more
traffic on-network," said Standard & Poor's credit analyst Richard
Siderman.  "The acquisition will also modestly boost the portion
of Level 3 revenues generated by enterprise core network services
(CNS), which we view Level 3's most stable segment.  As a result
of these factors, we expect to revise Level 3's business risk
profile to "fair" from "weak"," added Mr. Siderman.

S&P does not expect the acquisition of TW Telecom to meaningfully
change key financial metrics.  S&P expects debt leverage to be in
the mid-4x area in 2015 pro forma for TW Telecom, and including
our material operating lease and other adjustments, this level is
just slightly higher than S&P's earlier expectation for Level 3 on
a stand-alone basis.  S&P also expects funds from operations (FFO)
to debt in 2015 to remain in line with its prior projected level
of around 17%, which is about mid-point for an "aggressive"
financial risk profile.  While permanent funding for TW Telecom is
not finalized, S&P anticipates that liquidity will continue to be
adequate, in its opinion.

RATING LIST

New Rating

Level 3 Escrow II Inc.
sr unsec.
  notes due 2022                     B
   Recovery                          6

Ratings Remain On CreditWatch

Level 3 Communications Inc.
Corporate Credit Rating             B+/Watch Pos/--

Level 3 Financing Inc.
Sr. sec.                            BB/Watch Pos
  Recovery rating                    1
Sr. unsec.                          B-/Watch Pos
  Recovery rating                    6


MARKHAM, IL: S&P Lowers GO Debt Rating to 'BB+'; Outlook Stable
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its underlying rating
(SPUR) to 'BB+' from 'BBB-' on Markham, Ill.'s previously issued
general obligation (GO) debt.  The outlook is stable.

"The rating action is based on the application of our local GO
criteria released Sept. 12, 2013 and on our view of the city's
continued structural imbalance," said Standard & Poor's credit
analyst Jennifer Boyd.

The stable outlook reflects S&P's anticipation that the city will
maintain at least adequate liquidity and adequately manage its
cash flow needs and high overall debt burden.


MEDICAL ALARM: Paritz & Company Raises Going Concern Doubt
----------------------------------------------------------
Medical Alarm Concepts Holding, Inc., filed with the U.S.
Securities and Exchange Commission its annual report on Form 10-K
for the fiscal year ended June 30, 2013.

Paritz & Company, P.A., expressed substantial doubt about the
Company's ability to continue as a going concern, citing that the
Company had working capital deficit of $3.12 million, did not
generate cash from its operations, and had operating losses for
the past two years.

The Company reported net income of $3.19 million on $572,712 of
revenue for the fiscal year ended June 30, 2013, as compared with
a net loss of $10.63 million on $532,863 of revenue in 2012.

The Company's balance sheet at June 30, 2013, showed $1.26 million
in total assets, $6.6 million in total liabilities and a
stockholders' deficit of $5.34 million.

A copy of the Form 10-K is available at:

                       http://is.gd/UPkc8X

                       About Medical Alarm

Plymouth Meeting, Pa.-based Medical Alarm Concepts Holding, Inc.,
utilizes new technology in the medical alarm industry to provide
24-hour personal response monitoring services and related products
to subscribers with medical or age-related conditions.


MOUNTAIN PROVINCE: Selects Banks to Underwrite $370MM Loan
----------------------------------------------------------
Mountain Province Diamonds Inc. announced the appointment of three
leading international banks to arrange and underwrite a senior
secured term loan facility of up to US$370M to fund the Company's
share of the construction cost of the Gahcho Kue diamond mine
located in Canada's Northwest Territories.  Gahcho Kue is a joint
venture between De Beers Canada Inc. (51%) and Mountain Province
(49%).

Mountain Province has mandated Deutsche Bank A.G., acting through
its London Branch, Natixis S.A. and Nedbank Limited as the lead
arrangers ("Lead Arrangers") to underwrite, arrange and manage the
primary syndication of the Facility, subject to the satisfaction
of certain conditions including, but not limited to, the
successful completion of due diligence and internal bank approvals
of the Lead Arrangers and agreement of Facility documentation,
which is expected prior to the end of 2014.

As at the end of June 2014, the overall project was progressing
according to plan and remains on schedule for first production
during H2 2016.  Mountain Province is currently funding its share
of the capital with equity and has arranged sufficient equity to
fund planned capital commitments through to the end of 2014.

Mountain Province is being advised by Rockface Capital of the
United Kingdom.

Mountain Province Diamonds is a 49% participant with De Beers
Canada in the Gahcho Kue JV located at Kennady Lake in Canada's
Northwest Territories.  The Gahcho Kue Project consists of a
cluster of four diamondiferous kimberlites, three of which have a
probable mineral reserve of 35.4 million tonnes grading 1.57
carats per tonne for total diamond content of 55.5 million carats.

Gahcho Kue is the world's largest and richest new diamond
development project.  A 2014 NI 43-101 feasibility study report
filed by Mountain Province (available on SEDAR) indicates that the
Gahcho Kue project has an IRR of 32.6%.

                  About Mountain Province Diamonds

Headquartered in Toronto, Canada, Mountain Province Diamonds Inc.
(TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/--
is a Canadian resource company in the process of permitting and
developing a diamond deposit known as the "Gahcho Kue Project"
located in the Northwest Territories of Canada.  The Company's
primary asset is its 49 percent interest in the Gahcho Kue
Project.

Mountain Province reported a net loss of C$26.60 million in 2013,
a net loss of C$3.33 million in 2012 and a net loss of C$11.53
million in 2011.  As of March 31, 2014, the Company had C$153.62
million in total assets, C$36.32 million in total liabilities and
C$117.29 million in total shareholders' equity.

                           Going Concern

"The Company currently has no source of revenues.  In the years
ended December 31, 2013, 2012 and 2011, the Company incurred
losses, had negative cash flows from operating activities, and
will be required to obtain additional sources of financing to
complete its business plans going into the future.  Although the
Company had working capital of $35,133,368 at December 31, 2013,
including $35,687,694 of cash and short-term investments, the
Company has insufficient capital to finance its operations and the
Company's share of development costs of the Gahcho Kue Project
(Note 8) over the next 12 months.  The Company is currently
investigating various sources of additional funding to increase
the cash balances required for ongoing operations over the
foreseeable future.  These additional sources include, but are not
limited to, share offerings, private placements, rights offerings,
credit and debt facilities, as well as the exercise of outstanding
options.  However, there is no certainty that the Company will be
able to obtain financing from any of those sources.  These
conditions indicate the existence of a material uncertainty that
results in substantial doubt as to the Company's ability to
continue as a going concern," the Company said in the 2013 Annual
Report.


MSI CORP: Plan Exclusivity to Expire Friday
-------------------------------------------
MSI Corporation is seeking a third extension to its exclusive
period to submit a plan of reorganization and obtain acceptances
thereto in its Chapter 11 case pending in the Western District of
Pennsylvania.  MSI seeks a 60-day extension which would make
August 1st its deadline to file a plan and September 30th its
deadline to solicit acceptances.

Since the Debtor filed its Chapter 11 Petition on June 7, 2013, it
has been operating its specialty metals business as a debtor-in-
possession, working with a chief restructuring officer, paying
down its debts, and negotiating plan terms with major creditors
such as First Commonwealth Bank.  The Debtor anticipates filing a
consensual plan should it be granted the requested extension.

Hon. Jeffery A. Deller, Chief Bankruptcy Judge for the Western
District of Pennsylvania granted the extension.

The Debtor is represented by Michael J. Roeschenthaler, Esq. and
Scott E. Schuster, Esq. at McGuireWoods, LLP of Pittsburgh, PA.

                         About MSI Corp.

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

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

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


MT. GOX: Tokyo Police Formally Investigate Missing Bitcoin
----------------------------------------------------------
Takashi Mochizuki, writing for The Wall Street Journal, reported
that the Tokyo Metropolitan Police Department said that it has
launched a formal investigation into the disappearance of bitcoins
from defunct exchange Mt. Gox, after concluding that the case
could be connected to criminal activity.  According to the report,
the police say they suspect 27,000 bitcoins were withdrawn through
illegal computer access.

                           About Mt. Gox

Bitcoin exchange MtGox Co., Ltd., filed a petition under Chapter
15 of the U.S. Bankruptcy Code on March 9, 2014, days after the
company sought bankruptcy protection in Japan.  The bankruptcy in
Japan came after the bitcoin exchange lost 850,000 bitcoins valued
at about $475 million "disappeared."

The Japanese bitcoin exchange that halted trading in February
2014. It filed for bankruptcy protection in the U.S. to prevent
customers from targeting the cash it holds in U.S. bank accounts.

The Chapter 15 case is In re MtGox Co., Ltd., Case No. 14-31229
(Bankr. N.D. Tex.).  The Chapter 15 Petitioner is Robert Marie
Mark Karpeles, the company's chief executive officer.  Mr.
Karpeles is represented by John E. Mitchell, Esq., and David
William Parham, Esq., at Baker & Mcckenzie LLP, in Dallas, Texas.

The company said it has estimated assets of $10 million to $50
million and debts of $50 million to $100 million.


NATIONAL AUTOMATION: Files Amendment to March 31 Quarter Report
---------------------------------------------------------------
National Automation Services, Inc., filed an amendment to its
quarterly report on Form 10-Q for the quarter ended March 31,
2014.  A copy of the Form 10-Q/A is available at
http://is.gd/i45NTE

The Company disclosed in the Form 10-Q net income of $1.66 million
on $2 million of revenue for the three months ended March 31,
2014, compared with a net loss of $101,541 on $nil of revenue for
the same period in 2013.

The Company's balance sheet at March 31, 2014, showed $16.93
million in total assets, $17.91 million in total liabilities, and
a stockholders' deficit of $983,895.

                    About National Automation

Henderson, Nev.-based National Automation Services, Inc.
(Pinksheets: NASV) -- http://www.nasautomation.com/-- is a
holding company formed to acquire and operate specialized
automation control companies located in the Southwestern United
States.  Currently, the Company owns 100% of the capital stock of
two operating subsidiaries: (1) Intuitive Solutions, Inc., a
Nevada corporation, based in Henderson, Nevada, and (2) Intecon,
Inc., an Arizona corporation, based in Tempe, Arizona.

The Company reported a net loss of $2.88 million on $1.95 million
of revenue for the year ended Dec. 31, 2010, compared with a net
loss of $4.88 million on $3.74 million of revenue during the prior
year.

As reported by the TCR on April 20, 2011, Lynda R. Keeton CPA,
LLC, in Henderson, NV, expressed substantial doubt about the
Company's ability to continue as a going concern, following the
2010 financial results.  The independent auditors noted that the
Company has working capital deficiencies and continued net losses.


NATIONAL ENVELOPE: Has Until Oct. 6 to File Plan
------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware extended until Oct. 6, 2014, the period by
which NE Opco, Inc., et al., have exclusive right to file a plan,
and until Dec. 2, the period by which the Debtors have exclusive
right to solicit acceptances of that plan.

                          About NE OPCO, Inc.

National Envelope is the largest privately-held manufacturer of
envelopes in North America.  Headquartered in Frisco, Texas,
National Envelope has eight plants and 15 percent of the envelope
market.  Revenue of $427 million in 2012 resulted in a $60.1
million net loss, continuing an unbroken string of losses since
2007.

NE OPCO, Inc., doing business as National Envelope, along with
affiliate NEV Credit Holdings, Inc., filed petitions seeking
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Lead Case No. 13-11483) on June 10, 2013.

The company disclosed liabilities including $148.4 million in
secured debt, with $37.5 million owing on a revolving credit and
$15.6 million on a secured term loan.  There is a $55.7 million
second-lien debt 82 percent held by a Gores Group LLC affiliate.

National Envelope, then known as NEC Holdings Corp., first sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 10-11890) on
June 10, 2010.  The business was bought by Gores Group LLC for
$208 million in a bankruptcy sale.

National Envelope, through NE OPCO, has returned to bankruptcy to
pursue a plan of reorganization or sell the assets as a going
concern via 11 U.S.C. Sec. 363.  The Debtor plans to facilitate a
sale of the business with publicly traded competitor Cenveo Inc.

In the 2013 case, the company tapped the law firm Richards, Layton
& Finger as counsel, PricewaterhouseCoopers LLP as financial
adviser, and Epiq Bankruptcy Solutions as claims and notice agent.

The Gores Group is represented by Weil, Gotshal and Manges LLP and
Lowenstein Landler LLP.  Salus Capital Partners, the DIP agent, is
represented by Choate, Hall & Stewart LLP and Morris Nichols Arsht
& Tunnell LLP.   Wells Fargo Capital Finance, LLC, the prepetition
senior agent, is represented by Goldberg Kohn Ltd and DLA Piper.

The Official Committee of Unsecured Creditors is represented by
Pachulski Stang Ziehl & Jones LLP's Laura Davis Jones, Esq.,
Bradford J. Sandier, Esq., Robert J. Feinstein, Esq., and Peter J.
Keane, Esq.  Guggenheim Securities, LLC, serves as its investment
banker and financial advisor.

National Envelope won court approval on July 19, 2013, for a
global settlement permitting a sale of the company without
objection from the official unsecured creditors' committee.  The
settlement ensures some recovery for unsecured creditors.  The
Company also won final approval for $67.5 million in bankruptcy
financing being supplied by Salus Capital Partners LLC.

Judge Christopher Sontchi authorized three buyers to acquire
National Envelope's business for a total of about $70 million.
Connecticut-based printer Cenveo Inc. acquired National Envelope's
operating assets for $25 million, Hilco Receivables LLC picked up
accounts receivable for $25 million and Southern Paper LLC took on
its inventory for $15 million.


NATIONAL HERITAGE: 4th Cir. Keeps Ruling Against Plan Release
-------------------------------------------------------------
The bankruptcy court ruled that the non-debtor release provision
in National Heritage Foundation's Chapter 11 reorganization plan
was unenforceable.  The district court affirmed.  On appeal to the
U.S. Court of Appeals for the Fourth Circuit, NHF argues that the
lower courts erred, claiming that the facts and circumstances
surrounding its bankruptcy are sufficiently unique to justify the
release.  Finding insufficient evidence to support NHF's
contentions, the Fourth Circuit affirmed.

The Plan contained a Non-Debtor Release Provision covering NHF;
the Official Committee of Unsecured Creditors and its members; any
designated representatives of the Committee; and any officers,
directors, or employees of NHF, the Committee, or their successors
and assigns.

Certain NHF donors challenged the Plan's confirmation on the
ground that the Release Provision was invalid.  The district court
affirmed the bankruptcy court's confirmation of the Plan.

On the first appeal -- NHF I -- the Fourth Circuit vacated that
portion of the district court's judgment affirming the Release
Provision, holding that the bankruptcy court failed to make
sufficient factual findings to support its conclusion that the
Release Provision was essential.  To determine whether those
circumstances exist, the Fourth Circuit directed the bankruptcy
court to consider the six substantive factors enumerated in Class
Five Nevada Claimants v. Dow Corning Corp. (In re Dow Corning
Corp.), 280 F.3d 648 (6th Cir. 2002).  These include whether:

     (1) There is an identity of interests between the debtor and
the third party . . .;

     (2) The non-debtor has contributed substantial assets to the
reorganization;

     (3) The injunction is essential to reorganization . . .;

     (4) The impacted class, or classes, has overwhelmingly voted
to accept the plan;

     (5) The plan provides a mechanism to pay for all, or
substantially all, of the class or classes affected by the
injunction; [and]

     (6) The plan provides an opportunity for those claimants who
choose not to settle to recover in full.

On remand, the Fourth Circuit instructed the bankruptcy court --
if the record permits it -- to set forth specific factual findings
supporting its conclusions" that the Release Provision in NHF's
Plan was valid.

A different bankruptcy court judge considered the case on remand.
That court gave the parties the option of reopening the record to
present more evidence, but they declined to do so. Reviewing the
then-existing record, the bankruptcy court made factual findings
with respect to each of the Dow Corning factors.  It concluded
that only one factor -- an identity of interests between NHF and
the Released Parties -- clearly weighed in favor of NHF, and it
declared the Release Provision unenforceable.  The district court
affirmed the bankruptcy court's ruling.  NHF timely appealed.

According to the Fourth Circuit, "We emphasize that our decision
is ultimately rooted in NHF's failure of proof rather than
circumstance alone.  A debtor need not demonstrate that every Dow
Corning factor weighs in its favor to obtain approval of a non-
debtor release.  But, as we noted in NHF I, a debtor must provide
adequate factual support to show that the circumstances warrant
such exceptional relief, and NHF has failed to do so here."

"We agree with the district court that NHF has failed to
demonstrate that it faces exceptional circumstances justifying the
enforcement of the Release Provision in its Reorganization Plan,"
the Appeals Court said.

The appellate case is, NATIONAL HERITAGE FOUNDATION, INCORPORATED,
Plaintiff-Appellant, v. HIGHBOURNE FOUNDATION; JOHN R. BEHRMANN;
NANCY BEHRMANN, Defendants-Appellees, No. 13-1608 (4th Cir.).

A copy of the Court's July 25, 2014 decision is available at
http://is.gd/tAjWJOfrom Leagle.com.

Counsel to NHF are:

     David B. Goroff, Esq.
     Erika L. Morabito, Esq.
     Rory E. Adams, Esq.
     FOLEY & LARDNER LLP
     321 North Clark Street, Suite 2800
     Chicago, IL 60654-5313
     Tel: 312-832-5160
     E-mail: dgoroff@foley.com
             emorabito@foley.com

Appellees are represented by:

     Glenn W. Merrick, Esq.
     G.W. MERRICK & ASSOCIATES, LLC
     E-mail: gwm@gwmerrick.com
     6300 S. Syracuse Way, Suite 220
     Centennial, Colorado 80111

Daniel J. Schendzielos, Esq., at COLORADO TRIAL LAWYERS & LEGAL
SERVICES, LLC, in Greenwood Village, Colorado, also argues for the
Appellees.

                 About National Heritage Foundation

Falls Church, Virginia-based National Heritage Foundation, Inc. --
http://www.nhf.org/-- is a non-profit tax-exempt charitable
institution that administers and maintains Donor-Advised Funds.
These are funds in which donors relinquish all right and interest
in the assets they donate.  The sponsoring charitable organization
-- NHF -- owns and controls all of the donated assets, although
donors retain the right to make non-binding recommendations
regarding the use of the assets.

NHF filed for Chapter 11 bankruptcy protection (Bankr. E.D. Va.
Case No. 09-10525) on Jan. 24, 2009 after a state court entered a
multimillion dollar judgment against it.  Alan Michael Noskow,
Esq., at Patton Boggs LLP, assisted the Company in its
restructuring effort.  The Company estimated more than $100
million in assets and $1 million to $100 million in debts.

The Bankruptcy Court entered an Order confirming the Debtor's
Fourth Amended and Restated Plan of Reorganization on Oct. 16,
2009.


NATROL INC: Hires Young Conaway as Bankruptcy Co-counsel
--------------------------------------------------------
Natrol, Inc. and its debtor-affiliates seek authorization from the
U.S. Bankruptcy Court for the District of Delaware to employ Young
Conaway Stargatt & Taylor, LLP as bankruptcy co-counsel, nunc pro
tunc to the June 11, 2014 petition date.

The Debtors require Young Conaway to:

   (a) provide legal advice with respect to the Debtors' powers
       and duties as debtors in possession in the continued
       operation of their business, management of their
       properties, and the potential sale of their assets;

   (b) prepare and pursue confirmation of a plan and approval of a
       disclosure statement;

   (c) prepare, on behalf of the Debtors, necessary applications,
       motions, answers, orders, reports, and other legal papers;

   (d) appear in Court and protecting the interests of the Debtors
       before the Court; and

   (e) perform all other legal services for the Debtors that may
       be necessary and proper in these proceedings.

Young Conaway will be paid at these hourly rates:

       Michael R. Nestor             $695
       Maris J. Kandestin            $430
       Ian J. Bambrick               $320
       Michelle Smith, paralegal     $200

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

Young Conaway was retained by the Debtors pursuant to an
engagement agreement dated as of June 9, 2014.  In accordance with
the Engagement Agreement, Young Conaway received a retainer in the
amount of $50,000 on June 10, 2014, in connection with the
planning and preparation of initial documents and its proposed
post-petition representation of the Debtors as well as for chapter
11 filing fees.

Michael R. Nestor, partner of Young Conaway, 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.

Young Conaway can be reached at:

       Michael R. Nestor, Esq.
       YOUNG CONAWAY STARGATT & TAYLOR, LLP
       Rodney Square, 1000 North King Street
       Wilmington, DE 19801
       Tel: (302) 571-6699
       Fax: (302) 576-3321
       E-mail: mnestor@ycst.com

                        About Natrol, Inc.

Headquartered in Chatsworth, Calif., Natrol, Inc. --
http://www.natrol.com-- is a wholly owned subsidiary of Plethico
Pharmaceuticals Limited.  Plethico Pharmaceuticals Limited (BSE:
532739. BO: PLETHICO) engages in the manufacturing, marketing and
distribution of pharmaceutical and allied healthcare products
around the world.  Natrol products are made in the U.S.
Established in 1980, Natrol, Inc. has been a global leader in the
nutrition industry, and a trusted manufacturer and marketer of a
superior quality of herbs and botanicals, multivitamins, specialty
and sports nutrition supplements made to support health and
wellness throughout all ages and stages of life.  Natrol products
are available in health food stores, drug and grocery stores, and
mass-market retailers, and through Natrol.com and other online
retailers.  Natrol distributes products nationally through more
than 54,000 retailers as well as internationally in over 40 other
countries through distribution partners.

Natrol, Inc., and its six affiliates sought bankruptcy protection
on June 11, 2014 (Case No. 14-11446, Bankr. D. Del.).  The case is
assigned to Judge Brendan Linehan Shannon.  The Debtors are
represented by Robert A. Klyman, Esq., and Samuel A. Newman, Esq.,
at GIBSON, DUNN & CRUTCHER LLP, in Los Angeles, California; and
Michael R. Nestor, Esq., Maris J. Kandestin, Esq., and Ian J.
Bambrick, Esq., at YOUNG CONAWAY STARGATT & TAYLOR, LLP, in
Wilmington, Delaware.  The Debtors' Claims and Noticing Agent is
EPIQ SYSTEMS INC.

The Debtors requested that the Court approve the employment of (i)
Jeffrey C. Perea of the firm Conway MacKenzie Management Services,
LLC as chief financial officer and for CMS to provide temporary
employees to assist Mr. Perea in carrying out his duties; (ii)
Stephen P. Milner of the firm Squar, Milner, Peterson, Miranda &
Williamson LLP as chief restructuring officer and for CMS to
provide temporary employees to assist Mr. Milner in carrying out
his duties; (iv) BDO USA, LLP as auditor; (v) TaxGroup Partners as
tax services provider.

The U.S. Trustee for Region 3 on June 19 appointed five creditors
of Natrol, Inc. to serve on the official committee of unsecured
creditors.  The Committee tapped to retain Otterbourg P.C. as lead
counsel; (ii) Pepper Hamilton LLP as Delaware counsel; and (iii)
CMAG as financial advisors.


NATROL INC: Creditors' Panel Hires Otterbourg as Lead Counsel
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of Natrol, Inc. and
its debtor-affiliates seeks authorization from the U.S. Bankruptcy
Court for the District of Delaware to retain Otterbourg P.C. as
lead co-counsel to the Committee, effective June 19, 2014.

The Committee requires Otterbourg to:

   (a) assist and advise the Committee in its consultation with
       the Debtors relative to the administration of these cases;

   (b) attend meetings and negotiate with the representatives of
       the Debtors and other parties in interest;

   (c) assist and advise the Committee in its examination and
       analysis of the conduct of the Debtors' affairs;

   (d) assist the Committee in the review, analysis and
       negotiation of any proposed plan of reorganization, and to
       assist the Committee in the review, analysis and
       negotiation of a corresponding disclosure statement;

   (e) assist the Committee in the review and analysis of any
       financing agreements;

   (f) take all necessary action to protect and preserve the
       interests of the Committee, including (i) possible
       prosecution of actions on its behalf, (ii) if appropriate,
       negotiations concerning all litigation in which the Debtors
       are involved, and (iii) if appropriate, review and analysis
       of claims filed against the Debtors' estates;

   (g) generally prepare on behalf of the Committee all necessary
       motions, applications, answers, orders, reports and papers
       in support of positions taken by the Committee;

   (h) appear, as appropriate, before this Court, the Appellate
       Courts, and the U.S. Trustee, and to protect the interests
       of the Committee before those courts and before the U.S.
       Trustee; and

   (i) perform all other necessary legal services these cases.

Otterbourg will be paid at these hourly rates:

       Scott L. Hazan                $940
       Jenette A. Barrow-Bosshart    $795
       David M. Posner               $835
       Jessica M. Ward               $575
       Gianfranco Finizio            $425
       Partners/Counsel              $595-$940
       Associates                    $275-$645
       Paralegals                    $250-$260

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

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

The Executive Office for United States Trustees recently adopted
new Guidelines for Reviewing Applications for Compensation and
Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 by
Attorneys in Larger Chapter 11 Cases -- so-called Appendix B
Guidelines.  Otterbourg said it intends to make a reasonable
effort to comply with the U.S. Trustee's requests for information
and additional disclosures as set forth in the New UST Guidelines
both in connection with this application and the interim and final
fee applications to be filed by Otterbourg in the Chapter 11
Cases. Otterbourg also intends to work cooperatively with the U.S.
Trustee Program to address the concerns that prompted the adoption
of the New UST Guidelines. Notwithstanding the foregoing, the
Committee and Otterbourg reserve all rights as to the relevance
and substantive legal effect of the New UST Guidelines in respect
of any application for employment or compensation in these Chapter
11 Cases.

Otterbourg can be reached at:

       Scott L. Hazan, Esq.
       OTTERBOURG P.C.
       230 Park Avenue
       New York, NY 10169-007
       Tel: (212) 661-9100
       Fax: (212) 682-6104

                        About Natrol, Inc.

Headquartered in Chatsworth, Calif., Natrol, Inc. --
http://www.natrol.com-- is a wholly owned subsidiary of Plethico
Pharmaceuticals Limited.  Plethico Pharmaceuticals Limited (BSE:
532739. BO: PLETHICO) engages in the manufacturing, marketing and
distribution of pharmaceutical and allied healthcare products
around the world.  Natrol products are made in the U.S.
Established in 1980, Natrol, Inc. has been a global leader in the
nutrition industry, and a trusted manufacturer and marketer of a
superior quality of herbs and botanicals, multivitamins, specialty
and sports nutrition supplements made to support health and
wellness throughout all ages and stages of life.  Natrol products
are available in health food stores, drug and grocery stores, and
mass-market retailers, and through Natrol.com and other online
retailers.  Natrol distributes products nationally through more
than 54,000 retailers as well as internationally in over 40 other
countries through distribution partners.

Natrol, Inc., and its six affiliates sought bankruptcy protection
on June 11, 2014 (Case No. 14-11446, Bankr. D. Del.).  The case is
assigned to Judge Brendan Linehan Shannon.  The Debtors are
represented by Robert A. Klyman, Esq., and Samuel A. Newman, Esq.,
at GIBSON, DUNN & CRUTCHER LLP, in Los Angeles, California; and
Michael R. Nestor, Esq., Maris J. Kandestin, Esq., and Ian J.
Bambrick, Esq., at YOUNG CONAWAY STARGATT & TAYLOR, LLP, in
Wilmington, Delaware.  The Debtors' Claims and Noticing Agent is
EPIQ SYSTEMS INC.

The Debtors requested that the Court approve the employment of (i)
Jeffrey C. Perea of the firm Conway MacKenzie Management Services,
LLC as chief financial officer and for CMS to provide temporary
employees to assist Mr. Perea in carrying out his duties; (ii)
Stephen P. Milner of the firm Squar, Milner, Peterson, Miranda &
Williamson LLP as chief restructuring officer and for CMS to
provide temporary employees to assist Mr. Milner in carrying out
his duties; (iv) BDO USA, LLP as auditor; (v) TaxGroup Partners as
tax services provider.

The U.S. Trustee for Region 3 on June 19 appointed five creditors
of Natrol, Inc. to serve on the official committee of unsecured
creditors.  The Committee tapped to retain Otterbourg P.C. as lead
counsel; (ii) Pepper Hamilton LLP as Delaware counsel; and (iii)
CMAG as financial advisors.


NATROL INC: Panel Taps Pepper Hamilton as Delaware Counsel
----------------------------------------------------------
The Official Committee of Unsecured Creditors of Natrol, Inc. and
its debtor-affiliates seeks authorization from the U.S. Bankruptcy
Court for the District of Delaware to retain Pepper Hamilton LLP
as Delaware counsel to the Committee, nunc pro tunc to June 19,
2014.

The Committee requires Pepper Hamilton to:

   (a) assist Otterbourg as requested in representing the
       Committee;

   (b) advise the Committee with respect to its rights, duties and
       powers in these cases;

   (c) assist and advise the Committee in its consultations with
       the Debtors relating to the administration of these cases;

   (d) assist the Committee in analyzing the claims of the
       Debtors' creditors and the Debtors' capital structure and
       in negotiating with the holders of claims and, if
       appropriate, equity interests;

   (e) assist the Committee's investigation of the acts, conduct,
       assets, liabilities and financial condition of the Debtors
       and other parties involved with the Debtors, and of the
       operation of the Debtors' business;

   (f) assist the Committee in its analysis of, and negotiations
       with the Debtors or any other third party concerning
       matters related to, among other things, the assumption or
       rejection of certain leases of non-residential real
       property and executory contracts, asset dispositions,
       financing transactions and the terms of a plan of
       reorganization or liquidation for the Debtors;

   (g) assist and advise the Committee as to its communications,
       if any, to the general creditor body regarding significant
       matters in these cases;

   (h) represent the Committee at all hearings and other
       proceedings;

   (i) review, analyze, and advise the Committee with respect to
       applications, orders, statements of operations and
       schedules filed with the Court;

   (j) assist the Committee in preparing pleadings and
       applications as may be necessary in furtherance of the
       Committee's interests and objectives;

   (k) assist the Committee as conflicts counsel, should the need
       arise; and

   (l) perform such other services as may be required and are
       deemed to be in the interests of the Committee in
       accordance with the Committee's powers and duties as set
       forth in the Bankruptcy Code.

Pepper Hamilton will be paid at these hourly rates:

       David M. Fournier, Partner      $695
       Evelyn J. Meltzer, Partner      $460
       Michael J. Custer, Associate    $425
       Christopher Lewis, Paralegal    $250

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

David M. Fournier, partner of Pepper Hamilton, 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.

As required by the Guidelines for Reviewing Applications for
Compensation and Reimbursement of Expenses Filed Under 11 U.S.C.
section 330 by Attorneys in Larger Chapter 11 Cases, effective
Nov. 1, 2013 (the "UST Guidelines"), Mr. Fournier provided
responses to the questions set forth in Section D of the UST
Guidelines as follows:

   -- Pepper Hamilton did not agree to a variation of its standard
      or customary billing arrangement for this engagement;

   -- none of the professionals included in this engagement have
      varied their rate based on the geographic location of these
      chapter 11 cases;

   -- Pepper Hamilton did not represent the Committee prior to the
      Petition Date; and

   -- Pepper Hamilton intends to negotiate an acceptable budget
      with the Debtors, their lender and the Committee as part of
      the final order approving the Debtors' use of cash
      collateral.  The Committee has approved Pepper Hamilton's
      proposed rates and staffing plan.

Pepper Hamilton can be reached at:

       David M. Fournier, Esq.
       Pepper Hamilton LLP
       Hercules Plaza, Suite 5100
       1313 Market Street
       Wilmington, DE 19801
       Tel: (302) 777-6565
       Fax: (302) 421-8390
       E-mail: fournierd@pepperlaw.com

                        About Natrol, Inc.

Headquartered in Chatsworth, Calif., Natrol, Inc. --
http://www.natrol.com-- is a wholly owned subsidiary of Plethico
Pharmaceuticals Limited.  Plethico Pharmaceuticals Limited (BSE:
532739. BO: PLETHICO) engages in the manufacturing, marketing and
distribution of pharmaceutical and allied healthcare products
around the world.  Natrol products are made in the U.S.
Established in 1980, Natrol, Inc. has been a global leader in the
nutrition industry, and a trusted manufacturer and marketer of a
superior quality of herbs and botanicals, multivitamins, specialty
and sports nutrition supplements made to support health and
wellness throughout all ages and stages of life.  Natrol products
are available in health food stores, drug and grocery stores, and
mass-market retailers, and through Natrol.com and other online
retailers.  Natrol distributes products nationally through more
than 54,000 retailers as well as internationally in over 40 other
countries through distribution partners.

Natrol, Inc., and its six affiliates sought bankruptcy protection
on June 11, 2014 (Case No. 14-11446, Bankr. D. Del.).  The case is
assigned to Judge Brendan Linehan Shannon.  The Debtors are
represented by Robert A. Klyman, Esq., and Samuel A. Newman, Esq.,
at GIBSON, DUNN & CRUTCHER LLP, in Los Angeles, California; and
Michael R. Nestor, Esq., Maris J. Kandestin, Esq., and Ian J.
Bambrick, Esq., at YOUNG CONAWAY STARGATT & TAYLOR, LLP, in
Wilmington, Delaware.  The Debtors' Claims and Noticing Agent is
EPIQ SYSTEMS INC.

The Debtors requested that the Court approve the employment of (i)
Jeffrey C. Perea of the firm Conway MacKenzie Management Services,
LLC as chief financial officer and for CMS to provide temporary
employees to assist Mr. Perea in carrying out his duties; (ii)
Stephen P. Milner of the firm Squar, Milner, Peterson, Miranda &
Williamson LLP as chief restructuring officer and for CMS to
provide temporary employees to assist Mr. Milner in carrying out
his duties; (iv) BDO USA, LLP as auditor; (v) TaxGroup Partners as
tax services provider.

The U.S. Trustee for Region 3 on June 19 appointed five creditors
of Natrol, Inc. to serve on the official committee of unsecured
creditors.  The Committee tapped to retain Otterbourg P.C. as lead
counsel; (ii) Pepper Hamilton LLP as Delaware counsel; and (iii)
CMAG as financial advisors.


NATROL INC: Taps Sacher Zelman as Special Litigation Counsel
------------------------------------------------------------
Natrol, Inc. and its debtor-affiliates seek authorization from the
U.S. Bankruptcy Court for the District of Delaware to employ
Sacher, Zelman, Hartman, Paul, Beiley & Sacher, P.A. as special
litigation counsel to Debtor Natrol Inc., nunc pro tunc to the
June 11, 2014 petition date, for:

   (a) the remaining post-trial matters in the matters styled
       "Nature's Products, Inc., Plaintiff/Counter-Defendant, v.
       Natrol, Inc., Defendant/Counter-Plaintiff," in the U.S.
       District Court for the Southern District of Florida, Case
       No. 0:11-CV-62409-CIV-Dimitrouleas/Snow;

   (b) the pending appeal thereof, "Nature's Products, Inc.,
       Appellant, v. Natrol, Inc., Appellee," in the U.S. Court of
       Appeals for the Eleventh Judicial Circuit, Case No. 14-
       10907-C; and

   (c) Any further appellate proceedings that may be initiated in
       the future regarding either or both of the foregoing
       pending cases.

The professional services that Sacher Zelman will render to the
Debtor Natrol, Inc. include, but not be limited to, performing all
legal services for Debtor Natrol, Inc. that may be necessary and
proper, to protect Debtor Natrol, Inc.'s Jury Award and post-trial
award of out of pocket attorneys' fees and other litigation costs,
in the remaining proceedings pending before the U.S. District
Court.

Sacher Zelman will be paid at these hourly rates:

       Joseph A. Sacher          $400
       Michael F. Reese          $275
       Adam Ruff, paralegal      $95

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

In accordance with the original Engagement Agreement, Sacher
Zelman received a retainer in the amount of $5,000 on Dec. 7,
2011, in connection with the initial phase of the litigation.

Joseph A. Sacher, director of Sacher Zelman, 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.

Consistent with the United States Trustees' Appendix B -
Guidelines for Reviewing Applications for Compensation and
Reimbursement of Expenses Filed Under 11 U.S.C. section 330 by
Attorneys in Larger Chapter 11 Cases (the "U.S. Trustee
Guidelines"), which became effective on Nov. 1, 2013, Mr. Sacher
states as follows:

   -- Sacher Zelman has not agreed to a variation of its standard
      or customary billing arrangements for this engagement;

   -- none of the Firm's professionals included in this engagement
      have varied their rate based on the geographic location of
      the Chapter 11 Cases; and

   -- Sacher Zelman was previously retained by Debtor Natrol,
      Inc., pursuant to an original and revised engagement
      agreement dated Dec. 5, 2011 and May 13, 2013, respectively.
      The billing rates and material terms of the prepetition
      engagement are the same as the rates and terms described in
      the Application; and

   -- Sacher Zelman recognizes that it will be required to submit
      applications for interim and final allowances of
      compensation and reimbursement for its disbursements under
      section 330 of the Bankruptcy Code, Rule 2016 of the
      Bankruptcy Rules and the other applicable rules and orders
      of this Court, and has agreed to accept as compensation such
      sums as may be awarded by the Court.

Sacher Zelman can be reached at:

       Joseph A. Sacher, Esq.
       SACHER, ZELMAN, HARTMAN, PAUL,
       BEILEY & SACHER, P.A.
       1401 Brickell Avenue, Suite 700
       Miami, FL 33131
       Tel: (305) 371-8797
       Fax: (305) 374-2605
       E-mail: jsacher@sacherzelman.com

                        About Natrol, Inc.

Headquartered in Chatsworth, Calif., Natrol, Inc. --
http://www.natrol.com-- is a wholly owned subsidiary of Plethico
Pharmaceuticals Limited.  Plethico Pharmaceuticals Limited (BSE:
532739. BO: PLETHICO) engages in the manufacturing, marketing and
distribution of pharmaceutical and allied healthcare products
around the world.  Natrol products are made in the U.S.
Established in 1980, Natrol, Inc. has been a global leader in the
nutrition industry, and a trusted manufacturer and marketer of a
superior quality of herbs and botanicals, multivitamins, specialty
and sports nutrition supplements made to support health and
wellness throughout all ages and stages of life.  Natrol products
are available in health food stores, drug and grocery stores, and
mass-market retailers, and through Natrol.com and other online
retailers.  Natrol distributes products nationally through more
than 54,000 retailers as well as internationally in over 40 other
countries through distribution partners.

Natrol, Inc., and its six affiliates sought bankruptcy protection
on June 11, 2014 (Case No. 14-11446, Bankr. D. Del.).  The case is
assigned to Judge Brendan Linehan Shannon.  The Debtors are
represented by Robert A. Klyman, Esq., and Samuel A. Newman, Esq.,
at GIBSON, DUNN & CRUTCHER LLP, in Los Angeles, California; and
Michael R. Nestor, Esq., Maris J. Kandestin, Esq., and Ian J.
Bambrick, Esq., at YOUNG CONAWAY STARGATT & TAYLOR, LLP, in
Wilmington, Delaware.  The Debtors' Claims and Noticing Agent is
EPIQ SYSTEMS INC.

The Debtors requested that the Court approve the employment of (i)
Jeffrey C. Perea of the firm Conway MacKenzie Management Services,
LLC as chief financial officer and for CMS to provide temporary
employees to assist Mr. Perea in carrying out his duties; (ii)
Stephen P. Milner of the firm Squar, Milner, Peterson, Miranda &
Williamson LLP as chief restructuring officer and for CMS to
provide temporary employees to assist Mr. Milner in carrying out
his duties; (iv) BDO USA, LLP as auditor; (v) TaxGroup Partners as
tax services provider.

The U.S. Trustee for Region 3 on June 19 appointed five creditors
of Natrol, Inc. to serve on the official committee of unsecured
creditors.  The Committee tapped to retain Otterbourg P.C. as lead
counsel; (ii) Pepper Hamilton LLP as Delaware counsel; and (iii)
CMAG as financial advisors.


NEW CENTURY FABRICATORS: Amended Unsecured Creditors List Filed
---------------------------------------------------------------
New Century Fabricators, Inc., submitted to the Bankruptcy Court
amended list of its 20 largest unsecured creditors to reflect the
addition and exclusion of certain creditors.

The list now discloses:

   Name of Creditor                             Amount of Claim
   ----------------                             ---------------
Whitco Supply                                        $759,219
200 N. Morgan

Broussard. LA 70518

Process Piping Materials, Inc.                       $352,701
P.O. Box 52133
Lafayette, LA 70505

Bayou Testers, Inc.                                  $283,922
P.O. Box 1065
Amelia, LA 70340

RedFish Rentals                                      $186,477

TNT-New Iberia/NI Welding Suppy                      $180,986

Lafayette Paint & Supply, Inc.                       $138,400

Thermon Heat Tracing Services                        $137,956

Practical Engineering Solution                        $53,453

Technical Control Solutions La                        $5l,555

Production Rental & Supply LLC                        $44,517

Wagner Plate Works LLG                                $40,656

Total Production Supply, LLC                          $36,879

Knox Insurance Group, LLC                             $35,870

Custom Automated Controls, Inc.                       $33,655

T3 Energy Services                                    $33,547

Gulf America Wire Rope, Inc.                          $31,178

Acadiana Testing & Heating, Inc.                      $31,050

Agility Project Logistics                             $28,850

Jo-De Equipment Rental Co., Inc.                      $28,479

Tiger Offshore Rental, Ltd.                           $27,853

As reported in the Troubled Company Reporter on June 4, 2014, the
Debtor's original list of creditors disclosed:

1. Agility Project Logistics
2. Bayou Testers
3. Bill Poole Valves & Controls
4. Blue Fin Services
5. Capital Lease Group
6. Custom Automated Controls
7. Delta Rigging & Tools
8. Jo-De Equipment
9. Knox Insurance Group
10. Lafayette Paint & Supply
11. New Iberia Welding
12. Practical Engineering Solution
13. Processing Piping
14. Production Rental
15. Redfish Rentals
16. Star Service
17. Superior Supply & Steel
18. Thermon Heat Tracing
19. Total Production
20. Whitco Supply

                About New Century Fabricators, Inc.

New Century Fabricators, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. W.D. La. Case No. 14-50652) on May 30, 2014.  The
petition was signed by James C. Castille as president.  The Debtor
estimated assets and liabilities of at least $10 million.  The
Keating Firm, APLC, serves as the Debtor's counsel.  Judge Robert
Summerhays presides over the case.


NEW CENTURY FABRICATORS: Won't Have Ch.11 Trustee; Case Converted
-----------------------------------------------------------------
Bankruptcy Judge Robert Summerhays has issued an order converting
the Chapter 11 case of New Century Fabricators, Inc., to one under
Chapter 7 of the Bankruptcy Code, at the behest of FCC, LLC doing
business as First Capital.

On June 24, the Debtor through its temporary receiver, Robert
Schleizer moved for the entry of an order converting the case to a
case under Chapter 7.  The Debtor -- through the temporary
receiver -- has reviewed First Capital's motion to dismiss or
convert and is in agreement with First Capital's allegations and
legal analysis setting forth the grounds for the relief requested.

                       Chapter 11 Trustee

As reported by the Troubled Company Reporter, Judge Summerhays
early in June denied the motion filed by the temporary receiver
seeking dismissal of the Chapter 11 case.

On June 25, the Court denied as moot the motion to appoint a
Chapter 11 trustee.

The hearing on the matter was continued from July 18.  Previously,
the Court approved the motion to expedite the hearing on the
motion.

James C. Castille, the company's president, and the Debtor
requested that the Court appoint a Chapter 11 Trustee in the case.

Mr. Castille and the Debtor objected to the receiver's motion to
dismiss, arguing that the receivership laws of Louisiana contains
no mechanism for oversight by the State Court nor are the State
Courts equipped to oversee the company's operations, while
bankruptcy courts, on the other hand are qualified to balance the
inherent conflicts between owners, managers and secured and
unsecured creditors.

According to the Debtor, the temporary receiver and D. Patrick
Keating, counsel who filed the case, later agreed that the Court
would consider the motion on June 25.  Counsel for the U.S.
Trustee had indicated he may be unable to appear in Court at the
hearing but has consented to dismissal.

First Capital sought to modify its motion to request conversion of
the case, and only alternatively request dismissal.

First Capital, in its original motion requested for the dismissal
of the case or in the alternative, conversion of the case
explaining that the case should never have been filed because
there are no unencumbered assets, prior management (unbelievably)
proposes itself to be capable of reorganization despite having
overseen a massive fraudulent scheme that was designed to and did
defraud First Capital.

                             Financing

On June 6, the temporary receiver filed a motion, seeking
authority to borrow up to $850,015 from FCC for the purpose of
completing certain projects of the Debtor that were incomplete.
The receiver also requested that the FCC be granted a first
priority lien and security interest in any accounts, work in
progress, and inventory or other collateral.

Creditor and party-in-interest First Citizens Bank & Trust Company
filed limited objection to the temporary receiver's motion to
incur secured financing, granting security interests.  First
Citizens asked that the Court:

   i) clarify that FCC as a DIP Lender is not granted a priming
lien over First Citizens' first-ranked security interests and
liens;

  ii) clarify that First Citizens' first priority position in its
collateral is not affected by the granting of the motion, and

iii) for all other relief to which it may be entitled in law and
equity.

First Citizens holds a first-ranked security interest in certain
immovable property bearing the municipal address of 2904 W. Old
Spanish Trail, New Iberia, Louisiana.

As of the Petition Date, the Debtor was in default on the Note and
owed First Citizens $2,906,854 including accrued interest, late
fees owing and other charges.

                         Bankruptcy Counsel

The temporary receiver is represented in the case by the law firm
of Stewart Robbins & Brown, LLC as counsel.

SRB has not received a retainer -- in the amount of $2,062.  SRB
represented the temporary receiver prior to the Petition Date.
SRB was not paid for the fees, which may be a claim against the
estate.  However, to the extent SRB has a claim against New
Century's estate for prepetition legal services, SRB will waive
such claim against the estate.

                         Schedules Filing

The Court, in a previous order, granted the Debtor until July 18,
to file its schedules of assets and liabilities and statement of
financial affairs.

Operations Suspension

Judge Summerhays, in an interim order, granted the temporary
receiver authority to control the Debtor within the bankruptcy
case in accordance with and subject to the June 5 order of the
state court appointing the temporary receiver.  A final hearing
was set for June 19.

On June 6, First Capital requested that the Court suspend the
operation pending a continued status conference set for June 19.

                       Meeting of Creditors

The U.S. Trustee scheduled for July 22, the meeting of creditors
in the Debtor's case.  The meeting will be held at 341 Meeting
Room, Lafayette, Room 341, 214 Jefferson St.

First Capital is represented by:

         Louis M. Phillips, Esq.
         GORDON, ARATA, MCCOLLAM, DUPLANTIS & EAGAN, LLC
         301 Main Street, Suite 1600
         Baton Rouge, LA 70825
         Tel: (225) 381-9643
         E-mail: lphillips@gordonarata.com

         Gerald H. Schiff, Esq.
         Armistead M. Long, Esq.
         400 East Kaliste Saloom Road, Suite 4200
         Lafayette, LA 70508
         E-mail: gschiff@gordonarata.com
                 along@gordonarata.com
         Tel: (337) 237-0132
         Fax: (337) 237-3451

                About New Century Fabricators, Inc.

New Century Fabricators, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. W.D. La. Case No. 14-50652) on May 30, 2014.  The
petition was signed by James C. Castille as president.  The Debtor
estimated assets and liabilities of at least $10 million.  The
Keating Firm, APLC, serves as the Debtor's counsel.  Judge Robert
Summerhays presides over the case.


NEW WORLD RESOURCES: Chapter 15 Case Summary
--------------------------------------------
Chapter 15 Petitioner: Boudewijn Wentink

Chapter 15 Debtor: New World Resources N.V.
                   115 Park Street
                   London W1K7AP

Chapter 15 Case No.: 14-12226

Type of Business: Coal mining

Chapter 15 Petition Date: July 30, 2014

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

Judge: Hon. Stuart M. Bernstein

Chapter 15 Petitioner's Counsel: Richard A. Graham, Esq.
                                 Thomas E. MacWright, Esq.
                                 WHITE & CASE, LLP
                                 1155 Avenue of the Americas
                                 New York, NY 10036
                                 Tel: (212) 819-8630
                                 Fax: (212) 354-8113
                                 Email: rgraham@whitecase.com
                                        tmacwright@whitecase.com

Estimated Assets: More than $1 billion

Estimated Debts: More than $1 billion


NNN 3500: Wants Jones Allen to Replace Stromberg Stock as Counsel
-----------------------------------------------------------------
NNN 3500 Maple, LLC, ask the Bankruptcy Court for the Northern
District of Texas for authorization to replace Mark Stromberg, and
Stromberg Stock, P.L.L.C., with the law firm of Jones, Allen &
Fuquay, L.L.P., as counsel of record in the case.

The Debtor TIC 0 also requested that Laura L. Worsham and Nathan
Allen, Jr. of the firm be substituted as its lead attorneys
replacing Mr. Stromberg.

The firm can be reached at:

         Laura L. Worsham, Esq.
         Nathan Allen, Jr., Esq.
         JONES, ALLEN & FUQUAY, LLP
         8828 Greenville Avenue
         Dallas, TX 75243-7143
         Tel: (214) 343-7400
         Fax: (214) 343-7455
         E-mail: lworsham@jonesallen.com

                       About NNN 3500 Maple

Jupiter, Florida-based NNN 3500 Maple 1 LLC filed for Chapter 11
protection (Bankr. N.D. Tex. Case No. 13-34362) on Aug. 29, 2013,
together with 26 of its affiliates.

Bankruptcy Judge Harlin DeWayne Hale presides over the case.
The Lead Debtor estimated assets at $50 million to $100 million
and debts at $50 million to $100 million.  The petitions were
signed by Mubeen Aliniazee, restructuring officer.


NRG YIELD: S&P Assigns Preliminary 'BB+' CCR; Outlook Stable
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'BB+'
corporate credit rating to NRG Yield Inc.  The outlook is stable.
At the same time, Standard & Poor's assigned its preliminary 'BB+'
issue-level rating to subsidiary NRG Yield Operating LLC's
$400 million senior unsecured notes due 2024.  The recovery rating
on this debt is preliminary '3', indicating that lenders can
expect meaningful (50% to 70%) recovery if a default occurs.
Ratings are preliminary subject to documentation review.

"The ratings on NRG Yield reflect its 'bb+' stand-alone credit
profile [SACP]," said Standard & Poor's credit analyst Aneesh
Prabhu.  "Because of the number of operating projects and
structural subordination of debt at the NRG Yield level, we have
based the rating on the application of our project developer
methodology."  The developer methodology assesses the quality of
distributions from each project to the YieldCo, which provides the
means to support its parent-level debt.  The weighted average
quality of cash flow (QCF) score of the distributions reflects
S&P's opinion of the dividend stream's volatility (Standard &
Poor's QCF scale ranges from '1' to '10', with '1' the most stable
and '10' the most volatile).  S&P has assigned a QCF score of '6'
to the weighted average distributions flowing up to NRG Yield.

While a pipeline of right-of-first-offer (ROFO) assets from parent
NRG Energy Inc. and the long-term contracted nature of Yield's
existing portfolio with investment-grade counterparties will
result in steadily growing distributions, S&P believes that the
smaller size of the portfolio relative to peers, aggressive growth
trajectory, an unestablished financial policy, and the fact that
renewables growth relies heavily on federal subsidies detract from
credit.  The YieldCo structure, which incentivizes management to
pay out most of its cash flow after interest and mandatory capital
spending to unit holders each quarter, is another credit
consideration.  Also, NRG Yield's material dependence on dividends
from assets with significant structurally senior project level
debt weighs negatively on credit.

The stable outlook on NRG Yield reflects S&P's expectation for
minimal merchant price risk and debt EBITDA that ranges between
3.5x to 4.0x.  Because NRG Yield's debt is structurally
subordinate to operating level debt, S&P expects the company to
maintain long-term amortizing project debt matching PPA length and
non-recourse to NRG Yield.  Specifically, S&P would expect
project-level debt sized based on 1.35 to 1.4x DSCR for bank debt
and investment grade-type metrics for projects similar in nature
to Thermal, GenConn, and CVSR.  While S&P's ratings on NRG Yield
are insulated from the effects of parent NRG Energy, they are not
isolated.  S&P would lower its ratings on Yield if ratings of
parent NRG were to decline.  Apart from a reassessment of NRG
Energy's group credit profile, S&P could lower the ratings on NRG
Yield if the company begins to assume more significant merchant
price risk, makes forays into riskier ventures that cause
deterioration in its QCF profile, or if credit measures weaken
such that debt to EBITDA rises above 4.5x.  In the absence of a
track record of disciplined growth S&P do not foresee a ratings
upgrade in the medium term.  Ratings are also not isolated from
parent NRG.  Absent an upgrade of NRG Energy's group credit
profile, S&P would also not envision upgrading NRG Yield because
of the link between the two companies.


PALM DRIVE HOSPITAL: Court Won't Appoint Mediator
-------------------------------------------------
The Bankruptcy Court denied party-in-interest Palm Drive Health
Care Foundation's motion for appointment of a mediator in the
Chapter 9 case of Palm Drive Hospital District.  The Court
considered the matter at a July 16 hearing.

The Foundation sought an order compelling the Debtor to enter into
mediation with the Foundation on a proposal the Foundation has
made to operate the Debtor's health care facilities.

The Foundation also requested that the immediate re-opening of the
Hospital as a full-service health care facility for the benefit of
creditors and the residents of the Debtor be allowed.

The Debtor opposed to the motion, stating that the Foundation has
articulated no standing whatsoever to enforce any rights against
the Debtor.  It does not purport to be a creditor.

The Debtor also said that the Court lacks jurisdiction to make the
order for mediation, and that, as a practical matter, the
requested relief is "impractical and inappropriate".

The Foundation is represented by:

         Robert L. Eisenbach III, Esq.
         COOLEY LLP
         101 California Street, 5th Floor
         San Francisco, CA 94111-5800
         Tel: (415) 693-2000
         Fax: (415) 693-2222
         E-mail: reisenbach@cooley.com

              - and -

         Lawrence C. Gottlieb, Esq.
         Michael A. Klein, Esq.
         COOLEY LLP
         The Grace Building
         1114 Avenue of the Americas
         New York, NY 10036-7798
         Tel: (212) 479-6000
         Fax: (212) 479-6275
         E-mail: lgottlieb@cooley.com
                 mklein@cooley.com

The Debtor is represented by:

         Michael A. Sweet, Esq.
         Dale L. Bratton, Esq.
         FOX ROTHSCHILD LLP
         235 Pine St., Suite 1500
         San Francisco, CA 94104-2734
         Tel: (415) 364-5540
         Fas: (415) 391-4436
         E-mails: msweet@foxrothschild.com
                  dbratton@foxrothschild.com

              About Palm Drive Health Care District

Palm Drive Health Care District, owner and operator of the Palm
Drive Hospital, in Sebastopol, California, filed a petition under
Chapter 9 of the Bankruptcy Code (Bankr. N.D. Cal. Case No.
14-10510) amid a "sustained reduction in patient volume and
revenue."  In its Chapter 9 petition filed April 7, 2014, in Santa
Rosa, California, the Debtor estimated $10 million to $50 million
in assets and liabilities.  The Debtor is represented by Michael
A. Sweet, Esq., at Fox Rothschild LLP, as counsel.


PALM DRIVE HOSPITAL: To Reject Farnam Lease & McKesson Deal
-----------------------------------------------------------
Palm Drive Health Care District, in its fourth omnibus motion,
requested for authorization to reject:

     -- Farnam Street Financial Lease Number PA050912
     -- McKesson Contract 1-W2971 PS1

The Farnam Lease is an equipment lease that covers much of the
District's IT infrastructure.  The McKesson Contract is the
software license for, among other things, the District's billing
and medical records software.

The Debtor intends to reject the contracts and unexpired leases
effective as of July 31, 2014.

Meanwhile, in its third omnibus motion, the Debtor seeks to reject
executory contracts and unexpired leases effective retroactive to
the date of the June 27 notice of hearing.

The Court also has granted the Debtor's second omnibus motion for
rejection of executory contracts and unexpired leases effective
May 6.  As reported in the Troubled Company Reporter on May 14,
2014, in its second motion, stated that its board of directors
determined that as a result of the closure of the Palm Drive
Hospital, there is no need for certain contracts and leases.
Schedules of the leases to be rejected are available for free at:

     http://bankrupt.com/misc/PALMDRIVE_leaserej.pdf
     http://bankrupt.com/misc/PALMDRIVE_2leaserej.pdf

On May 19, the Court granted the Debtor's first omnibus motion for
rejection of executory contracts and unexpired leases effective
May 6.

              About Palm Drive Health Care District

Palm Drive Health Care District, owner and operator of the Palm
Drive Hospital, in Sebastopol, California, filed a petition under
Chapter 9 of the Bankruptcy Code (Bankr. N.D. Cal. Case No.
14-10510) amid a "sustained reduction in patient volume and
revenue."  In its Chapter 9 petition filed April 7, 2014, in Santa
Rosa, California, the Debtor estimated $10 million to $50 million
in assets and liabilities.  The Debtor is represented by Michael
A. Sweet, Esq., and Dale L. Bratton, Esq., at Fox Rothschild LLP.


PENN ENGINEERING: S&P Assigns 'B+' Corp. Credit Rating
------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' corporate
credit rating to Pennsylvania-based specialty fastener
manufacturer and distributor Penn Engineering & Manufacturing
Corp.  The outlook is stable.

"At the same time, we assigned our 'BB' issue-level rating to the
company's proposed $645 million senior secured credit facility,
which consists of a $75 million revolving credit facility due 2019
and a $570 million senior secured term loan (composed of a $220
million tranche and a $350 million-equivalent euro-denominated
tranche) due 2021.  The recovery rating is '1', indicating our
expectation for very high recovery (90%-100%) in a payment default
scenario.  Penn will use the proceeds of its debt issuance to fund
the acquisition and refinance existing debt," S&P said.

"The rating reflects our view of Penn's participation in the niche
highly engineered fastener industry," said Standard & Poor's
credit analyst Carol Hom.

The stable outlook is supported by S&P's expectation that Penn's
leading market position and its ability to pass on cost increases
in most regions will continue to result in good profitability over
the next 12-18 months.


PETER SZANTO: District Court Rejects Motion to Withdraw Reference
-----------------------------------------------------------------
Peter Szanto has asked the Nevada District Court to withdraw the
reference of his Chapter 11 bankruptcy case in its entirety based
upon the alleged bias of the bankruptcy judge. The District Court
has reviewed the docket in the bankruptcy case and noticed that:
(1) the bankruptcy case was dismissed on June 17, 2014; (2) the
motion to withdraw the reference was filed on June 18, 2014; and
(3) a notice of appeal was filed on June 19, 2014.  In a July 23
Order available at http://is.gd/U9Gbqhfrom Leagle.com, District
Judge Robert C. Jones denies the motion to withdraw the reference
of the bankruptcy case because the motion was filed after the
bankruptcy case was dismissed.

Peter Szanto filed a Chapter 11 petition (Bankr. D. Nev. Case No.
13-51261) on June 25, 2013.


PRETTY GIRL: U.S. Trustee Appoints Creditors' Committee
-------------------------------------------------------
The U.S. Trustee for Region 2 on July 16 appointed seven creditors
of Pretty Girl, Inc. to serve on the official committee of
unsecured creditors.

The unsecured creditors' committee is composed of:

     (1) Osama Hazza Saleh
         72-33 67th Street, Apt. 3L
         Glendale, NY 11385

     (2) One Step Up, Ltd.
         1412 Broadway, 3rd Floor
         New York, NY 10018
         Attention: Trevor Austin
         Director of Credit and Accounts Receivable
         Tel: (212)-398-1110 ext. 1244
         Fax: (212)-819-1933
         Email: taustin@onestepup.com

     (3) 2253 Apparel, Inc., d/b/a Celebrity Pink and
         Cavern Club, LLC d/b/a Liverpool
         1708 Gage Rd.
         Montebello, CA 90640
         Attention: Doron Kadosh, President
         Tel: (323)-837-9800
         Email: Doron@celebritypinkusa.com

     (4) Louise Paris Ltd.
         1407 Broadway, Suite 1602
         New York, NY 10018
         Attention: Serkan Ozgun, Controller
         Tel: (212)-354-5411
         Fax: (212)-354-0048
         Email: Serkan@louiseparis.com

     (5) G&S Off Price, Inc.
         2120 E. 52nd Street
         Vernon, CA 90058
         Attention: Eli Patel, President
         Tel: (323)-581-9155
         Fax: (323)-581-3311

     (6) Nines Enterprises, LLC
         5207 Flushing Ave, 1st Floor
         Maspeth, NY 11387
         Tel: (718)-383-1119
         Fax: (718)-383-1158

     (7) Ultimate Off Price
         1615 E. 15th St.
         Los Angeles, CA 90021
         Tel: (213)-744-0400
         Fax: (213)-744-1161

Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense.  They may investigate the debtor's business and
financial affairs.  Importantly, official committees serve as
fiduciaries to the general population of creditors they
represent.

                         About Pretty Girl

Pretty Girl, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 14-11979) on July 2, 2014.  The petition was
signed by Albert Nigri as president.  The Debtor disclosed total
assets of $10.76 million and total liabilities of $12.27 million.
Rosen & Associates, P.C., acts as the Debtor's counsel.


PROSPECT PARK: Exclusive Plan Filing Date Extended Until Aug. 7
---------------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware extended until Aug. 7, 2014, the exclusive
period in which Prospect Park Networks, LLC, may file a Chapter 11
plan, and until Oct. 6, the exclusive period in which the Debtor
may solicit acceptances of its Chapter 11 plan.

                   About Prospect Park Networks

Prospect Park Networks, LLC, a Los Angeles, Calif.-based talent
and management company, filed for Chapter 11 bankruptcy (Bankr. D.
Del. Case No. 14-10520) in Wilmington, on March 10, 2014,
estimating $50 million to $100 million in assets, and $10 million
to $50 million in debts.  The petition was signed by Jeffrey
Kwatinetz, president.

William E. Chipman, Jr., Esq., and Mark D. Olivere, Esq., at
Cousins Chipman & Brown LLP, in Wilmington, Delaware; and John H.
Genovese, Esq., Michael Schuster, Esq., and Heather L. Harmon,
Esq., at Genovese Joblove & Battista, P.A. serve as the Debtor's
bankruptcy counsel.  The Debtor also hired Cohn Reznick LLP as an
ordinary course professional.

The U.S. Trustee for Region 3 selected three creditors to serve on
the Official Committee of Unsecured Creditors.  Cole, Schotz,
Meisel, Forman & Leonard, P.A., serves as the Committee's counsel.


QUBEEY INC: Status Conference Moved to Sept. 11
-----------------------------------------------
Qubeey, Inc. requested an extension of the deadline to file its
plan of reorganization and disclosure statement in its Chapter 11
case pending in the Central District of California, San Fernando
Valley Division. The Debtor's plan and disclosure statement were
due on May 30th, the day it requested the brief extension.  The
Debtor asserts that an extension is needed because it has focused
its post-petition efforts on becoming a revenue producing business
entity and locating a buyer for its intellectual property assets.
Section 1121(d) of the Bankruptcy Code authorizes a bankruptcy
court to extend a debtor's exclusivity period for "cause".

The Debtor is represented by Douglas Neistat, Esq. at Greenberg &
Bass LLP of Encino, CA.

Hon. Maureen A. Tighe extended the exclusivity period to file the
Plan until July 30; and rescheduled the July 31 status conference
for September 11.

                        About Qubeey, Inc.

Qubeey, Inc., filed a Chapter 11 petition (Bankr. C.D. Calif. Case
No. 13-15805) on Sept. 5, 2013.  Rocky Wright signed the petition
as president.  The Debtor disclosed $83,500 in assets and
$11,108,391 in liabilities as of the Chapter 11 filing.  Judge
Maureen Tighe presides over the case.

On Oct. 18, 2013, the Court authorized Qubeey Inc. to employ
Greenberg & Bass LLP as bankruptcy counsel.  Douglas M. Neistat,
Esq., at Greenberg & Bass, in Encino, California, leads the
engagement.


REVSTONE INDUSTRIES: Action Removal Period Extended to Dec. 31
--------------------------------------------------------------
Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware extended until Dec. 31, 2014, the time period
provided by Rule 9027 of the Federal Rules of Bankruptcy Procedure
within which Revstone Industries, LLC, et al.'s notices of removal
of related proceedings.

                 About Revstone Industries et al.

Lexington, Kentucky-based Revstone Industries LLC, a maker of
truck parts, filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
No. 12-13262) on Dec. 3, 2012.  Judge Brendan Linehan Shannon
oversees the case.  Laura Davis Jones, Esq., Timothy P. Cairns,
Esq., and Colin Robinson, Esq., at Pachulski Stang Ziehl & Jones
LLP represent Revstone.  In its petition, Revstone estimated under
$50 million in assets and debts.

Affiliate Spara LLC filed its Chapter 11 petition (Bankr. D. Del.
Case No. 12-13263) on Dec. 3, 2012.

Lexington-based Greenwood Forgings, LLC (Bankr. D. Del. Case No.
13-10027) and US Tool & Engineering LLC (Bankr. D. Del. Case No.
13-10028) filed separate Chapter 11 petitions on Jan. 7, 2013.
Judge Shannon also oversees the cases.

Duane David Werb, Esq., at Werb & Sullivan, serves as bankruptcy
counsel to Greenwood and US Tool.  Greenwood estimated $1 million
to $10 million in assets and $10 million to $50 million in debts.
US Tool & Engineering estimated under $1 million in assets and
$1 million to $10 million in debts.  The petitions were signed by
George S. Homeister, chairman.

Metavation, also known as Hillsdale Automotive, LLC, joined parent
Revstone in Chapter 11 on July 22, 2013 (Bankr. D. Del. Case No.
13-11831) to sell the bulk of its assets to industry rival Dayco
for $25 million, absent higher and better offers.

Metavation has tapped Pachulski as its counsel.  Pachulski also
serves as counsel to Revstone and Spara.  Metavation also has
tapped McDonald Hopkins PLC as special counsel, and Rust
Consulting/Omni Bankruptcy as claims agent and to provide
administrative services.  Stuart Maue is fee examiner.

Mark L. Desgrosseilliers, Esq., Ericka Fredricks Johnson, Esq.,
Steven K. Kortanek, Esq., and Matthew P. Ward, Esq., at Womble
Carlyle Sandridge & Rice, LLP, represent the Official Committee of
Unsecured Creditors in Revstone's case.

Boston Finance Group, LLC, a committee member, also has hired as
counsel Gregg M. Galardi, Esq., and Sarah E. Castle, Esq., at DLA
Piper LLP.


REVSTONE INDUSTRIES: Wants Fee Examiner Appointment Terminated
--------------------------------------------------------------
Revstone Industries, LLC, et al., ask the U.S. Bankruptcy Court
for the District of Delaware to terminate the appointment of the
fee examiner and the related procedures for compensation and
reimbursement of expenses for professionals and consideration of
fee applications, after determining that the fee examiner is no
longer necessary in the bankruptcy cases.

According to papers filed in court, the appointment of the fee
examiner was a result of disputes over the allocation of
professionals fees.  Those disputes, the court papers said, were
resolved when the Debtors, the Pension Benefit Guaranty
Corporation, the Official Committee of Unsecured Creditors of
Revstone, and Boston Finance Group, LLC, entered into the global
settlement.

                 About Revstone Industries et al.

Lexington, Kentucky-based Revstone Industries LLC, a maker of
truck parts, filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
No. 12-13262) on Dec. 3, 2012.  Judge Brendan Linehan Shannon
oversees the case.  Laura Davis Jones, Esq., Timothy P. Cairns,
Esq., and Colin Robinson, Esq., at Pachulski Stang Ziehl & Jones
LLP represent Revstone.  In its petition, Revstone estimated under
$50 million in assets and debts.

Affiliate Spara LLC filed its Chapter 11 petition (Bankr. D. Del.
Case No. 12-13263) on Dec. 3, 2012.

Lexington-based Greenwood Forgings, LLC (Bankr. D. Del. Case No.
13-10027) and US Tool & Engineering LLC (Bankr. D. Del. Case No.
13-10028) filed separate Chapter 11 petitions on Jan. 7, 2013.
Judge Shannon also oversees the cases.

Duane David Werb, Esq., at Werb & Sullivan, serves as bankruptcy
counsel to Greenwood and US Tool.  Greenwood estimated $1 million
to $10 million in assets and $10 million to $50 million in debts.
US Tool & Engineering estimated under $1 million in assets and
$1 million to $10 million in debts.  The petitions were signed by
George S. Homeister, chairman.

Metavation, also known as Hillsdale Automotive, LLC, joined parent
Revstone in Chapter 11 on July 22, 2013 (Bankr. D. Del. Case No.
13-11831) to sell the bulk of its assets to industry rival Dayco
for $25 million, absent higher and better offers.

Metavation has tapped Pachulski as its counsel.  Pachulski also
serves as counsel to Revstone and Spara.  Metavation also has
tapped McDonald Hopkins PLC as special counsel, and Rust
Consulting/Omni Bankruptcy as claims agent and to provide
administrative services.  Stuart Maue is fee examiner.

Mark L. Desgrosseilliers, Esq., Ericka Fredricks Johnson, Esq.,
Steven K. Kortanek, Esq., and Matthew P. Ward, Esq., at Womble
Carlyle Sandridge & Rice, LLP, represent the Official Committee of
Unsecured Creditors in Revstone's case.

Boston Finance Group, LLC, a committee member, also has hired as
counsel Gregg M. Galardi, Esq., and Sarah E. Castle, Esq., at DLA
Piper LLP.


ROCK AIRPORT: Airstrip, Buildings & Lots to Be Sold Aug. 11
-----------------------------------------------------------
Natalie Lutz Cardiello, Trustee for the Chapter 11 bankruptcy
estate of Rock Airport of Pittsburgh, LLC, intends to sell all
real and personal property owned by Rock Airport of Pittsburgh,
including but not limited to, approximately 268.69 acres of real
property with various outbuildings and an airstrip, all located in
the Townships of West Deer and Indiana, Allegheny County,
Pennsylvania.

The Purchased Assets are being sold "as is," "where is," free and
clear of all liens and encumbrances, other than an easement for
the Electrical Grid to be granted to RPP, LLC.  The sale shall be
held in Courtroom B, 54th Floor, US Steel Tower, 600 Grant Street,
Pittsburgh, PA 15219 on August 21, 2014 at 9:00 a.m.

The Chapter 11 Trustee has entered into an Asset Sale and Purchase
Agreement with Alaskan Property Management Company, LLC, as
proposed buyer, on March 6, 2014.  The Chapter 11 Trustee has
received an initial offer of $6,000,000 for the Purchased Assets,
including the Real Property, personal property, and 100% of the
undivided Mineral Interests, including but not limited to, all
oil, gas, petroleum, and any and all conventional and
unconventional gas and liquid hydrocarbons and non hydrocarbons
contained in or associated with any formation, horizon, zone or
stratum and all products related thereto or derived therefrom.

The real property to be sold include the following Lot and Block
numbers:

     1219-R-00100-0000-00;
     1084-C-00290-0000-00;
     1219-H-00101-0000-00;
     1220-E-00264-0000-00;
     1220-E-00103-0000-00;
     1219-L-00025-0000-00;
     1362-L-00086-0000-00;
     1219-G-00075-0000-00; and
     1084-D-00084-0000-00

The Chapter 11 Trustee filed a Motion Seeking Order Approving Sale
of Property Free and Clear of All Liens, Claims, and Encumbrances
filed March 28, 2014.

Higher or better offers will be considered at the sale hearing for
all or any portion of the Purchased Assets, including bids for
individual Parcels and/or the Mineral Interests independent of the
remaining Purchased Assets.

An existing electrical infrastructure commonly referred to as the
"Electrical Grid" is currently on the Real Property. Prior to the
sale of the Real Property to the Proposed Buyer or any other
purchaser, Rock Airport of Pittsburgh shall grant and convey to
RPP, LLC a permanent easement or right-of-way, substantially in a
form that creates, grants, declares, and conveys to RPP, LLC, or
its successors, and assigns a perpetual nonexclusive utility
easement, right-of-way, liberty, and privilege located upon and
within the Real Property and to run with the land for purposes of
operating, maintaining, altering, repairing, servicing, adding,
replacing, supplementing, upgrading, increasing, refitting,
renewing and/or removing the Electrical Grid. The Easement shall
be recorded prior to the closing of the sale. More information
regarding the Easement Agreement can be obtained from the Trustee.

In order to bid at the sale hearing, a prospective purchaser must
deposit an earnest money deposit in the sum of $150,000, unless
such offer is for less than all of the Purchased Assets, in which
case an earnest money deposit of 10% of the proposed purchase
price, with the Trustee and comply with the Bidding Procedures
approved by the Court, a copy of which can be obtained from the
Trustee. Anyone wishing to bid should review the Sale Motion for
complete terms and conditions of the sale. Any objection to the
sale must be filed with the Clerk's Office and a copy sent to the
Trustee at the address set forth below on or before August 11,
2014.

Additional information regarding the sale may be obtained by
accessing the Court's website at
http://www.pawb.uscourts.gov/easi.htmand contacting the Trustee:

     Natalie Lutz Cardiello, Esq.
     107 Huron Drive
     Carnegie, PA 15106
     Tel: 412-276-4043

Rock Airport of Pittsburgh, LLC, based in Pittsburgh,
Pennsylvania, filed for Chapter 11 bankruptcy (Bankr. W.D. Pa.
Case No. 09-23155) on April 30, 2009.  Robert O. Lampl, Esq.,
serves as Rock Airport's counsel.  In its petition, Rock Airport
estimated $1 million to $10 million in both assets and debts.  A
full-text copy of the petition, including the Debtor's list of 16
largest unsecured creditors, is available for free at
http://bankrupt.com/misc/pawb09-23155.pdf
The petition was signed by Rock Ferrone, president of the Company.

Its affiliate, Pittsburgh-based RPP LLC, filed for Chapter 11
bankruptcy (Bankr. W.D. Pa. Case No. 13-20868) on Feb. 28, 2013,
disclosing $6,710,000 in assets and $6,200,000 in liabilities.
Elliott J. Schuchardt, Esq., at Schuchardt Law Firm, serves as
RPP's counsel.  The petition was signed by Rock Ferrone, managing
member.


RAILWORKS CORP: 4th Cir. Remands CPG Dispute to Bankruptcy Court
----------------------------------------------------------------
Zvi Guttman, the Chapter 11 Litigation Trustee for the estate of
Railworks Corporation, filed suit to avoid and recover premium
payments that Railworks transferred to the Construction Program
Group, which later transferred them to TIG Insurance Company.
Railworks made the transfers within 90 days before Railworks filed
for bankruptcy protection.

The bankruptcy court granted summary judgment in favor of CPG,
thus preventing Guttman from avoiding and recovering the premium
payment transfers to CPG.  The district court vacated the
bankruptcy court's grant of summary judgment and remanded the case
to the bankruptcy court for further proceedings. CPG appealed.

In a July 28, 2014 decision available at http://is.gd/0H6vYtfrom
Leagle.com, the U.S. Court of Appeals for the Fourth Circuit held
that the bankruptcy court's grant of CPG's summary judgment motion
was proper.  "We reverse the district court's decision and remand
with instructions to reinstate the bankruptcy court's judgment,"
the Fourth Circuit held.

The appellate case is, ZVI GUTTMAN, Litigation Trustee, Plaintiff-
Appellee, v. CONSTRUCTION PROGRAM GROUP, Defendant-Appellant, No.
13-1931 (4th Cir.).

Construction Program Group is represented by Annapoorni Sankaran,
Esq. -- sankarana@gtlaw.com -- at Greenberg Traurig LLP; and Lori
S. Simpson, Esq., at Law Office of Lori Simpson LLC.

Founded in 1998, RailWorks Corporation -- http://www.railworks.com
-- provides reliable construction, maintenance, and material
solutions for the rail and rail-transit industries.  Baltimore-
based RailWorks Corp. and 22 of its affiliates filed voluntary
Chapter 11 petitions (Bankr. D. Md. Case Nos. 01-64463 through
01-64485) on Sept. 21, 2001, Judge E. Stephen Derby presiding.
Whiteford, Taylor & Preston L.L.P., served as bankruptcy counsel.
In November 2002, RailWorks emerged from bankruptcy as a privately
held company.  It received approval of its reorganization plan
effective Oct. 1, 2002.  Pursuant to the confirmed plan for
reorganization, a litigation trust was created, and it included
claims for recovery of avoidable transfers.


SAFEWAY INC: S&P to Lower Rating on Outstanding Notes to 'CCC+'
---------------------------------------------------------------
Standard & Poor's Ratings Services said its ratings on the
Pleasanton, Calif.-based Safeway Inc., including the 'BBB'
corporate credit rating, remain on CreditWatch with negative
implications, where S&P placed them on Feb. 20, 2014.  This
follows Albertson's Holdings Inc.'s debt issuance to fund the
purchase of Safeway Inc.

Ratings on Safeway Inc. are not affected by Holdings' debt
issuance, but S&P still expects to equalize the rating with that
of Albertson's Holdings LLC after the purchase gets regulatory
approval, likely in late 2014.  At that point, S&P expects to
lower the ratings on Safeway's outstanding notes (including the
5.00% senior notes due 2019, its 3.95% notes due 2020, its 4.75%
senior notes due 2021, 7.45% debentures due 2027, and 7.25%
debentures due 2031) to 'CCC+' with '6' recovery rating.  S&P will
rate these notes two notches below the prospective corporate
credit rating.

"The rating on Albertson's Holdings LLC, the likely future parent
of Safeway Inc., reflects the substantial amount of leverage over
the near and intermediate term after issuing about $6.2 billion of
additional debt to fund the transaction," said credit analyst
Charles Pinson-Rose.  "We expect the company has a large amount of
cost synergies that will be realized within the first four to five
years after the merger, with a good portion of the first year."

Upon getting regulatory approval (with closing expected shortly
thereafter), S&P expects to link the rating on Safeway Inc. to
Albertson's Holdings Inc. and lower the rating on Safeway's
outstanding notes and debentures to 'CCC+' from 'BBB'.  S&P would
expect the transaction to close shortly thereafter.

If the deal is not completed for any reason, which S&P considers a
very low probability at this point, it would assess Safeway's
operating strategies and financial policies as a combined company
and subsequently determine the appropriate rating action.


SEA SHELL COLLECTIONS: Case Summary & 12 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: Sea Shell Collections, LLC
        800-888 Gulf Breeze Pkwy
        Gulf Breeze, FL 32561

Case No.: 14-30813

Type of Business: Owns a Publix-Anchored shopping
                  Center development located in Gulf Breeze,
                  Florida, at the northeast corner of Highway 98
                  and Daniel Drive

Chapter 11 Petition Date: July 29, 2014

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

Judge: Hon. William S. Shulman

Debtor's Counsel: Jeffery J. Hartley, Esq.
                  HELMSING, LEACH, HERLONG, NEWMAN & ROUSE, P.C.
                  P.O. Box 2767
                  Mobile, AL 36652
                  Tel: 251-432-5521
                  Fax: 251-432-0633
                  E-mail: jjh@helmsinglaw.com

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Mary Moulton, VP of Member-Moulton
Properties Inc.

List of Debtor's 12 Largest Unsecured Creditors:

   Entity                         Nature of Claim    Claim Amount
   ------                         ---------------    ------------
Allen D. Davis                    Note and Mortgage   $924,441
Shirley D. Davis                  Holder              Collateral
214 Dolphin Street                                    $23,200,000
Gulf Breeze, Fl 32561                                 Unsecured:
                                                      $771,722

Stephen Stewart Enterprises Inc.  Note Holder         $746,395
820 South K Street
Pensacola, FL 32502

Santa Rosa County Tax Collector   Property            $267,917
P.O. Box 7100                     Taxes
Milton, FL 32572-7100

Clark, Partington, Hart, Larry,   Professional         $42,110
Bond & Stackhouse                 Fees
P.O. Box 13010
Pensacola, FL 32591-3010

Durney Properties Inc.            Panera               $23,850
220 South Palafox Place           Commission
Pensacola, FL 32502

Trademark Properties              Panera               $23,850
                                  Commission

Armstrong Electric Co. Inc.       Electrical Work      $15,963

Caldwell Associates Architects    Professional         $13,907
Inc.                              Fees

L Pugh & Assoc Inc.               Fire Sprinkler        $9,137

MM1 Mechanical Contractors Inc.   Plumbing Services     $7,225

Mitchell C. Salva                 Cabinet Work            $201

Ace Hardware of Gulf Breeze       Open Account             $47


SHERMAN INDUSTRY: Case Converted to Chapter 7 Liquidation
---------------------------------------------------------
Tom Incantalupo, writing for NewsDay, reported that U.S.
Bankruptcy Court Judge Alan S. Trust in Central Islip, New York,
ordered that Sherman Industry Inc.'s Chapter 11 bankruptcy be
converted to a liquidation under Chapter 7 of the Bankruptcy Code.
Sherman Industry Inc., a Westbury home remodeler, lost its
licenses to operate on Long Island amid consumer complaints.

NewsDay earlier reported that the United States Trustee has asked
the Bankruptcy Court to dismiss the Chapter 11 case.

Sherman Industry Inc. is a Westbury, NY-based geothermal heating
and cooling installation company that lost licenses to operate on
Long Island after dozens of consumer complaints.  Sherman filed a
Chapter 11 petition (Bankr. E.D.N.Y. Case No. 14-72944) on June
25, 2014, in Central Islip.  Judge Alan S Trust presides over the
case.  Gary C Fischoff, Esq., at Berger, Fischoff & Shumer, LLP,
serves as the Debtor's counsel.

Sherman estimated assets of $500,000 to $1 million, and
liabilities of $1 million to $10 million in its bankruptcy
petition, which was signed by Thomas Sherman, Sr., authorized
individual.


SIMPLEXITY LLC: Plan Filing Date Extended to Sept. 12
-----------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware entered an order extending the plan period for
Simplexity, LLC, et al., through and including Sept. 12, 2014, and
the solicitation period through and including Nov. 12.

Judge Gross also approved a fourth stipulation extending until
Aug. 14 the investigation period for a challenge under the Final
DIP and Cash Collateral Order with respect to the Official
Committee of Unsecured Creditors, the Debtors, Adeptio Funding,
LLC, Versa Capital Management, and affiliates of Adeptio and
Versa.  With respect to all other parties-in-interest,
"investigation period" means July 18.

                      About Simplexity

Simplexity, LLC, sought protection under Chapter 11 of the
Bankruptcy Code on March 16, 2014 (Case No. 14-10569, Bankr.
D.Del.).  The case is before Judge Kevin Gross.  The Debtors'
counsel is Kenneth J. Enos, Esq., and Robert S. Brady, Esq., at
Young, Conaway, Stargatt & Taylor, LLP, in Wilmington, Delaware.
Prime Clerk LLC serves as claims and noticing agent.  Simplexity
hired Rutberg & Co. as investment banker.

Simplexity LLC and Simplexity Services LLC both estimated
$10 million to $50 million in assets, and $50 million to $100
million in liabilities.

The U.S. Trustee for Region 3 appointed five members to an
official committee of unsecured creditors.  Peter S. Partee, Sr.,
Esq., and Michael P. Richman, Esq., at Hunton & Williams LLP, in
New York; and Christopher A. Ward, Esq., and Shanti M. Katona,
Esq., at Polsinelli PC, in Wilmington, Delaware, represent the
Committee.


SINCLAIR BROADCAST: Issued $550 Million of Unsecured Notes
----------------------------------------------------------
Sinclair Broadcast Group, Inc., announced that its wholly-owned
subsidiary, Sinclair Television Group, Inc., has closed its
private offering of $550 million aggregate principal amount of
senior unsecured notes due 2024.  The Notes were priced at 100% of
their par value and will bear interest at a rate of 5.625% per
annum payable semi-annually on February 1 and August 1, commencing
Feb. 1, 2015.

The net proceeds from the private placement of Notes, together
with $400 million of incremental term B loans, and a draw under
the Company's revolving credit facility or cash on hand are
intended to be used to fund the acquisition of the Allbritton
television stations and for general corporate purposes.

Additional information is available for free at:

                        http://is.gd/1KdpVG

                     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: To Reject Leases at 5 Outlets; Taps Hilco for GOB Sales
----------------------------------------------------------------
Alison A. Nieder, writing for ApparelNews.net, reported that SJC
Inc., which operates the Silver Jeans retail stores, decided to
file for Chapter 11 after attempts to renegotiate leases proved
unsuccessful.  According to court filings, SJC plans to reject the
leases at five locations and hopes to liquidate its assets, which
include inventory, furniture, fixtures and accounts receivables
for goods sold.  SJC has no secured debt, according to the
bankruptcy filing. Its largest creditor is Western Glove Works,
which is currently owed $7,153,022, court documents state.

The report says SCJ plans to enlist Hilco Merchant Resources LLC
to liquidate its assets and retain most of its 44 employees to
assist in store-closing sales and to wind down the business.  If
the plan is approved, stores would close by Aug. 31.

SJC, Inc., fka Silver Jeans Company, Inc., based in Burbank,
California, filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
No. 14-11763) on July 21, 2014, listing under $10 million in
assets, and $10 million to $50 million in liabilities.  Judge Mary
F. Walrath presides over the case.  Joseph H. Huston, Jr., Esq.,
at Stevens & Lee, P.C.; and lawyers at Bernstein, Shur, Sawyer &
Nelson, P.A., serve as SJC's counsel.  The petition was signed by
Scott Merrell, president.  A list of the Debtor's 20 largest
unsecured creditors is available for free at
http://bankrupt.com/misc/deb14-11763.pdf


SOUPMAN INC: Reports $298K Net Loss in May 31 Quarter
-----------------------------------------------------
Soupman, Inc., filed its quarterly report on Form 10-Q, disclosing
net loss of $298,541 on $756,034 of total revenue for the three
months ended May 31, 2014, as compared with a net loss of $520,977
on $496,154 of total revenue for the same period last year.

The Company's balance sheet at May 31, 2014, showed
$1.17 million in total assets, $10.96 million in total
liabilities, and a stockholders' deficit of $9.79 million.

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

                       http://is.gd/c8GEwX

                        About Soupman Inc.

Staten Island, New York-based Soupman, Inc., currently
manufactures and sells soup to grocery chains and other outlets
and to its franchised restaurants under the brand name "The
Original Soupman".

After auditing the financial statements for fiscal year ended
Aug. 31, 2011, Berman & Company, P.A., in Boca Raton, Florida,
expressed substantial doubt about Soupman's ability to continue as
a going concern.  The independent auditors noted that the Company
has a net loss of $6.21 million and net cash used in operations of
$2.11 million for the year ended Aug. 31, 2011; and has a working
capital deficit of $5.47 million, and a stockholders' deficit of
$4.68 million at Aug. 31, 2011.

The Company's balance sheet at May 31, 2012, showed $902,004 in
total assets, $7.88 million in total liabilities, all current, and
a $6.98 million total stockholders' deficit.


SOUTHERN STATES COOP: S&P Keeps 'B' CCR & Revises Outlook to Neg.
-----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
Richmond, Va.-based Southern States Cooperative Inc., including
the 'B' corporate credit rating, and revised the outlook to
negative from stable.  S&P believes Southern States will have
about $135 million in reported debt outstanding as of June 30,
2014.

"The outlook revision to negative reflects our belief that fiscal
2014 financial performance will be significantly weaker than that
of the prior year based in part on the company's revised outlook
after its third quarter," said Standard & Poor's credit analyst
Chris Johnson.  "We believe Southern States' fiscal 2014 earnings
will weaken because of a significantly shortened spring selling
season, which primarily impacted the cooperative key agronomy
segment sales volumes.  We do not believe these trends will
necessarily repeat during the next year and are currently
forecasting the company's adjusted EBITDA to partially rebound in
fiscal 2015."

Standard & Poor's expects Southern States' adjusted EBITDA will
decline by more than 20% year over year in fiscal 2014, resulting
in a ratio of total debt to EBITDA greater than 5x and funds from
operations to total debt below 12%.  Moreover, based on the
anticipated weak sales volumes, S&P believes working capital will
be negative in fiscal 2014, resulting in negative free cash flows.
"If this anticipated performance were to repeat in 2015, we
believe the company's liquidity, including significant year-end
cash balances in excess of $50 million, could be pressured and
lead to a lower rating," said Mr. Johnson.

In S&P's view, the cooperative has a defendable market position as
a regional distributor on the U.S. East Coast, with an installed
wholesale and retail distribution footprint across key farming
areas. Still, its sales and operating performance are largely
dependent on its spring selling season (ahead of farmers' planting
seasons), when the cooperative historically generates more than
60% of its EBITDA.  Based on this and other variables (such as
weak regional diversification, weather, farmer profitability, and
global agricultural commodity supply and demand conditions), S&P
believes the cooperative will continue to be subject to ongoing
earnings volatility.


SOUTHWEST COMMUNITY BANK: Director Indicted for Bankruptcy Fraud
----------------------------------------------------------------
Tammy Dickinson, United States Attorney for the Western District
of Missouri, said a Springfield, Mo., businessman has been
indicted by a federal grand jury for additional bankruptcy fraud,
after being indicted last year for a series of bank fraud and wire
fraud schemes that totaled more than $3.3 million in losses.

Richard Thomas Gregg, 59, of Springfield, was charged in a 25-
count indictment returned by a federal grand jury on July 24,
2014. This superseding indictment replaces the original indictment
returned on Feb. 28, 2013, and adds eight additional counts of
bankruptcy fraud.

Gregg is charged with four counts of bank fraud, 10 counts of
money laundering, two counts of wire fraud and nine counts of
bankruptcy fraud.

Gregg was the principal shareholder and director of Southwest
Community Bank in Springfield, which failed in May 2010. He and
his wife were majority shareholders in Glasgow Savings Bank in
Glasgow, Mo., which failed in 2012. Prior to Glasgow Savings
Bank?s failure, it was one of the oldest operating banks west of
the Mississippi River. Gregg was also a real estate developer, an
investor and a licensed insurance agent for the Shelter Mutual
Insurance Company. Gregg had ownership interest in and controlled
a number of business entities.

More Than $180 Million in Debt

According to the indictment, Gregg and his business entities
accumulated substantial debt.  On the May 14, 2013, statement of
financial affairs Gregg filed in his personal bankruptcy case, he
reported owning assets valued at $145,030,779 and total debts of
$325,512,798, reflecting a deficiency of $180,482,019. As of Feb.
28, 2013, the indictment says, approximately $14.6 million of the
known debt attributable to Gregg and his business entities had
been "charged off" by the creditor financial institutions, meaning
they had defaulted and the financial institution had "written off"
part or all of the loan because it determined the debt was not
collectable.

Bankruptcy Fraud

Gregg was a managing member of and decision maker for 1717 Market
Place, LLC. He was also designated as the tax matter partner for
1717 Market Place and provided the information to accountants who
prepared tax returns for 1717 Market Place. On July 17, 2012, 1717
Market Place filed a Chapter 11 voluntary bankruptcy petition,
which was dismissed on March 12, 2013.

Gregg was charged in the original indictment with one count of
bankruptcy fraud. On Aug. 14, 2012, Gregg allegedly made false
declarations by submitting false Schedules of Assets and
Liabilities and a false Statement of Financial Affairs (SOFA) in
his bankruptcy proceedings. Gregg stated that the bankruptcy
debtor, 1717 Marketplace, LLC, owed him $868,000 for a "personal
loan," and owed another person $801,000 for a "personal loan." In
fact, as Gregg knew, neither he nor the other person had lent 1717
Marketplace, LLC funds in those amounts.

Four of the additional eight counts of bankruptcy fraud also
relate to the false statements made by Gregg in the same
bankruptcy proceedings.

In submitting the company?s schedules and SOFA, Gregg allegedly
omitted any reference to substantial amounts (in excess of $9
million) that he and others owed to 1717 Marketplace. He also
allegedly omitted any reference to the company?s payments,
totaling approximately $151,000, to himself and another person
within the year immediately preceding the date of the bankruptcy
filing. Gregg allegedly omitted any reference to his transfer by
warranty deed of his interest in two parcels of real estate, a
97.2-acre tract and a 6.4-acre tract, both in Nixa, Mo.

Four of the additional counts of bankruptcy fraud relate to the
allegedly fraudulent transfer of property in Gregg?s personal
bankruptcy case, which he filed after having been indicted last
year for, among other crimes, bankruptcy fraud.

The indictment alleges that Gregg, in contemplation of his
bankruptcy case and with the intent to defeat the provisions of
Title 11, transferred his interest in two parcels of real estate,
the 97.2-acre tract and the 6.4-acre tract in Nixa. The indictment
also alleges that Gregg, with the intent to defeat the provisions
of Title 11, fraudulently transferred property of the bankruptcy
estate when he filed a document with the Christian County Recorder
of Deeds that purported to place $250 million in liens on the real
and personal property of Gregg and the entities he owned and
controlled.

The indictment also alleges that Gregg, with the intent to defeat
the provisions of Title 11, fraudulently transferred property of
the bankruptcy estate when he signed an offer that purported to
place liens on the real and personal property of Gregg and the
entities he owned and controlled. On May 24, 2013, after his
personal Chapter 11 bankruptcy case was converted to Chapter 7 and
a trustee was appointed, Gregg accepted an offer on behalf of FRS,
LLC, and 1717 Market Place, of $40 million "in the form of
Property Tax Abatement based on a certain lien recording against
this subject property." According to the indictment, however,
Gregg?s interests in those companies and in his personal property
had become the property of the bankruptcy estate upon the
commencement of his personal case on March 19, 2013.

The remaining charges contained in the superseding indictment
remain unchanged from the original indictment.

Fremont Property

The federal indictment alleges that Gregg engaged in a scheme to
defraud Southwest Community Bank in 2008. As a part of this bank
fraud scheme, the indictment says, Gregg sold the bank a piece of
commercial real estate at 2814 S. Fremont in Springfield for
$1,551,944. Gregg allegedly knew that amount was significantly
above fair market value.

Gregg, who was Southwest Community Bank?s principal shareholder
and was on its Board of Directors, did not disclose to the bank
that he had purchased that property for $775,000 a few months
earlier, the indictment says, nor did he disclose to the bank that
two appraisals had been conducted on the property in recent
months. One appraisal valued the property at $762,000. The second
appraisal was cancelled when Gregg disagreed with the preliminary
work. After Gregg cancelled the appraisal, the indictment says,
his son (who worked at Southwest Community Bank) ordered an
appraisal of the Fremont property by another appraiser, who valued
the property at $1,580,000. Gregg allegedly did not disclose to
the bank that this appraisal was not an independent valuation of
the property, but rather was something Gregg had, in essence,
directed.

The indictment charges Gregg with four counts of money laundering
related to this bank fraud scheme.

Stock Shares

In February 2009 Gregg borrowed $2 million from Great Southern
Bank, using 160,000 shares of stock for First Bancshares, Inc.
(FBSI), the holding company for First Homes Savings Bank, as
collateral. Gregg physically deposited the stock certificate with
Great Southern Bank.

According to the indictment, on May 6, 2009, with a $1.5 million
balance remaining on the loan from Great Southern Bank, Gregg
checked out the original FBSI stock certificate from Great
Southern Bank, using as a pretext the stated purpose of separating
the large certificate into multiple smaller certificates.  He
signed a trust receipt promising to return to the certificate to
the bank within 30 days. Instead, the indictment says, Gregg
deposited the collateralized FBSI shares into his account at
Scottrade, a privately-owned retail brokerage firm located in St.
Louis, Mo. On May 28, 2009, Gregg allegedly borrowed $440,000 from
Scottrade, from the margin account on which the defendant used the
FBSI stock as collateral. Gregg chose not to return the FBSI
certificate or any proceeds he received to Great Southern Bank,
according to the indictment, and instead used the funds for other
purposes.

Collectible Cars

The federal indictment charges Gregg with two counts of bank fraud
related to schemes to use collectible automobiles as collateral to
obtain loans, then sell the automobiles without paying back the
loans. In January and February 2010 Gregg allegedly executed
separate but related schemes to defraud Great Southern Bank,
Metropolitan National Bank and People?s Bank of the Ozarks. As a
part of these schemes, the indictment says, Gregg sold seven
collectible automobiles at the Barrett-Jackson Auto Auction in
Scottsdale, Ariz. Five of the automobiles were encumbered at the
three banks.

According to the indictment, Gregg borrowed $400,000 from Great
Southern Bank in October 2007, which he secured with four
collectible automobiles, including a 2006 Ford GT. Gregg consigned
the 2006 Ford GT with the Barrett-Jackson Auto Auction in
Scottsdale, Ariz., where on Jan. 23, 2010, the vehicle was sold at
auction for approximately $150,000. Gregg allegedly chose to not
return the proceeds of the sale of the Ford GT ($138,000 after
deducting the auctioneer?s fee) to Great Southern Bank and instead
used the funds for other purposes. When Gregg defaulted on the
loan, Great Southern Bank realized a $129,644 loss.

According to the indictment, Gregg borrowed $400,000 from
Metropolitan National Bank in 2005. He secured this loan with a
"floor plan" financing, meaning the loan was a revolving line of
credit made against specific pieces of collateral, in this case
automobiles. When each vehicle on the floor plan was sold, the
loan advanced against that piece of collateral was to be repaid.
This loan was renewed in December 2009. In January 2010, the
collateral included a 1971 Chevy Cheyenne Pickup. The portion of
the loan?s balance collateralized by the 1971 Chevy Cheyenne
Pickup was $17,221. Gregg also consigned the 1971 Chevy Cheyenne
Pickup with the Barrett-Jackson Auto Auction, the indictment says,
and it was sold for approximately $29,000. Gregg allegedly chose
to not return the proceeds of the sale ($26,680 after deducting
the auctioneer?s fees) to Metropolitan National Bank and instead
used the funds for other purposes. When Gregg defaulted on the
loan, Metropolitan National Bank realized a $17,221 loss.

The indictment charges Gregg with six counts of money laundering
related to these bank fraud schemes.

Oklahoma Casinos

The federal indictment charges Gregg with two counts of wire fraud
related to bounced checks at two Oklahoma casinos.

On Jan. 3,2012 Gregg allegedly presented five checks, payable to
Buffalo Run Casino in Miami, Okla., each in the amount of $10,000.
Gregg allegedly knew his credit union account contained
insufficient funds to cover those checks.

Between Feb. 16 and March 1, 2012, Gregg allegedly presented five
checks payable to Downstream Casino and Resort in Quapaw, Okla.,
in the total amount of $60,000. Gregg allegedly knew his bank
account contained insufficient funds to cover those checks.

This case is being prosecuted by Assistant U.S. Attorney Steven M.
Mohlhenrich. It was investigated by the FDIC Office of Inspector
General and IRS-Criminal Investigation.


STEVIA CORP: Li and Company Raises Going Concern Doubt
------------------------------------------------------
Stevia Corp. filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K for the fiscal year
ended March 31, 2014.

Li and Company, PC, expressed substantial doubt about the
Company's ability to continue as a going concern, citing that the
Company had an accumulated deficit at March 31, 2014, a net loss
and net cash used in operating activities for the fiscal year then
ended.

The Company reported a net loss of $9.24 million on $6.37 million
of revenues for the fiscal year ended March 31, 2014, compared
with a net loss of $2.04 million on $2.17 million of revenues last
year.

The Company's balance sheet at March 31, 2014, showed $4.39
million in total assets, $6.75 million in total liabilities, and a
stockholders' deficit of $2.36 million.

A copy of the Form 10-K is available at:

                       http://is.gd/oW6hKt

Indianapolis, Indiana-based Stevia Corp. was incorporated on
May 21, 2007, in the State of Nevada under the name Interpro
Management Corp.  On March 4, 2011, the Company changed its name
to Stevia Corp. and effectuated a 35 for 1 forward stock split of
all of its issued and outstanding shares of common stock.

The Company has yet to generate significant revenue.  It plans to
generate revenues by (i) providing farm management services, which
will provide protocols and other services to agriculture,
aquaculture, and livestock  operators, (ii) the sale of inputs
such as fertilizer and feed to agriculture, aquaculture and
livestock operators, (iii) the sale of crops and seafood produced
under contract farming and (iv) the sale of products derived
from the stevia plant.


SUNDANCE STRATEGIES: Mantyla McReynolds Raises Going Concern Doubt
------------------------------------------------------------------
Sundance Strategies, 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.

Mantyla McReynolds, LLC, expressed substantial doubt about the
Company's ability to continue as a going concern, citing that the
Company has incurred losses since inception and has negative
operating cash flows.

The Company reported a net loss of $206,138 on $508,411 of
interest income on investment in net insurance benefits for the
fiscal year ended March 31, 2014, as compared with a net loss of
$104,651 on $nil of interest income on investment in net insurance
benefits last year.

The Company's balance sheet at March 31, 2014, showed $17.08
million in total assets, $1.6 million in total liabilities, and
stockholders' equity of $15.48 million.

A copy of the Form 10-K is available at:

                       http://is.gd/AHIGgd

Sundance Strategies, Inc., a specialty financial services company,
engages in the life insurance secondary market settlement
activities in the United States.  It is involved in purchasing or
acquiring life insurance policies and residual interests in or
financial products tied to life insurance policies, including
notes, drafts, acceptances, open accounts receivable, and other
obligations representing part or all of the sales price of
insurance, life settlements, and related insurance contracts.  The
company is based in Provo, Utah.


TRANSFIRST HOLDINGS: S&P Retains 'B' Rating on $500MM Term Loan
---------------------------------------------------------------
Standard & Poor's Ratings Services announced that ratings on
TransFirst Holdings Inc. are unchanged following the company's
announcement to increase its first-lien term loan due 2017 by $100
million.  The company intends to use net proceeds from the
transaction to fund a preferred and common dividend payment.

The ratings on TransFirst reflects S&P's "weak" business risk
profile assessment of the company, incorporating a modest business
position as a domestic merchant payment processor, strong client
diversity, and moderate merchant client attrition.  The ratings
also reflect the company's "highly leveraged" financial risk
profile, based on its leverage of about 7x as of March 31, 2014,
including preferred stock.

RATINGS LIST

TransFirst Holdings Inc.
Corporate Credit Rating          B/Stable/--

Ratings Unchanged

TransFirst Holdings Inc.
Senior Secured
  $500M* term loan due 2017       B
   Recovery Rating                3

*Following $100M add-on.


UNIVERSAL COOPERATIVES: Approved to Sell Substantially All Assets
-----------------------------------------------------------------
The Bankruptcy Court authorized Universal Cooperatives, Inc., et
al., to sell all or substantially all of the assets of Bridon
Cordage and Heritage Trading Company, LLC and certain assets of
Universal pursuant to a revised asset purchase agreement.

As reported in the Troubled Company Reporter on July 24, 2014;
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reported that the Debtor will sell its Bridon baler twine unit,
its Heritage livestock equipment distribution unit and other
assets to BCHU Acquisition LLC for $16 million plus assumption of
specified liabilities, unless a better offer is made at auction.

According to the report, competing bids will be due Aug. 18, with
an auction on Aug. 20 and a hearing to approve sale on Aug. 25.
BCHU's contract requires completion of the sale by Aug. 31.

On July 18, the Official Committee of Unsecured Creditors objected
to the Sale Motion stating, among other things:

   -- it is concerned that the purchase price in the APA inflates
what will actually be paid under the APA at closing and therefore
could chill bidding.  The APA includes purchase price adjustments.
Upon information and belief, the proposed purchase price of
$16 million of the APA may be overstated by perhaps $4 million or
more as the adjustment calculation, as presently structured, will
substantially depress the actual amount paid by the proposed
purchaser in the event the proposed purchaser's bid is accepted.

   -- it is concerned that the $480,000 break-up fee and expense
reimbursement is excessive and must not be approved.

                   About Universal Cooperatives

As an inter-regional farm supply cooperative, Universal
Cooperatives, Inc. consolidates the purchasing power of its
members to procure, and/or manufacture, and distribute high
quality products at competitive prices. Universal has 14 voting
members and over 50 associate members.

Eagan, Minnesota-based Universal Cooperatives and its affiliates
sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-
11187) on May 11, 2014.  The debtor-affiliates are Heritage
Trading Company, LLC; Bridon Cordage LLC; Universal Crop
Protection Alliance, LLC; Agrilon International, LLC; and Pavalon,
Inc.  UCI do Brasil, a majority-owned subsidiary located in
Brazil, is not a debtor in the Chapter 11 cases

The cases are assigned to Judge Mary F. Walrath.

Universal estimated $1 million to $10 million in assets and $10
million to $50 million in debt.  Heritage estimated less than $10
million in assets and debt.

The Debtors have tapped Travis G. Buchanan, Esq., Robert S. Brady,
Esq., Andrew L. Magaziner, Esq., and Travis G. Buchanan, Esq., at
Young Conaway Stargatt & Taylor, LLP; and Mark L. Prager, Esq.,
Michael J. Small, Esq., and Emil P. Khatchatourian, Esq., at Foley
& Lardner LLP, as counsel; The Keystone Group, as financial
advisor and Prime Clerk as notice and claims agent.

Bank of America, N.A., as agent for the DIP Lenders, is
represented by Daniel J. McGuire, Edward Kosmowski, Esq., and
Gregory M. Gartland, Esq., at Winston & Strawn, LLP.

The United States Trustee for Region 3 has appointed seven members
to the Official Committee of Unsecured Creditors, which is
represented by Sharon Levine, Esq., Bruce S. Nathan, Esq., and
Timothy R. Wheeler, Esq., at LOWENSTEIN SANDLER LLP, in Roseland,
New Jersey; and Jamie L. Edmonson, Esq., and Daniel A. O'Brien,
Esq., at VENABLE LLP, in Wilmington, Delaware.


UNIVERSAL COOPERATIVES: Aug. 6 Hearing on Lease Decision Period
---------------------------------------------------------------
The Bankruptcy Court will convene a hearing on Aug. 6, 2014, at
11:30 a.m., to consider Universal Cooperatives, Inc., et al.'s
motion to extend their time to decide on unexpired leases.
Objections, if any, were due July 30, at 4:00 p.m.

According to the Debtors, they needed until Dec. 7, 2014, to
decide whether to assume or reject unexpired leases of
nonresidential real property in connection with the sale of
certain assets to BCHU Acquisition LLC.

                   About Universal Cooperatives

As an inter-regional farm supply cooperative, Universal
Cooperatives, Inc. consolidates the purchasing power of its
members to procure, and/or manufacture, and distribute high
quality products at competitive prices. Universal has 14 voting
members and over 50 associate members.

Eagan, Minnesota-based Universal Cooperatives and its affiliates
sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-
11187) on May 11, 2014.  The debtor-affiliates are Heritage
Trading Company, LLC; Bridon Cordage LLC; Universal Crop
Protection Alliance, LLC; Agrilon International, LLC; and Pavalon,
Inc.  UCI do Brasil, a majority-owned subsidiary located in
Brazil, is not a debtor in the Chapter 11 cases

The cases are assigned to Judge Mary F. Walrath.

Universal estimated $1 million to $10 million in assets and $10
million to $50 million in debt.  Heritage estimated less than $10
million in assets and debt.

The Debtors have tapped Travis G. Buchanan, Esq., Robert S. Brady,
Esq., Andrew L. Magaziner, Esq., and Travis G. Buchanan, Esq., at
Young Conaway Stargatt & Taylor, LLP; and Mark L. Prager, Esq.,
Michael J. Small, Esq., and Emil P. Khatchatourian, Esq., at Foley
& Lardner LLP, as counsel; The Keystone Group, as financial
advisor and Prime Clerk as notice and claims agent.

Bank of America, N.A., as agent for the DIP Lenders, is
represented by Daniel J. McGuire, Edward Kosmowski, Esq., and
Gregory M. Gartland, Esq., at Winston & Strawn, LLP.

The United States Trustee for Region 3 has appointed seven members
to the Official Committee of Unsecured Creditors, which is
represented by Sharon Levine, Esq., Bruce S. Nathan, Esq., and
Timothy R. Wheeler, Esq., at LOWENSTEIN SANDLER LLP, in Roseland,
New Jersey; and Jamie L. Edmonson, Esq., and Daniel A. O'Brien,
Esq., at VENABLE LLP, in Wilmington, Delaware.


UNIVERSAL HEALTH CARE: Peak 10 Okayed to Maintain Computer Servers
------------------------------------------------------------------
The Bankruptcy Court, according to Universal Health Care Group,
Inc.'s case docket, has authorized Soneet Kapila, Chapter 11
trustee for Universal Health Care Group, Inc., to employ Peak 10,
Inc., to store and maintain certain computer servers.

According to the trustee:

   i) Peak will store and maintain the computer servers in
connection with the administration of the bankruptcy estate,
including evaluation of claims and third party litigation;

  ii) the computer servers also will be necessary in the event
that the Court agrees that centralized bankruptcy administration
of the Debtor's subsidiaries may be appropriate; and

iii) the Florida Department of Financial Services has notified
the trustee that the building that currently holds the servers
will be sold and that the servers needed to be moved out.

Peak will be compensated pursuant to a global settlement
agreement, as amended, which the Court approved on Oct. 24, 2013,
and April 24, 2014.  The modification, among other things,
provided financing for the storage and maintenance of the computer
servers.  BankUnited, N.A., in the modification, agreed to advance
(a) the costs (up to $16,000) associated with moving the computer
servers to a new location and (b) monthly costs (for a minimum of
three months at $14,934 a month) associated with maintaining the
computer servers.  Accordingly, the contract has been negotiated
for termination on relatively short notice.

A copy of the contract is available for free at:

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

              About Universal Health Care Group, Inc.

Universal Health Care Group, Inc., owns an insurance company and
three health-maintenance organizations that provide managed care
services for government sponsored health care programs, focusing
on Medicare and Medicaid.

Universal Health was founded in 2002 by Dr. A.K. Desai and grew
its operations of offering Medicare plans to more than 37,000
members to over 20 states.

Universal Health filed a Chapter 11 bankruptcy protection (Bankr.
M.D. Fla. Case No. 13-01520) on Feb. 6, 2013, after Florida
regulators moved to put two of the company's subsidiaries in
receivership.  Universal Health Care estimated assets of up to
$100 million and debt of less than $50 million in court filings in
Tampa, Florida.

Harley E. Riedel, Esq., at Stichter Riedel Blain & Prosser, in
Tampa, serves as counsel to the Debtor.

Soneet R. Kapila has been appointed the Chapter 11 Trustee in the
Debtor's case.  He is represented by Roberta A. Colton, Esq., at
Trenam, Kemker, Scharf, Barkin, Frye, O'Neill & Mullis, PA.
Dennis S. Jennis, Esq., and Jennis & Bowen, P.L., serve as special
conflicts counsel and E-Hounds, Inc. serves as a forensic imaging
consultant to the Chapter 11 trustee.


UNIVERSAL HEALTH SERVICES: Fitch Keeps 'BB+' Issuer Default Rating
------------------------------------------------------------------
Fitch Ratings has assigned a 'BBB-' rating to the $600 million of
senior secured bonds issued by Universal Health Services, Inc.
(NYSE: UHS), consisting of $300 million due 2019 and $300 million
due 2022.  The proceeds are expected to be used to refinance
existing indebtedness.

Assuming substantially all the debt proceeds are used for
refinancing, Fitch views the transaction as favorable to UHS's
credit profile, since it will refinance a portion of debt due in
the 2015-2016 timeframe.  At March 31, 2014, 2016 maturities
represented 86% of total debt outstanding.  Subsequent to this
transaction, this figure could fall to below 70%.

UHS has good flexibility at its current 'BB+' rating in the event
that not all the proceeds from this issuance are used for
refinancing existing debt.

UHS's Issuer Default Rating (IDR) is currently 'BB+'.  The Rating
Outlook is Stable.

KEY RATING DRIVERS

   -- UHS has continued to demonstrate a commitment to debt
      repayment, resulting in debt-to-EBITDA of 2.3x at March 31,
      2014 compared to 4.9x (reported) at Dec. 31, 2010.  Fitch
      expects UHS to operate with debt leverage of 2.25x-3x over
      the ratings horizon.

   -- Unlike many of its peers, UHS has not engaged in large-scale
      acquisitions since its $3.1 billion purchase of PSI in 2010.
      Fitch expects UHS to pursue moderately-sized, targeted
      acquisitions over the ratings horizon.  The 'BB+' rating
      provides ample flexibility for UHS to incur additional debt
      in order to participate in the ongoing consolidation of the
      U.S. healthcare provider space.

   -- Cash flows are strengthening on a stabilizing acute care
      business, better margins due to lower uncompensated care,
      and growing behavioral health operations.  Fitch anticipates
      that UHS will generate solid free cash flow (FCF) of $550
      million-$700 million in 2014-2015, compared to $477 million
      for the latest 12 month (LTM) period ended March 31, 2014.

   -- UHS's behavioral health business accounts for more than half
      of its overall revenues, providing business and revenue
      diversification as well as improved financial stability and
      profitability.  Good organic growth in the mid-single
      digits, driven by mental health parity rules and UHS's
      capacity growth initiatives, and moderate margin improvement
      are expected over the ratings horizon.

   -- UHS's same-hospital admissions were flat in 2013, better
      than the 2% and 2.2% declines in 2012 and 2011,
      respectively, and stronger than many of its for-profit
      peers.  Fitch expects moderately negative to possibly flat
      acute care inpatient admissions growth to be indicative of
      stable markets for the foreseeable future.  Pricing metrics
      continue to remain stable as lingering unfavorable payor mix
      has been offset by relatively strong commercial
      reimbursement rate increases.

   -- Fitch views the Affordable Care Act (ACA) as a net positive
      for UHS and its hospital operator peers.  Net revenue growth
      from declining uncompensated care, on a fairly constant cost
      base, will drive an increase in absolute profits during
      2014-2015.  Fitch believes it is likely, however, that
      profit gains will begin to erode in later years due to an
      overall constrained healthcare reimbursement environment.

RATING SENSITIVITIES

Maintenance of a 'BB+' IDR will require a continued demonstrated
commitment to operating with debt leverage below 3x, with FCF-to-
adjusted debt of 8% or higher.  Fitch notes that UHS has good
flexibility at the current 'BB+' level to consummate debt-funded
M&A, especially as it supports longer-term growth in light of
prevailing trends in healthcare (i.e. integrated care delivery,
physician employment, outpatient service line expansion, etc.).

A downgrade of UHS's IDR to 'BB' could result from pressured
margins and cash flows - or a large, leveraging transaction - that
results in debt leverage expected to be sustained above 3x and/or
FCF-to-gross adjusted debt below 8%.  Margin and cash flow
pressures of this magnitude are not likely to occur abruptly, but
could materialize due to severe pricing pressures or unfavorable
large-scale reform of Medicare and/or Medicaid programs.  Also,
the availability of single M&A transactions that could drive a
downgrade is limited.

An upgrade of UHS's IDR to 'BBB-' is unlikely in the near- to
intermediate-term, as Fitch views the risks around reimbursement
and other regulatory factors associated with healthcare providers
in the U.S. - and UHS's reliance on government payers - as
material going forward.  Furthermore, UHS's current ratings and
credit metrics provide the firm with flexibility to participate in
the consolidation of the healthcare provider space, which Fitch
expects to continue through the intermediate term.

MOST DEBT MATURES IN 2016, LIQUIDITY IS AMPLE

Available liquidity is sufficient.  Though UHS does not usually
carry large amounts of cash ($16 million at March 31, 2014), it
maintains an $800 million revolver, of which $743 million was
available at March 31, 2014.  UHS also maintains a $275 million
A/R facility, of which $115 million was available at March 31,
2014.

Debt maturities are manageable for the firm, though the bulk of
the outstanding term loans are due in August 2016 (2016 maturities
represent 86% of total debt).  Fitch expects UHS will have
adequate access to capital as it seeks to refinance its credit
facilities in advance of this date.  Estimated debt maturities at
March 31, 2014 are as follows: remainder of 2014: $56 million;
2015: $123 million; 2016: $2.77 billion; 2018: $250 million.

NOTCHING SCHEME

The secured debt rating is one notch above the IDR, illustrating
Fitch's expectation for superior recovery prospects in the event
of default. Furthermore, Fitch believes UHS has good financial
flexibility at the 'BB+' IDR, supporting the one-notch
differential.

The unsecured notes are rated one notch below the IDR to reflect
the substantial amount of secured debt to which they are
subordinated.  More than 90% of UHS's outstanding debt at March
31, 2014 was secured, reducing the potential recoveries for
unsecured creditors.

Fitch rates UHS as follows:

   -- IDR 'BB+';
   -- Senior secured bank facility 'BBB-';
   -- Senior secured bonds 'BBB-';
   -- Senior unsecured bonds 'BB'.

The Rating Outlook is Stable.


UNIVERSAL HEALTH SERVICES: S&P Affirms 'BB' Corp. Credit Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
for-profit hospital operator Universal Health Services Inc. to
positive from stable.  At the same time, S&P affirmed the 'BB'
corporate credit rating and all debt ratings.

"The outlook revision reflects our rising confidence in the
company's commitment to maintaining debt leverage below 3x,
despite the company having shifted to a more aggressive financial
policy several years back, with a large debt-financed
acquisition," said Standard & Poor's credit analyst David Kaplan.
"More recently, and especially over the last year, the company has
been establishing a firm track record of maintaining leverage
below 3x."

Universal Health Services owns and/or operates 24 acute care
hospitals and 193 behavioral health centers across more than 35
states.  The company also manages, owns outright, or owns in
partnership with physicians, five surgical hospitals and surgery
and radiation oncology centers.  Standard & Poor's assessment of
the company's business risk as "fair" reflects the benefit of
diversification between the acute care and behavioral health
business segments, as well as the positive historical trends and
strong margins in the behavioral health business.  S&P's business
risk profile also incorporates reimbursement risks in both
segments as well as pockets of geographic concentration, with the
top four states (Texas, Nevada, Florida, and California) totaling
about 58% of 2013 revenues.

Leverage of about 2.4x and the ratio of funds from operations to
debt of about 26% supports S&P's assessment of the company's
financial risk profile as "intermediate."  However, S&P currently
views Universal's financial policy as a negative, relative to
current leverage, given the company's past willingness to tolerate
a rise in adjusted pro forma leverage to 3.8x (in 2010 following a
large debt-financed acquisition, leverage was 5x).

"With Universal's continued commitment to maintain leverage below
3x, we are gradually regaining confidence in the company's
tolerance of this more conservative financial policy," said
Mr. Kaplan.


UNIVERSAL HEALTH SERVICES: S&P Assigns 'BB+' Rating on Sr. Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' issue-level
rating to Universal Health Services Inc.'s $300 million of senior
secured notes maturing 2019 and to the $300 million of senior
secured notes maturing 2022.  The recovery rating on these secured
obligations is '2', reflecting S&P's expectation of substantial
(70%-90%) recovery in the event of default.  This issuance
represents part of a broader refinancing plan that is leverage
neutral.

Universal Health Services owns and/or operates 24 acute care
hospitals and 193 behavioral health centers across more than 35
states.  The company also manages, owns outright, or owns in
partnership with physicians, five surgical hospitals, and surgery
and radiation oncology centers.  Behavioral health accounted for
about 50% of revenues and about 75% of EBITDA in 2013.  Its "fair"
business risk profile reflects the benefits of diversification
between the acute care and behavioral health business segments,
positive historical trends, strong margins in the behavioral
health business, as well as reimbursement risk and pockets of
geographic concentration.  Its "intermediate" financial risk
profile is supported by leverage of about 2.4x.

S&P's positive outlook on the corporate credit rating reflects the
potential for an upgrade within one year if it gains further
confidence in the company's commitment to generally maintaining
debt leverage below 3x.

RATINGS LIST

Universal Health Services Inc.
Corporate Credit Rating                 BB/Positive/--

New Rating
Universal Health Services Inc.
$300M senior secured notes due 2019      BB+
  Recovery rating                        2
$300M senior secured notes due 2022      BB+
  Recovery rating                        2


VERSO PAPER: Files Disclosure on Exchange Offer Transactions
------------------------------------------------------------
As previously announced by Verso Paper Corp. on July 24, 2014, its
subsidiaries, Verso Paper Holdings LLC and Verso Paper Inc.
amended their previously announced exchange offers and consent
solicitations with respect to their 8.75% Second Priority Senior
Secured Notes due 2019 and 11 3?8% Senior Subordinated Notes due
2016.

The terms and conditions of the Exchange Offers and Consent
Solicitations are set forth in the Issuers' Amended and Restated
Confidential Offering Memorandum and Consent Solicitation
Statement, dated July 24, 2014.

On July 28, the Company filed with the SEC a disclosure in
connection with the distribution of the Amended and Restated
Confidential Offering Memorandum and Consent Solicitation
Statement, a copy of which is available at http://is.gd/E70iqV

                            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.


VERMILLION INC: Hikes Annual Salary of CEO to $375,000
------------------------------------------------------
Vermillion, Inc., entered into an amended and restated employment
agreement with James T. LaFrance, the Chairman of the Board,
president and chief executive officer of the Company, on July 23,
2014.  The Amended and Restated Employment Agreement amends and
restates the Employment Agreement, effective as of April 23, 2014,
between Mr. LaFrance and the Company, and the Amended and Restated
Agreement is effective retroactively as of April 23, 2014.

The Amended and Restated Employment Agreement reduces from 800,000
to 348,500 the number of shares subject to the stock option
granted to Mr. LaFrance on April 23, 2014.

In addition, the Amended and Restated Employment Agreement
provides for a $103,000 special cash bonus that vests in four
equal installments of $25,750 on each of the Restatement Date and
the first, second and third anniversaries of the Effective Date,
so long as Mr. LaFrance remains in continuous service with the
Company through the applicable vesting date.

The Amended and Restated Employment Agreement increases Mr.
LaFrance's base salary from $225,000 per year to $375,000 per year
and provides that any such base salary that was earned on or after
the Effective Date but has not been paid prior to the Restatement
Date will be paid on the first payroll date following the
Restatement Date.

                          About Vermillion

Vermillion, Inc., is dedicated to the discovery, development and
commercialization of novel high-value diagnostic tests that help
physicians diagnose, treat and improve outcomes for patients.
Vermillion, along with its prestigious scientific collaborators,
has diagnostic programs in oncology, hematology, cardiology and
women's health.

The Company filed for Chapter 11 on March 30, 2009 (Bankr. D. Del.
Case No. 09-11091).  Vermillion's legal advisor in connection with
its successful reorganization efforts wass Paul, Hastings,
Janofsky & Walker LLP.  Vermillion emerged from bankruptcy in
January 2010.  The Plan called for the Company to pay all claims
in full and equity holders to retain control of the Company.

Vermillion incurred a net loss of $8.81 million in 2013, a net
loss of $7.14 million in 2012 and a net loss of $17.79 million in
2011.  As of March 31, 2014, the Company had $27.27 million in
total assets, $4.34 million in total liabilities and $22.92
million in total stockholders' equity.


VISANT HOLDING: S&P Revises Outlook on 'B' CCR to Stable
--------------------------------------------------------
Standard & Poor's Ratings Services revised its 'B' corporate
credit rating outlook on Armonk, N.Y.-based Visant Holding Corp.
to stable from negative, and affirmed all existing ratings on the
company and the company's debt.

At the same time S&P assigned the company's proposed $875 million
first-lien senior secured credit facility (consisting of a $775
million term loan and $100 million revolver) an issue-level rating
of 'BB-', with a recovery rating of '1', indicating S&P's
expectation for very high (90% to 100%) recovery for lenders in
the event of payment default.

The rating action follows Visant's announcement that it plans to
divest its Lehigh direct mail printing operation and its Arcade
sampling business.  After-tax proceeds from these asset sales will
be approximately $347 million.  The company will use these
proceeds along with cash on hand to prepay a portion of its
existing $1.1 billion term loan, which will facilitate the
refinancing of the remaining portion of term loan.  Pro forma for
these transactions, lease-adjusted leverage is approximately 7x
(as of June 30, 2014).

Although the asset sales decrease Visant's overall business
diversity, it allows the company to focus on its core school
affinity operations and improves its financial flexibility by
significantly decreasing outstanding debt and alleviating covenant
pressure.  S&P views Visant's core school affinity operation as a
mature business with limited opportunities for growth that is also
facing the risk of a long-term structural decline.  However, S&P
believes the company can maintain its leading market share due to
its long standing client relationships and breadth of product
offerings.

"The 'B' corporate credit rating on Visant reflects our
expectation that the company's soft revenue trends will continue
to pressure EBITDA and discretionary cash flow unless the company
can continue to effectively manage its cost structure.  Still, we
continue to assess Visant's business risk profile as "fair," given
the good competitive position, albeit in a market that is
contracting slightly.  We view Visant's financial risk profile as
"highly leveraged" because of its high debt level and an
aggressive financial policy, demonstrated by a large special
dividend in 2010.  Our management and governance assessment of the
company is "fair"," S&P said.


WINDSTREAM HOLDINGS: Fitch Maintains 'BB' IDR; Outlook Stable
-------------------------------------------------------------
Fitch Ratings believes that Windstream Holdings, Inc.'s (NASDAQ:
WIN) proposed separation of certain assets into a real estate
investment trust (REIT) and the continuation of its communications
business under Windstream Holdings will have no immediate effect
on debt issued by Windstream Corporation (Windstream) and its
subsidiaries.  Windstream is a wholly-owned subsidiary of
Windstream Holdings and has a Fitch Issuer Default Rating (IDR) of
'BB', with a Stable Rating Outlook.

To effect the transaction, Windstream will place its fiber and
copper transmission facilities (aerial and underground), central
office buildings, conduits, poles and other qualifying assets into
the REIT.  Windstream will then enter into a long-term master
lease agreement with the REIT to lease the facilities back under a
triple-net lease structure, with an initial payment of $650
million annually.  Windstream will maintain operational control of
the assets under the lease.

In the long term, Fitch believes the transaction improves
Windstream's credit profile, based on prospects for improved free
cash flow (FCF) and the potential for higher capital investment.
In addition, immediately after the transaction, Fitch estimates
Windstream's debt leverage will fall from approximately 3.8x to
3.3x, although this benefit will be partly offset by the rise in
lease adjusted leverage resulting from the master lease payment.

Following the close of the transaction, Windstream Holdings'
dividend policy will call for a $0.10 per share annual dividend,
and the REIT will pay an anticipated distribution of $0.60 (based
on a one-for-one share distribution), for a total of $0.70.  This
compares to the current annual dividend of $1.00 per share.  In
Fitch's view, the lower dividend will improve FCF and provide
Windstream with greater financial flexibility to invest more in
its business.  The lease will offer cash flow benefits to
Windstream as it is fully tax deductible.

The debt reduction will be accomplished by an exchange, as well as
debt repayment through the use of proceeds from a tax-basis
distribution to be received by Windstream Holdings.  Windstream's
management anticipates that the REIT will be leveraged at
approximately 5.4x.  With the split, the remaining telecom
business will focus on growth, while the REIT will continue as a
higher yielding entity.

The company has received a private letter ruling from the IRS.  In
addition, the transaction will require regulatory approvals,
including from certain state public utility commissions.

RATING SENSITIVITIES

A positive rating action could occur if:

   -- Revenues and EBITDA stabilize or demonstrate a return to
      growth on a sustained basis;

   -- Debt leverage becomes sustainable in a range moderately
      lower than Fitch's previous sensitivity (of 3.2x-3.5x on a
      gross basis) owing to the effect of the master lease payment
      on adjusted debt-to-EBITDAR.  Due to the material nature of
      the master lease payment, Fitch will use its total adjusted
      debt-to-operating EBITDAR leverage metric when examining
      Windstream's capital structure and leverage profile.

A negative rating action could occur if:

   -- Competitive and business conditions are such that the
      company no longer makes progress toward revenue and EBITDA
      stability;

   -- Debt leverage is expected to approach 4.0x or higher for a
      sustained period.


WINDSTREAM HOLDINGS: S&P Affirms 'BB-' CCR; Outlook Stable
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit rating on Little Rock, Ark.-based telecommunications
provider Windstream Holdings Inc.  The outlook is stable.

At the same time, S&P placed the 'B' issue-level rating on
Windstream's senior unsecured debt on CreditWatch with positive
implications.  S&P expects to raise the issue-level rating on the
unsecured debt by one notch when the transaction closes.

This action follows the company's announcement that it will spin
off a portion of its fiber and copper plant assets, along with its
consumer CLEC business, into a REIT.  Under the transaction,
Windstream will enter into a long-term triple net exclusive lease
with the REIT with an initial rent payment of about $650 million
per year.  Windstream will operate and maintain the assets.  The
company expects the REIT will raise about $3.5 billion of new
debt, which they will use to repay about $3.2 billion of existing
debt at Windstream, resulting in a modest reduction in reported
leverage.  Completion of the proposed spin-off is subject to
regulatory approvals and is expected to close in the first quarter
of 2015.

The rating affirmation reflects S&P's view, that in aggregate, the
transaction does not materially benefit or worsen the company's
overall credit quality.  S&P's assessment is based on the
following factors:

   -- Windstream's discretionary cash flow (DCF) will improve
      because of its planned dividend reduction and lower cash tax
      payments, which more than offset lower EBITDA as a result of
      the lease payments.

   -- Standard & Poor's adjusted leverage will be higher because
      of an increase in debt-like obligations associated with the
      long-term master lease, under which Windstream will manage
      and operate the fiber and copper assets.  S&P expects
      leverage above 5x, pro forma for the transaction, although
      S&P still views the company's financial risk profile as
      "aggressive" based on cash flow metrics, including DCF to
      debt.

   -- S&P believes that the large fixed-rent expense that
      Windstream will pay to the REIT will reduce Windstream's
      operating flexibility and potentially lead to greater
      volatility in cash flows, particularly if operating
      conditions deteriorate.  However, these factors are not
      sufficient to revise S&P's "fair" business risk assessment.

S&P's CreditWatch listing on Windstream's senior unsecured debt
reflects its expectation for improved recovery prospects due to a
significant reduction in secured debt as part of the transaction.

S&P expects to rate the REIT 'BB-', primarily reflecting the
default risk of Windstream and the very high cash flow stability
because of the fixed rental payment that it will receive, which
provides it with a degree of insulation from potential revenue and
EBITDA declines at Windstream.  These factors are partially offset
by the concentrated counterparty risk in one tenant.  S&P expects
that pro forma leverage will be around 5.5x for the REIT.


YARWAY CORP: Has Until Oct. 22 to File Plan
-------------------------------------------
Judge Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware extended Yarway Corporation's exclusive plan
filing period through and including Oct. 22, 2014, and the
exclusive solicitation period through and including Dec. 22.

                    About Yarway Corporation

Yarway Corporation sought Chapter 11 protection (Bankr. D. Del.
Case No. 13-11025) on April 22, 2013, to deal with claims arising
from asbestos containing products it allegedly sold as early as
the 1920s.

Yarway was founded in 1908 by Robert Yarnall and Bernard Waring as
the Simplex Engineering Company and originally manufactured pipe
clamps, steam traps, valves and controls.  Based in Pennsylvania,
Yarway was a privately-owned company until 1986 when KeyStone
International, Inc. bought equity in the company.  Yarway became a
unit of Tyco International Ltd. when Tyco purchased KeyStone in
1997.

Yarway's asbestos-related liabilities derive from Yarway's (i)
purported use of asbestos-containing gaskets and packing,
manufactured by others, in its production of steam valves and
traps from the 1920s to 1970s, and (ii) alleged manufacture of
expansion joint packing that was allegedly made up of a compound
of Teflon and asbestos from the 1940s to the 1970s.

Over the past five years, about 10,021 new asbestos claims have
been asserted against Yarway, including 1,014 in Yarway's 2013
fiscal year ending March 31, 2013.

The Debtor estimated assets and debts in excess of $100 million as
of the Chapter 11 filing.

Attorneys at Cole, Schotz, Meisel, Forman & Leonard, P.A. and
Sidley Austin LLP serve as the Debtor's counsel in the Chapter 11
case.  Logan and Co. is the claims and notice agent.

On May 6, 2013, the U.S. Trustee for Region 3, appointed an
official committee of asbestos personal injury claimants.  The
Committee tapped Elihu Inselbuch, Esq. at Caplin & Drysdale,
Chartered, as lead bankruptcy counsel.


WPCS INTERNATIONAL: Provides Shareholders Update on BTX Trader
--------------------------------------------------------------
WPCS International Incorporated provided shareholders with an
update on its web and desktop multi-exchange Bitcoin trading
platform, BTX Trader.  Additionally, the Company announced the
launch of Celery, its new web-based cryptocurrency product
committed to putting digital currency in the hands of ordinary
consumers.

BTX Trader was acquired in December 2013 and had initially offered
as a trading platform to enable Bitcoin traders and investors to
access cryptocurrency market data as well as have the ability to
execute orders from the top exchanges on a single application.
Originally launched as beta on a downloadable desktop application
in December 2013, today BTX Trader is accessible online with 5,000
users and over 1,500 unique visitors per month.

According to WPCS Interim CEO, Sebastian Giordano, "The BTX Trader
team has done an excellent job of launching its trading platform
aimed at the Bitcoin trading community and establishing a brand in
a short amount of time with limited resources and exposure.  The
launch of our second product, targeted to consumers, will not only
allow us to enter the transactional world, but enable new product
offerings through this cutting edge technology to bring additional
revenue streams."

BTX Trader was created as a leverageable software product for the
development, testing and launch of other valuable products within
the digital currency industry.  BTX Trader announced the launch of
Celery, the simplest and fastest way for consumers to buy their
first digital currency, initially focused on Bitcoin and Dogecoin.
Celery is the only hosted online wallet with direct bank transfers
on the market that offers access to multiple types of digital
currency.  Celery employs bank transfers and the most
straightforward user experience on the market.

"Digital currency is more than a novelty," stated BTX Trader Chief
Operating Officer, Ilya Subkhankulov.  "Major merchants, including
Expedia and Newegg are validating the market by accepting Bitcoin
as payment, while increasing regulatory clarity is giving more
confidence in the stability and value of the technology.  However,
as the process of acquiring their first coins remains too complex,
most consumers are excluded from this revolution.  Bitcoin-mining
computers are too expensive for most users, while acquiring coins
from an exchange requires initiating wire transfers and can take
up to five days.  Celery keeps things simple by using friendly
language, only asking for basic sign-up information and using
direct bank funding, meaning customers can use their first coins
from their new Celery wallet dashboard within just three to four
days."

Mr. Subkhankulov added, "In addition, we have recently engaged the
services of Clarity PR for Public Relations and Social Media
Marketing.  The entire team at Clarity PR brings an extensive
network and expertise within the digital currency industry needed
to move our brand and technology forward.  We look forward to
reaching out to the digital currency community and sharing the
value of our products and technology."

                About WPCS International Incorporated

WPCS -- http://www.wpcs.com-- operates in two business segments
including: (1) providing communications infrastructure contracting
services to the public services, healthcare, energy and corporate
enterprise markets worldwide; and (2) developing a Bitcoin trading
platform.

As reported by the TCR on Feb. 7, 2014, WPCS appointed Marcum LLP
as its new independent registered public accounting firm.
CohnReznick LLP resigned on Dec. 20, 2013.

The Company's former auditors, CohnReznick LLP, in Roseland, New
Jersey, expressed substantial doubt about WPCS International's
ability to continue as a going concern following the annual report
for the year ended April 30, 2013.  The independent auditors noted
that the Company has incurred net losses and negative cash flows
from operating activities, had a working capital deficiency as of
and for the years ended April 30, 2013, and 2012, and has an
accumulated deficit as of April 30, 2013.

As of Jan. 31, 2014, the Company had $22.37 million in total
assets, $15.18 million in total liabilities and $7.19 million in
total equity.

"At January 31, 2014, the Company has losses from operations, and
has outstanding balances due to its former surety under a
forbearance agreement of $1,533,757.  These factors raise
substantial doubt about the Company's ability to continue as a
going concern.  The financial statements do not include any
adjustments to the carrying amount and classification of recorded
assets and liabilities should the Company be unable to continue
operations.  Management's plans are to continue to raise
additional funds through the sales of debt or equity securities.
There is no assurance that additional financing will be available
when needed or that management will be able to obtain financing on
terms acceptable to the Company and whether the Company will
become profitable and generate positive operating cash flow.  If
the Company is unable to raise sufficient additional funds, it
will have to develop and implement a plan to further extend
payables and reduce overhead until sufficient additional capital
is raised to support further operations.  There can be no
assurance that such a plan will be successful," the Company stated
in its quarterly report for the period ended Jan. 31, 2014.


Z TRIM HOLDINGS: Further Amends Revolving Loan with Fordham
-----------------------------------------------------------
Z Trim Holdings, Inc., 2014, entered into a second amendment to
its revolving loan with Fordham Capital Partners, LLC, on July 25,
2014.  The amendment increased the principal amount of the
Equipment Loan from $582,841 to $668,750, evidenced by an Amended
and Restated Equipment Revolving Note issued by the Company to
Fordham.  The Note increased the required monthly payments of
principal to $13,679.32 plus interest, from July 25, 2014, and
continuing until Feb. 24, 2015, followed by a final balloon
payment of the entire unpaid principal balance of the Note and all
accrued and unpaid interest on March 24, 2015.  The interest on
the Note remains a fixed rate of 22% per annum.  The Note may be
prepaid in full at any time; provided that if the Company prepays
the Note prior to Sept. 24, 2014 (such six-month period, the
"Guaranteed Interest Period"), it must pay a prepayment penalty
equal to the amount by which (i) the aggregate interest that
Fordham would have received on the Note during the Guaranteed
Interest Period had there been no prepayment exceeds (ii) the
aggregate interest paid by the Company prior to the date of
prepayment.  The default rate of interest on the loan remains 27%
per annum.

The Company also entered into a Second Amendment to Security
Agreement, dated July 25, 2014, between the Company and Fordham
(in which the amount of the secured liabilities was increased from
$582,841 to $668,750.

The amendment represents an approximately $85,900 increase in the
outstanding balance of the Equipment Loan as of July 25, 2014.
The net proceeds of the increase in the Equipment Loan were used
to pay $20,721 to Fordham, representing the July 24, 2014, note
payment of principal and interest owed by the Company to Fordham
under the Equipment Loan.  The Company intends to use the
remaining proceeds for working capital.

On July 25, 2014, Z Trim Holdings estimated that sales for the 2nd
quarter of 2014 declined from approximately $382,127 in the 2nd
Quarter of 2013 to $212,154, a decrease of 44%.  The reason for
the decline was twofold.

First, for reasons other than Z Trim product performance, two
customers elected to discontinue product lines that incorporated Z
Trim ingredients.  Second, two of the Company's larger customers
determined that they had sufficient on-hand inventory so that they
did not need to place additional orders in Q2.

Significant efforts are underway to increase the company's client
base and management believes that it will not have similar issues
in Q3 and Q4 this year.

                           About Z Trim

Mundelein, Ill.-based Z Trim Holdings, Inc., is a functional food
ingredient company which provides custom product solutions that
help answer the food industry's problems.  Z Trim's revolutionary
technology provides value-added ingredients across virtually all
food industry categories.  Z Trim's all-natural products, among
other things, help to reduce fat and calories, add fiber, provide
shelf-stability, prevent oil migration, and add binding capacity
-- all without degrading the taste and texture of the final food
products.

Z Trim Holdings reported a net loss of $13.43 million in 2013, a
net loss of $9.58 million in 2012 and a net loss of $6.94 million
in 2011.

As of March 31, 2014, the Company had $3.55 million in total
assets, $1.41 million in total liabilities and $2.14 million in
total stockholders' equity.

M&K CPAS, PLLC, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.  The independent auditors noted that
the Company does not have enough cash on hand to meet its current
liabilities and has had reoccurring losses as of Dec. 31, 2013.
These conditions raise substantial doubt about its ability to
continue as a going concern.


* Fitch: US High Yield Default Rate May Increase to 3.4%
--------------------------------------------------------
A potential bankruptcy filing from another struggling giant,
Caesars Entertainment Operating Co., would propel the trailing 12-
month US high yield default rate to 3.4% from its June perch of
2.7%, according to Fitch Ratings.  With its $12.9 billion in bonds
in Fitch's default index, the gaming company's impact on the
default rate is pronounced -- similar to Energy Future Holdings'
(EFH) April bankruptcy.  Caesars also adds to notable trends of
busted LBOs and the exclusive camp of serial defaulters.

There have been 10 LBO related bond defaults thus far in 2014,
compared with nine for all of 2013.  The failed LBOs affected
$21.8 billion in bonds this year and 26% of all bond defaults
since 2008.  Caesars would bring the latter tally to 29%.  In
addition, a Caesars filing would follow two prior restructurings
via distressed debt exchanges (DDEs).  Since 2008, 24% of issuers
engaged in DDEs have subsequently filed for bankruptcy.

June defaults included Affinion Group, Allen Systems Group, MIG
LLC, and Altegrity Inc., bringing the year-to-date high yield
default tally to 20 issuers of $23.7 billion in bonds versus an
issuer count of 19 and dollar value of $8.4 billion in first-half
2013.  July defaults have so far included Essar Steel Algoma and
Windsor Petroleum Transport.

Notwithstanding the likes of EFH and Caesars, the otherwise low
default rate environment has some significant near-term support.
Banks continue to ease standards on commercial and industrial
loans, according to the Federal Reserve's Senior Loan Officer
Survey, and they report stronger demand for such loans.  The
latter trend is an especially important gauge of economic activity
and is consistent with the widely held view that GDP will improve
in the second half of 2014.

At midmonth, approximately $33 billion in high yield bonds were
trading at 90% of par or less -- a relatively modest 2.9% of the
$1.1 trillion in bonds with price data.


* Bank of America Raises Settlement Offer
-----------------------------------------
Michael Corkery and Ben Protess, writing for The New York Times'
DealBook, reported that Bank of America and federal prosecutors
have accelerated their negotiations to resolve an investigation
into the bank's sale of toxic mortgage securities before the
financial crisis.  The two sides, however, remain far apart on
crucial issues and a settlement remained elusive, even after the
bank significantly raised its offer, the report said.

According to the report, citing people briefed on the meeting, the
bank's lawyers and Justice Department prosecutors met in
Washington to discuss the size of a potential cash penalty, a
major sticking point in the settlement talks.  Heading into the
meeting, the Justice Department was demanding roughly $17 billion
to settle the case, more than $10 billion in the form of a cash
penalty and the rest in so-called soft dollar payments to help
struggling homeowners, the report related.


* Argentina, Creditors Fail to Reach Deal
-----------------------------------------
Nicole Hong, Taos Turner and Matt Day, writing for The Wall Street
Journal reported that talks aimed at a last-minute settlement
between Argentina and holdout creditors collapsed, and a court-
appointed mediator said the country would "imminently" be in
default.

According to the Journal, Argentine Economy Minister Axel
Kicillof, who had led the country's delegation to New York, said
they won't sign an agreement "that would compromise Argentina?s
future."  July 30 marked the end of a 30-day grace period for
Argentina to make a $539 million interest payment to the holders
of the country's restructured bonds.


* Recent Small-Dollar & Individual Chapter 11 Filings
-----------------------------------------------------

In re Talal Sannah and Rima Sannah
   Bankr. C.D. Cal. Case No. 14-14517
      Chapter 11 Petition filed July 22, 2014

In re Philip M. Arciero, Jr.
   Bankr. C.D. Cal. Case No. 14-14520
      Chapter 11 Petition filed July 22, 2014

In re Maria Machuca
   Bankr. C.D. Cal. Case No. 14-19369
      Chapter 11 Petition filed July 22, 2014

In re Daniel A. Franco
   Bankr. C.D. Cal. Case No. 14-23957
      Chapter 11 Petition filed July 22, 2014

In re Sensocon, Inc.
   Bankr. M.D. Fla. Case No. 14-08426
     Chapter 11 Petition filed July 22, 2014
         See http://bankrupt.com/misc/flmb14-08426.pdf
         represented by: Pierce J. Guard, Jr., Esq.
                         THE GUARD LAW GROUP, PLLC
                         E-mail: jguardjr@aol.com

In re Alexandra Medwit
   Bankr. M.D. Fla. Case No. 14-08427
      Chapter 11 Petition filed July 22, 2014

In re Laura E. Ackerman
   Bankr. D. Kans. Case No. 14-11683
      Chapter 11 Petition filed July 22, 2014

In re Guillermo Borunda-Jaquez
   Bankr. D. Nev. Case No. 14-14990
      Chapter 11 Petition filed July 22, 2014

In re MCO Wash, Inc.
        dba Middle Country Auto Spa
   Bankr. E.D.N.Y. Case No. 14-73345
     Chapter 11 Petition filed July 22, 2014
         See http://bankrupt.com/misc/nyeb14-73345.pdf
         represented by: Anthony F. Giuliano, Esq.
                         PRYOR & MANDELUP
                         E-mail: afg@pryormandelup.com

In re Mountain Brothers LLC
        aka Mountain Brothers General Store
   Bankr. E.D. Tenn. Case No. 14-32326
     Chapter 11 Petition filed July 22, 2014
         See http://bankrupt.com/misc/tneb14-32326.pdf
         represented by: Brenda G. Brooks, Esq.
                         MOORE AND BROOKS
                         E-mail: bbrooks@moore-brooks.com

In re Jack Shnorhavorian
   Bankr. C.D. Cal. Case No. 14-24253
      Chapter 11 Petition filed July 25, 2014

In re Willoughby & Associates, Inc.
   Bankr. S.D. Fla. Case No. 14-26774
     Chapter 11 Petition filed July 25, 2014
         See http://bankrupt.com/misc/flsb14-26774.pdf
         represented by: Zach B. Shelomith, Esq.
                         LEIDERMAN SHELOMITH, P.A.
                         E-mail: zshelomith@lslawfirm.net

In re Penelope Latham
   Bankr. S.D. Fla. Case No. 14-26776
      Chapter 11 Petition filed July 25, 2014

In re Georgia Flattop Partners, LLC
   Bankr. N.D. Ga. Case No. 14-64286
     Chapter 11 Petition filed July 25, 2014
         See http://bankrupt.com/misc/ganb14-64286.pdf
         represented by: Sage M. Sigler, Esq.
                         ALSTON & BIRD, LLP
                         E-mail: sage.sigler@alston.com

In re Footprints Cafe, Inc.
   Bankr. N.D. Ga. Case No. 14-64288
     Chapter 11 Petition filed July 25, 2014
         See http://bankrupt.com/misc/ganb14-64288.pdf
         represented by: G. Scott Buff, Esq.
                         BUFF & CHRONISTER, LLC
                         E-mail: scott@buffandchronister.com

In re Jack Moorman Electrical Contractors, Inc.
   Bankr. W.D. La. Case No. 14-11770
     Chapter 11 Petition filed July 25, 2014
         See http://bankrupt.com/misc/lawb14-11770.pdf
         represented by: Robert W. Raley, Esq.
                         RALEY & ASSOCIATES
                         E-mail: rraley52@bellsouth.net

In re Misle Properties, LLC
   Bankr. D. Nebr. Case No. 14-81423
     Chapter 11 Petition filed July 25, 2014
         See http://bankrupt.com/misc/neb14-81423.pdf
         represented by: Robert B. Creager, Esq.
                         ANDERSON, CREAGER & WITTSTRUCK, P.C.
                         E-mail: rcreager@acwlaw.org

In re Gler Incorporated
        dba St. Joseph Care Home
   Bankr. D. Nev. Case No. 14-51262
     Chapter 11 Petition filed July 25, 2014
         See http://bankrupt.com/misc/nvb14-51262.pdf
         represented by: Alan R. Smith, Esq.
                         THE LAW OFFICES OF ALAN R. SMITH
                         E-mail: mail@asmithlaw.com

In re TNB Enterprises Nevada, Inc.
   Bankr. D. Nev. Case No. 14-51268
     Chapter 11 Petition filed July 25, 2014
         See http://bankrupt.com/misc/nvb14-51268.pdf
         represented by: Alan R. Smith, Esq.
                         THE LAW OFFICES OF ALAN R. SMITH
                         E-mail: mail@asmithlaw.com

In re Matarazzo, LLC
   Bankr. D.N.J. Case No. 14-25274
     Chapter 11 Petition filed July 25, 2014
         See http://bankrupt.com/misc/njb14-25274.pdf
         represented by: Kim R. Lynch, Esq.
                         FORMAN HOLT ELIADES & YOUNGMAN, LLC
                         E-mail: klynch@formanlaw.com

In re John Gilliam Wood, III
   Bankr. E.D.N.C. Case No. 14-04276
      Chapter 11 Petition filed July 25, 2014

In re Jeffrey Lynn Williams and Mary Kay Bell Williams
   Bankr. E.D.N.C. Case No. 14-04290
      Chapter 11 Petition filed July 25, 2014

In re Creative Service Systems, Inc.
        aka Charlotte Cafe at the Arboretum
   Bankr. W.D.N.C. Case No. 14-31285
     Chapter 11 Petition filed July 25, 2014
         See http://bankrupt.com/misc/ncwb14-31285.pdf
         represented by: David M. Grogan, Esq.
                         SHUMAKER, LOOP & KENDRICK, LLP
                         E-mail: dgrogan@slk-law.com

In re Jawa Fuel Inc.
   Bankr. S.D. Tex. Case No. 14-34064
     Chapter 11 Petition filed July 25, 2014
         See http://bankrupt.com/misc/txsb14-34064.pdf
         represented by: E. Rhett Buck, Esq.
                         E-mail: erhettbuck@aol.com

In re Remian, LLC
        aka Hong Cheol Park
   Bankr. W.D. Wash. Case No. 14-44056
     Chapter 11 Petition filed July 25, 2014
         See http://bankrupt.com/misc/wawb14-44056.pdf
         Filed Pro Se

In re Armstead Ward
   Bankr. W.D. Tenn. Case No. 14-27645
      Chapter 11 Petition filed July 26, 2014

In re Carlos Muniz
   Bankr. N.D. Ill. Case No. 14-27392
      Chapter 11 Petition filed July 27, 2014
In re Stefan William Reese
   Bankr. S.D. Fla. Case No. 14-26882
      Chapter 11 Petition filed July 28, 2014

In re Richard R. Bloom, Sr.
   Bankr. M.D. Fla. Case No. 14-03636
      Chapter 11 Petition filed July 28, 2014

In re Nakolec Prespa, Inc.
   Bankr. N.D. Ill. Case No. 14-27508
     Chapter 11 Petition filed July 28, 2014
         See http://bankrupt.com/misc/ilnb14-27508.pdf
         represented by: James A. Young, Esq.
                         JAMES A YOUNG & ASSOCIATES, LTD.
                         E-mail: jyoung@dizonyoung.com

In re Jody L. Keener
   Bankr. N.D. Iowa Case No. 14-01169
      Chapter 11 Petition filed July 28, 2014

In re Chafic J. Khabbaz and Christina M Khabbaz
   Bankr. D. Mass. Case No. 14-41662
      Chapter 11 Petition filed July 28, 2014

In re Proper Building Services, Inc.
   Bankr. E.D. Mich. Case No. 14-52261
     Chapter 11 Petition filed July 28, 2014
         See http://bankrupt.com/misc/mieb14-52261.pdf
         represented by: Donald C. Darnell, Esq.
                         DARNELL LAW OFFICES
                         E-mail: dondarnell@darnell-law.com

In re Mo Better Blues, LLC
   Bankr. E.D. Mich. Case No. 14-52309
     Chapter 11 Petition filed July 28, 2014
         See http://bankrupt.com/misc/mieb14-52309.pdf
         represented by: Kimberly Redd, Esq.
                         REDD LAW, PLC
                         E-mail: kimberly@attyredd.com

In re Alfonso Greaves
   Bankr. E.D.N.Y. Case No. 14-43826
      Chapter 11 Petition filed July 28, 2014

In re Timothy Sloper
   Bankr. E.D.N.C. Case No. 14-04301
      Chapter 11 Petition filed July 28, 2014

In re T*MAP, Inc.
   Bankr. S.D. Ohio Case No. 14-55294
     Chapter 11 Petition filed July 28, 2014
         See http://bankrupt.com/misc/ohsb14-55294.pdf
         represented by: Robert E. Bardwell, Esq.
                         E-mail: rbardwell@ohiobankruptlaw.com

In re Abimael Rivera-Oliveras and Marilyn Martinez Mattei
   Bankr. D. P.R. Case No. 14-06100
      Chapter 11 Petition filed July 28, 2014

In re Baytown Manor Apartments, LLC
   Bankr. S.D. Tex. Case No. 14-34092
     Chapter 11 Petition filed July 28, 2014
         See http://bankrupt.com/misc/txsb14-34092.pdf
         represented by: Russell A. Norum, Esq.
                         E-mail: russellnorumlawo@questoffice.net

In re Sergio Limon and Maria Limon
   Bankr. S.D. Tex. Case No. 14-34099
      Chapter 11 Petition filed July 28, 2014
In re Alson Alston
   Bankr. M.D. Pa. Case No. 14-03454
      Chapter 11 Petition filed July 28, 2014

In re Nelson Bell
   Bankr. S.D. Fla. Case No. 14-27000
      Chapter 11 Petition filed July 29, 2014

In re Chit Chat Holdings LLC
   Bankr. D. Kans. Case No. 14-11726
     Chapter 11 Petition filed July 29, 2014
         See http://bankrupt.com/misc/ksb14-11726.pdf
         represented by: Eric W. Lomas, Esq.
                         KLENDA AUSTERMAN, LLC
                         E-mail: elomas@klendalaw.com

In re Robert Alan Gillespie and Ellen Marie Gillespie
   Bankr. D.N.J. Case No. 14-25372
      Chapter 11 Petition filed July 29, 2014

In re Salomao Laniado and Margolit Laniado
   Bankr. E.D.N.Y. Case No. 14-43854
      Chapter 11 Petition filed July 29, 2014

In re Deborah Nina Vargas
   Bankr. E.D.N.Y. Case No. 14-43868
      Chapter 11 Petition filed July 29, 2014

In re Luis Medina, Jr.
   Bankr. N.D. Ill. Case No. 14-27755
      Chapter 11 Petition filed July 30, 2014




                             *********

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, 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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